blackout-(m/s incest-blowjobs/sucking cocks-swallowing)-part-1 thru 4-of-4

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The Blackout

Part-1-of-4

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"God, Shane, your mom gave me a serious boner!"
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Lying on the upstairs carpet with her ear to the air vent, eavesdropping on the group of teenage boys in her downstairs family room, Kathie Whitlock's heart jumped when she heard Brian say that. "Was he really talking about me?" She wondered. She was hoping to overhear one or more of the boys talk dirty, but she really wasn't expecting a frank discussion about herself. Her hand moved down below her nightshirt to her panties, and then she gently rubbed her crotch as she continued to listen.
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"Yeah," said Shawn, "You sure could tell she wasn't wearing a bra."
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"I couldn’t believe how short her nightgown was. Was she wearing panties under it?" asked Brian.
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"Yeah, I could see her panty lines," replied Mark.
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"That's what she always wears to bed," said Shane. "It's just a long t-shirt, but I like watching her breasts jiggle in it. Last night she was wearing it when she was helping me with my homework, and she kept rubbing her breasts against my shoulder.”

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“Talk about a serious boner,” he laughed.

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When Kathie Whitlock first started having what she considered harmless sex fantasies about her son, Shane and his group of 18-year-old friends, she felt just a slight twinge of guilt following her orgasms. But over time, those guilty feelings completely disappeared as the fantasies increased in frequency, and the scenes that she played out in her mind became more debauched. Now her thoughts of the virile young teens occupied more and more of what little time wasn't taken up with her job, marriage, housework, and other increasingly monotonous chores. Maybe if there were more good looking men where she worked, maybe if her husband was home more, maybe if she had some fulfilling hobbies instead of the same mundane tasks, they wouldn't have even started. But they did, and now the fantasies of being involved with her son, as well as his friends, became Kathie's favorite source of escape from her dull life.
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Kathie had been looking forward to the boys' sleepover for some time. She didn't really expect anything to happen, but she held out hope for any activity that would fuel further fantasies. A little flirting on her part, maybe one of the boys would stare at her body a little too long. A little insight into their sexual interests, a glimpse of one of the boys in pajamas or underwear, all little tests and games, similar to the ones that she had been developing with Shane.
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When she became sexually interested in Shane, she started out by giving him longer hugs. This progressed into kisses on the cheek, and, recently a little peck on the lips. At the same time, the normally modest mom started revealing more of herself to Shane. Letting him see more of her in her nightshirt, for example. When the tall brunette caught her son staring at her breasts swaying freely in the cotton sleeping attire. She then increased the stakes, letting him see her in her bedroom in her bra and panties, complimenting Shane on his maturing body, and, yes, pressing her breasts against him. Quite harmless at first, she reasoned, but now the sexual tension between them was taking a predominant role in their relationship.
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And things were working out well with his friends, too. She thought she had caught a couple of them looking at her breasts a little too long on a few occasions the past couple of months, as well as admiring her long legs in her shorts this past summer. She recalled the time that Mark phoned when Shane wasn't home, and she stayed on the phone quite a while talking about his personal life. Once she got alone with Connor long enough to tell him he had grown into an attractive young man, and she was rewarded with a boyish blush. Actually, none of the boys would likely to be considered strikingly handsome. They were a group of quiet, average, maybe a little nerdy, high school seniors. As much as one heard about kids being sexually active at a younger age these days, she saw no indication that any of these boys were dating or being chased by the girls. But at the age of 39, Kathie, would be thrilled to fuck any of them.
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Besides her son Shane, there was the blonde-haired Mark, who was Shane's best friend, and the most outgoing one of the group. Kathie had known him most of his life. Shawn, with long bangs and a cute, almost girlish face, has lived just two doors down for a number of years. The dark-haired Brian was once in a Sunday school class that Kathie had taught. Connor was a little heavy and wore glasses, but was a nice, polite kid.
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The sleepover was already a success in some ways. Her husband was out of town on business until late tomorrow, and her younger son found his own sleepover to go to. And a heavy snowstorm was raging, making surprise visitors most unlikely. This allowed Kathie the freedom of showering and slipping into her tight pink nightshirt early. She made a point to be in the kitchen in her nightshirt when some boys came up for drinks, which is when Shawn, Mark, and Brian stared at her body. At the same time, Kathie got some good looks at Shawn and Mark in tight tee shirts and skimpy cotton jogging shorts. And now she heard the comments about her breasts.
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"Her legs are about a mile long," exclaimed Shawn. Listening through the vent, Kathie slid her hand inside of her panties.
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"Shawn, did you bring your dad's porn video?" asked Shane.
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"Yeah," replied Shawn, ”Want to watch it now?"
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"Let's wait a while, until we're sure Mom's asleep," Shane said. "We can get on the web and find some porn sites later, too."
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’Why, those horny, naughty teens,’ thought Kathie. Her parental side told her she should put a stop to any porn watching, but she decided to let it go. When the conversation switched to other subjects, Kathie rose from the floor and crept into her own bed.
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She couldn’t think of another excuse to go down to check on them, so she guessed that it was time to wrap it up for the night. One more fantasy, she thought. This should be a real powerful orgasm. Under the covers, Kathie slid her panties down off of her ankles, and encircled her clit with her middle finger. Now, which teen should I fantasize about?
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Suddenly, her bedroom nightlight went out, and there was an alarming silence in the dark. A slight uproar from the boys downstairs told Kathie that the power was out all over the house. Damn!
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Kathie fumbled around in the dark until she found her panties and pulled them back on. Then she felt her way to the bedroom door and down the stairs to the kitchen, where she found the emergency flashlight. Some of the boys were stumbling through the house, looking out the windows. "Wow, look at all that snow!" exclaimed Brian from an upstairs living room window. Kathie approached him from behind, and looked out the curtain with him. In the darkness, there appeared to be a good foot of wet snow on the ground, as well as all over the trees and electric lines. Kathie's face was right next to Brian's as they peered out the window. She felt his warmth, and took the opportunity to press her left breast firmly into his right shoulder. Brian didn't move or speak.
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From somewhere else in the house, someone yelled, "The lights are out all over the neighborhood." Kathie could see that in fact the power was out throughout the block, including the streetlights. But what she noticed even more was that Brian was rubbing his shoulder back and forth against her breast. The contact shot a wave of adrenalin through her.
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When other teens entered the living room, Kathie broke away from Brian, and went downstairs. In a box in the storage area, she found another flashlight, and a battery-operated lamp that they used for camping. Fortunately, the battery was still good, and it gave off adequate light for the family room.
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Once she set up camping lamp, the teens started gathering in the family room again. As she moved around checking things, Kathie wondered how much they could see through her thin short nightshirt in the dim light. She could clearly see Shawn and Mark's tight cotton jogging shorts.
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"Well, it's too late for anyone to leave, and the street hasn't been plowed, so no one can drive anywhere safely. So everyone is going to have to sit tight and wait for the power to come back on," announced Kathie, once again assuming a parent and guardian role. When she went back upstairs, she found an old battery operated radio and listened through the static. The news reported that there were power outages all over. She made her way back downstairs and told the boys that it didn't look like the power would be on any time soon.
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It was already getting cold in the house so Kathie didn't have to look down to know that her nipples were rock hard in front of the boys. The looks she got from the boys only made them harder. "Lets get the fireplace going," she ordered. Shane helped Kathie stack wood in the fireplace. As Kathie moved about gathering firewood and finding newspapers and matches, she was aware of her braless breasts jiggling, and was confident that the horny teenagers were watching them. As she leaned into the fireplace to stack the wood and kindling, she felt her short nightshirt rise, and knew her white panties were exposed to the boys. Aroused by the thought, she leaned in farther, bending at the waist, and made sure that a good percentage of her panty-clad butt was on display.
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Soon they had a roaring fire going. There were two problems remaining. One was that without TV, video games, CD players, or computers, the boys were bored. The second problem was that it was too cold for Kathie to spend the night in her bedroom. "Boys, guess what? This is the only room with heat, so you're stuck with me until the power comes on." As Kathie stood between the boys and the fire, and she hoped they could see her braless silhouette through her thin nightshirt. They were certainly staring at her. Although they didn't say it, after what she heard earlier, the horny mom was confident that the guys didn't mind having her around as long as she was dressed provocatively.
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As the boys discussed what to do now, Kathie …

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The Blackout

Part-2-of-4

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As the boys discussed what to do now, Kathie sat on the edge of the fireplace, in amazement at her good fortune being marooned with ‘her boys.’ First, her husband and her other son were gone, and now she and the boys were snowed in, I overhear the boys lusting for me, and then the power outage forces me to virtually spend the night alone with them. This is like... divine intervention, fate, my dreams coming true.
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Kathie's lust overpowered responsible logic and good judgment. She decided to throw all caution to the wind, and take every advantage she could of her stunningly fortunate situation.
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While the boys were coming up blank on activities, Kathie was searching through her experiences for fun party games that teenagers would enjoy. She saw a rubber ball belonging to her younger son, on the floor. Picking it up, she asked if, “Anyone ever played 'Pass the grapefruit?'"
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Most of the boys shrugged, but Mark said, "Yeah, a long time ago. Isn’t that where you put the grapefruit under your chin and try to pass it to another person without using your hands?"
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"That's it," said Kathie. "It's supposed to go boy-girl-boy-girl. But since I'm the only girl, everyone has to pass it to me. Let's try it with this ball." Kathie stood up, and placed the rubber ball under her chin. She walked up to Mark, and stood just inches from him. Mark leaned forward, and pressed his body against his friend's tall mom. As Mark and Kathie rubbed up against each other in an attempt to pass the ball from Kathie's neck to Mark's without the use of hands, the other boys saw the benefits of playing this game with the large-breasted, sparsely-clad woman. They watched silently as Kathie pressed her breasts into Mark's chest, their cheeks rubbing together. When Mark finally got the ball under his chin, he repeated the process, passing it back to Kathie.
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Kathie turned to Brian, who was eagerly waiting to be next. Brian, like most of the teens, was shorter than Kathie, so she bent her knees slightly to meet him. The others watched as Kathie's and Brian's whole torsos were pressed against each other. Kathie felt her breasts rubbing against Brian's chest. She took the opportunity to grind her hips into Brian's crotch. While they fumbled with the ball, Kathie was amazed and thrilled to feel Brian's hard cock rubbing into her. Kathie placed her hands on Brian's sides, and hugged the slender teen as she rubbed against him.
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After Brian, all of the boys eagerly lined up to play the game. Each in turn eagerly pressed their hard cocks into Kathie as she rubbed her breasts against their chests, and wrapped her arms around them. The game pretty much became a big hug-fest, the ball not even being passed back and forth.
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Shane was the last boy. Kathie tried not to be too anxious to rub against her son, particularly in front of his friends. But when they pressed together, Kathie felt his erection also, as he pulled her towards him. Shane was the only teen that was as tall as Kathie, and the best looking in Kathie's biased mind. Shane pressed his cock firmly into his mom's pussy mound, and Kathie couldn't help but emit a little moan into his ear. She ran her hands up and down his back, and Shane did the same to her.
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After each boy had two turns, a flushed Kathie reluctantly broke off the game and sat on the edge of the fireplace. She bounced her knees up and down, causing her thighs to jiggle. As the boys sat around her on a couch and some chairs, Kathie asked, "What should we do now?" While the boys debated what was next, Kathie spotted several of them looking at her long bare legs, and trying to look up her nightshirt at her crotch, Kathie subtly obliged them by opening her legs a little so they were sure to see the "V" of her white panties over her crotch. She leaned forward and crossed her arms, causing her cleavage to heave up out of the top of her nightshirt. Encouraged by the gawking of all of the boys, including Shane, she spread her knees apart even farther, causing her nightshirt to creep up high put her panties in full view.
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"Here's an old game," said Kathie. "How about 'Spin the Bottle?'"
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Several boys smiled. But Mark said, "Uh, I'm not sure how to play."
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"I don't either, really," admitted Kathie. "I guess you just spin a bottle, and you have to kiss whoever it's pointed at when it stops." The boys nodded their approval, and Kathie added, "Since I'm the only girl, I'll spin every time, OK?" When the boys agreed, Kathie grabbed an empty plastic coke bottle that one of the boys had finished, and knelt in front of the coffee table. All of the boys, including Shane, eagerly sat around the table.
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"Uh, before we get started, let's make a pact that whatever happens here tonight stays within the group. In other words, it's our secret. OK?"
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"OK," the boys all echoed in unison.
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Kathie took a deep breath, and spun the bottle on the table. When it stopped spinning, the boy closest to where it pointed to was Connor.
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Connor gave a nervous smile. When Kathie stood up, Connor also stood up, walked around the table, and stood in front of Kathie. Kathie puckered her lips, leaned forward, and gave the round-faced teen a peck on the lips. The others cheered as Connor blushed and sat down. Kathie couldn't stop smiling.
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Still standing, Kathie leaned over and gave the bottle a spin. This time it pointed right at Mark. Mark stood up, smiled, and quickly moved towards Kathie. Kathie wasn't going to waste her opportunity with her blonde fantasy boy. She put her arms around him tightly, pressed her lips on his with her mouth open, and slid her tongue into his mouth. Mark kissed back, and entwined Kathie's tongue with his.
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Finally, Kathie released her embrace, and spun the bottle again. It was Brian's turn, and he was ready. His tongue immediately met his former Sunday school teacher's, and he ran his hands all over her waist and back. They enjoyed a passionate French kiss.
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The next spin pointed at Shane. Kathie wasn't sure what his reaction would be. But Shane smiled, eagerly embraced his mother, and gave her a long wet kiss. Kathie, thrilled with her son's response, flitted her tongue around his, while massaging his shoulders. Shane squeezed his mom's waist tightly. Kathie wanted to hold him all night, but his friends were watching, so she reluctantly released her beloved son.
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The game continued for quite a while longer, with all of the boys getting multiple turns, and each giving and receiving a good French kissing and a long hug. All of the boys eagerly pressed their erections against Kathie's thigh, crotch, or stomach, depending on their height. On his fourth turn, Shawn accidentally brushed his hand over Kathie's right breast. Kathie thought it was deliberate, and subtlety ran her hand over his hard cock as she released him.
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While holding on to Shawn a little too long, Kathie had another brainstorm. "Who wants to dance with me?" At first, no one volunteered. Kathie picked up the battery-operated radio, turned it on, and scanned the FM frequency until she found an easy listening station. "C'mon, someone slow dance with me. Mark, how about it?"
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"I, uh, don't know how to dance," mumbled Mark.
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"Oh, it's easy," countered Kathie. "Come here, and I'll show you." Kathie grabbed Mark by the hand and hauled him upright. She grabbed his left hand with her right, put her left arm around his slender torso, and proceeded to give him a dance lesson. As soon as he got into a rhythm with her, Kathie drew him closer, pressing her body against his as they swayed to the music. Mark responded by pressing his erection into her leg.
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The other teens watched for a while, and then began talking amongst themselves. Kathie and Mark danced away from the fire, and into the darkness. Kathie slid both of her hands down Mark's back, and rested her hands on his two firm butt cheeks. Slowly, Mark moved his hands down Kathie's back, and allowed the tips of his fingers to touch the top of the older woman's ass. With no objections from Kathie, the fingers slid further down over her mounds, and squeezed her ass cheeks through her cotton nightshirt and panties.
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The other boys noticed the dual ass groping as Kathie rested her head on Mark's shoulder. When the song ended, and the dancers released their grasp of each other, there were now plenty of other volunteers to dance with Kathie. Brian was her next partner, and soon his palms were massaging the older woman's tight butt. The horny teen slid his right hand down farther, over the back of her bare thigh. Then he slowly slid the hand up under her nightshirt and felt the exposed bottom of her bare ass cheek. When Kathie responded with a quiet moan, Brian slid the hand up under her panties, and squeezed her bare ass flesh. Enthralled, the others watched their friend groping the older woman's bare ass in the semi-darkness for the rest of the song.
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The next song was Connor's, and he eagerly slid both of his hands up under Kathie's nightshirt and panties, and massaged her warm ass flesh. When Kathie felt his erection pressing into her crotch, she rubbed herself against it.
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Shane volunteered to dance with his mother next. Following his friends’ ‘lead,’ he wasted no time getting his hands on his mom's bare ass flesh. He squeezed her cheeks firmly, and then slowly massaged them, his hand circling the mounds, his finger flitting over her ass crack. He slid his hand as far down as he could, and the tips of his fingers grazed over the beginnings of her pubic hair between her legs. Shane then slid his right hand up her side over her nightshirt, and under her arm. He pressed his palm and thumb against the side of his mom's left breast. Still getting no resistance, he tried to subtly move his hand frontward, until his thumb found Kathie's erect nipple. He flitted his thumb over the hard nipple for a minute, and squeezed his whole palm over her large breast. Kathie sighed as her son massaged her breast in the presence of his friends. As she turned her head and kissed him on the lips, she moved her left hand down to his side, and slid it over his hard cock. Then as they danced, she slowly stroked it though his cotton shorts.

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When the song ended, an up-tempo track with a Latin beat blared though the tiny speaker. Kathie released her son, and started …

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The Blackout

Part-3-of-4

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When the song ended, an up-tempo track with a Latin beat blared through the tiny speaker. Kathie released her son, and started dancing by herself. "Who wants to dance with me fast?" she sang out, but none of the boys took the opportunity. They were satisfied to sit back and watch Kathie dance for them. Kathie couldn't resist putting on a show for her teen audience. She wiggled her hips as much as she could, bouncing high. Kathie's her shapely braless breasts flopped noticeably under her tight cotton nightshirt, her nipples still sticking out. Her bare thighs jiggled as Kathie spread her legs and lifted her knees. Kathie felt her breasts heaving up and down, and flopping from side to side, as the boys stared at them. Several of the boys were sitting on the floor, and appeared to be trying to stare up her nightshirt. So Kathie let the nightshirt ride up high, and in no time part of her white panty crotch was exposed.
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Kathie turned her back to the boys, and wiggled her hips back and forth as fast as she could. Her ass flesh rippled and shook under her panty lines. Her nightshirt had ridden up in back also, so the boys could see part of her white panties, and even some bare ass flesh. With all of the boys having previously put their hands under her panties, they had bunched up nearly to her crack, and now much of her bare ass was exposed. Even though it was winter, her mounds were still noticeably whiter than her legs. Kathie looked back at the boys, smiling while watching them stare at her shaking butt. She put her hands on her sides, and slowly slid her nightshirt up farther, and soon it was bunched up almost to her waist. She stuck her ass out at the boys, causing her panties to ride up even further. Her ass flesh shook and rippled as she did everything she could to make it move.
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Brian and Mark couldn't help cheering Kathie on, yelling "Alright," and "Go, Mrs. Whitlock!" Others joined in, whistling and shouting, "Yeah!"
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Kathie turned around and faced the boys again. Her moist crotch had caused her panties to stick to her pussy lips and slid right up into her slit, giving her crotch a ‘camel toe’ appearance. She hadn’t trimmed or shaved, so little tufts of brown pubic hair stuck out on both sides of her panty crotch. Kathie grabbed the hem of her nightshirt with both hands and lifted it up to her navel, allowing an unobstructed view of her panties. She continued to dance with a big smile on her face, throwing in every sexy little move that she could think of. She slowly rolled her hem up higher, exposing her midriff. Dancing with her hem nearly up to her breasts, holding the material out, she was starting to expose the bottom of her breasts. As she danced, Mark and Shawn were yelling, "More!"
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"You want to see more?" the dancing mom asked.
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"Yeah, MORE show us more!" all of the boys, even the smiling Shane, hollered.
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Kathie slowly lifted the hem higher, exposing more of the bottoms of her shaking breasts. Her fists were under her breasts, and she massaged her dancing breasts. Finally, with a big smile on her face, she lifted the garment higher, and showed the smiling teens her naked, jiggling, breast. The boys erupted which cheers and whistles as their friend's mom held her nightshirt up to her armpits, shaking her chest at them. The milky white bags were capped with very large, and very dark areolas. Kathie's hard nipples stuck out nearly a full inch. Kathie pulled the nightshirt up over her head, dropped it, and continued to dance topless. She leaned forward to let her breasts dangle in the boys' faces. Then she stood upright, and bounced as high as she could. She could see her own breasts fly upward nearly to her chin, then crash down again almost to hear waist, dancing from side to side. Kathie enjoyed shaking them around as much as she could, having little control as to which direction each breast would take.
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The horney teenagers loudly and enthusiastic cheered the older woman on.
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"Go, Mrs. Whitlock, go!" hollered Brian.
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"Yea, shake 'em, Mrs. Whitlock!" bellowed Connor.
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"More, Mom, More!' added Shane.
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Kathie put her hands on her panty hem, and teased the boys by tugging on the sides, exposing most of her front, then pulling it up again quickly, sometimes exposing a blink of pubic hair. She slowly wiggled the panties down, and slid them down her hips, exposing a thick triangle of brown pubic hair to her son and his friends. Amid more cheers, she thrust her hips in and out, grinding her crotch at them. Kathie turned around, and shook her bare ass in the boys' faces.

Kathie faced the leering, cheering boys, her legs spread, knees bent, fists in the air, elbows bent. She heaved her chest at the boys, alternately gyrating and thrusting her pelvis. Kathie's chin was up in the air, a big, open-mouthed grin on her face. The flickering firelight cast a reddish glow on her jiggling flesh. The ecstatic woman looked into the teens eyes, overjoyed at their uninhibited looks of lust at her forty-one-year-old body.
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When the fast song ended and a slow one began, Kathie stopped dancing and caught her breath. The boys cheered her and gave her a loud round of applause. "Whew!" said Kathie. "Well, should I get dressed now?"
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"No!" the boys simultaneously shouted.
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"Well, if I'm going to be naked, then everybody has to be naked. C'mon guys, get them clothes off … strip down."
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Mark and Brian quickly ripped off their t-shirts. Shane, Shawn, and a reluctant Connor soon followed. "That's it, keep going," coaxed Kathie. The four shirtless, slender boys looked at each other, then all simultaneously pulled off their shorts, and stood there naked with raging erections.

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"You, too, Connor, please!" The chunky Connor shyly pulled off his shorts, and then he, too, exposed a full erection.

Kathie emitted a genuine gasp at the impressive, naked teens. With an open-mouth gape, she marveled at the four slender boys' firm bodies that made their erect cocks appear even larger than they were. And Connor's unit was also a respectable size.
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It was the most erotic moment of Kathie Whitlock's life: naked, posing for five virile teenage boys, who ware naked and presenting their erect, hairy cocks, with big grins on each of their beaming faces. Leering at her naked body, showing their obvious pleasure in seeing the grown woman's nude form.
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"My God, you’re all real men. Oh, I just have to touch all of you. I'll let you feel me up, if I can touch you."
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The lads eagerly gathered around the naked matriarch. Always the leader, Mark was the first to put his right hand on Kathie's hip, and quickly run it up her waist, and over her left breast. Brian grabbed her right breast. Connor and Shane each squeezed a butt cheek, and Shawn rubbed his neighbor's hairy pussy mound. Kathie reached down and grabbed the first two cocks she could get her hands on, which belonged to Mark and Brian. She slowly stroked the firm shafts as the teens felt and jostled her.
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While Brian squeezed and massaged Kathie's breast, Mark played with her long nipple, pulling and pinching it. "Does that hurt?" he asked.
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"No, you can be pretty rough with them," cooed Kathie. Mark yanked her nipple harder, stretching her areola. Brian did the same thing. Soon both of the boys were lifting Kathie's big jugs by her nipples, shaking them up and down. It did start to hurt just a little, but Kathie was thoroughly aroused by their attention and manipulation. Shawn pinched her outer lips and combed his finger through her long pubic hair. His index finger grazed her wet slit, causing Kathie to sigh. When Shawn slid his middle finger into her lubricated slit, Kathie spread her legs, and grabbed Mark and Brian's cocks even harder. Mark and Brian each leaned over and sucked on her nipples and licked her breasts. Gleefully, Kathie took turns stroking all five cocks.
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Kathie noticed that Shawn was doing something strange. He held his cock in his free hand, and was rubbing the head along her naked hips and thighs. As the boys started taking turns with her body parts, Shawn moved behind his mature neighbor, and rubbed his cock head over her bare ass. Then he slid the head up and down the taller woman's ass crack, pressing his groin into her butt cheeks. Kathie wondered if he wanted to enter her from behind, but he seemed content to rub it over her body. "Shawn, if you want to stick that somewhere, I've got a good place." Kathie slowly turned around and pressed her groin against Shawn's cock head. Shawn grinned at her as he slid his purple head through her pubic hair, up and down over her dripping wet pussy lips. Kathie lowered her hips, and pressed his cock head against her swollen clit. Shawn pressed forward more, and the tip of his cock disappeared inside of her pussy lips. Thus Shawn became the first teen to penetrate Mrs. Whitlock.
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The other teens continued to feel Kathie all over, not even aware that Shawn was inside of her. Kathie pressed forward, and felt the teen shaft slide into her lubricated slit. She looked over at her son Shane, who was sucking on her right nipple. She put her hand behind his head and held him to her breast, while his friend slowly slid his cock in and out of her. Kathie reached down and played with her son's balls and stroked his long shaft.
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The other teens soon realized that Shawn was fucking Mrs. Whitlock right in front of them. Shawn was thrusting his hips in and out. Kathie had her legs spread as far as she could, and was meeting his thrusts. The angle wasn't quite ideal, and Shawn's cock wasn't in deep, but his shaft was making contact with her clit as it went in and out. Kathie was starting to pant and squirm. "Ohhh! Haaa!" The others kept feeling Kathie, but her attention was on her clit. "Ooooooh, Ohhhhhhhhh!"
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Kathie suddenly felt Shawn's cock squirt its warm cum into her pussy. "Ooh, Oooh, Oooh!" wailed Kathie as she shuddered with her own orgasm. As she hung onto Shawn and the others for support, Kathie her eyes closed and her head spinning.
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When Shawn pulled out, Kathie sat down, and started panting. Once she had regained some composure from her orgasm, she looked up at the remaining four boys with their still-erect cocks. Kathie grabbed a sleeping bag that had been loosely stuffed in the corner, and quickly rolled it out in the middle of the carpet. Then she lay on top of it on her back. As she spread her legs wide, she smiled up at the boys, "Who wants to fuck me?" She never used the word ‘fuck’ in public, but it just naturally flowed from her lips.
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The four boys looked down at Shane's smiling mom on her back, her legs spread wide, her pink pussy glistening through the forest of curly pubic hair, her big breasts sloping slightly to her sides, but mostly piled up high on her chest. All four boys raised their hands and said, "I do!" but Mark was the first to kneel in between her legs. Kathie grabbed his cock and guided it to her pussy lips. With a few instructions, Mark moved forward, and slid the full length of his cock inside his best friend's mom. He got down on his elbows as Kathie whispered, "A little higher, honey." Mark got into the saddle, and pumped the older woman at a medium pace.
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“OH GOD, is this great!” he grunted as he fucked Kathie. His friends encouraged him and cheered him on as Kathie wrapped her thighs around him, stroked his back and butt, and whimpered encouragements. As Mark got more comfortable, he stroked faster and harder, as Kathie's whimpers turned to moans, then squeals.
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Feeling the slippery cock penetrating deep …

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The Blackout

Part-4-of-4

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Feeling the slippery cock penetrate deep inside her, Kathie was quickly reaching another climax. "Uh! Uh! Uh! Oooo!" She moaned as she clamped her long thighs around Mark’s hips. Gyrating her hips back and forth, she dug her fingers into his back. "UGG UUUUHHHHH! MARK!" She had never had sex in front of anyone else before. When she opened her eyes and saw Shane and his friends watching her, she lost all control. Thrashing back and forth, she almost threw Mark off of her. "WOOOOO! FUCCCKKKKKK!" She felt Mark shoot his load deep into her pussy. "UGGGGGG!"
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Mark climbed off of Kathie and while he rested on the couch. Kathie lay on her back panting. She looked over at Brian, who was sitting next to her staring at her naked body, his cock still stiff. Kathie reached over and took his manhood between her fingers and stroked him. With an impish smile, she continued to caress Brian’s throbbing cock, stroking it up and down a few times before she bent over and flicked her tongue down the underside of his shaft and onto his balls before taking one of them into her mouth. With his eyes closed, Brian lay back on the carpet and moaned in pleasure she took her former Sunday school pupil's stiff cock between her lips and into her mouth. Brian moaned and laughed as Kathie slid her lips up and down his shaft.

.

Shawn and Mark now sat on either side of Kathie on the carpet. As she sucked Brian’s cock, they reached under her, and played with her breasts. "I can't keep my hands off of these!" explained Mark. Connor knelt behind Kathie, and massaged Kathie's two ass cheeks sticking up in the air. He reached between her legs and rubbed her pussy before inserting a finger inside of it.

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Turning her head, Kathie smiled back at Connor, and said, "Connor, why don't you fuck me from behind?" Connor knelt upright, presented his stiff cock between her legs, and slid it into her pussy from behind.
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"Ohhh!" moaned Connor as he slid his cock in and out of his friend's mom doggie-style. He started to hump faster, slamming his full weight into Mrs. Whitlock, causing her thighs and ass cheeks to ripple and shake like Jell-O. Kathie moaned her approval as she sucked Brian's cock, and felt Mark and Shawn groping her breasts.
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"Mmmmpppphhhh! Mmmmpppphhhh!" moaned Kathie as she got jostled around. She licked and sucked on Brian passionately while getting her pussy slammed from behind. She started to squeal and convulse again. Kathie's cock sucking was impressive. If she kept it up, Brian would soon be exploding all over her face. Brian began to thrust his stiff cock into Kathie's open mouth. She let it glide between her lips and closed her lips around it as she took him deeper into her mouth and finally into her throat. Placing one hand behind her head, he began to fuck her mouth in earnest. Kathie felt his balls begin to tighten in her hand and knew it wouldn't belong before he spurted his load of cum into her mouth. When she increased the pace of her sucking, Brian grunted, "Oh fuck, I’m gonna cum in your mouth, Oh fuck, it feels so good!"

.

"Fuck, I'm cummmming!" was all he got to say as his cum began its journey from his balls to Kathie’s mouth. Within seconds Brian’s throbbing manhood was spewing hot sticky cum in her mouth. His cock momentarily slipped from her mouth, and the next shot of cum splashed onto her nose and cheek. Regaining the head in her mouth, she giggled as she kept swallowing his sweet cock juice down as it erupted from his cock deep into her mouth and down her throat. As his orgasm subsided, Kathie put her cum smeared lips to his lips and kissed him, giving him a taste of his own cum for the first time.
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Pressing her butt back at Connor, Kathie tightened her pussy muscles around his sliding cock. "OWWWWWOH!" she squealed, and thrashed around in the midst of another orgasm. She felt Connor's hot cum spewing into her pussy as she thrashed about. Connor pulled out of Kathie, and she curled back up on the floor.
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Kathie pulled herself up from the floor, and sat on the couch next to Shane. Shane's cock was still hard. "Honey, are you OK?"
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"Yea," Shane said.
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"Are you cool with all of this?"
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"Sure, I'm enjoying it," Shane told his naked mom while looking down at her breasts.
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Kathie put her left arm around her son, and put her right hand on his naked thigh. She gently stroked his balls with the tips of her fingers, causing his cock to spasm. As Kathie wrapped her long fingers around Shane's cock, she asked, "You didn't mind me having sex with your friends?"
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"No, it was cool watching it." answered Shane as he reached up and massaged his mom's left breast. Kathie responded by stroking his cock.
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"Did you want to have sex with me, too?" cooed Kathie. Shane looked up at his watching friends. "They won't tell anyone, everything that happens tonight stays among us, right guys?"
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The four other teens nodded an affirmative. Kathie got off the couch, and straddled her son. She lowered her torso down onto his lap. She aimed her pink pussy over his cock head, and let the shaft slide into her as she dropped down on him. Kathie wiggled into position, and kissed her son. Shane reached around her, and put his hands on her ass cheeks. He moaned and smiled as he thrust up into his mom's pussy.
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Kathie whimpered as she bucked her hips on him. She took his head, and held it between her breasts. Shane buried his face in his mom's cleavage, then wrapped his lips around his mom's right nipple and sucked it. "Ooooooh!" cried Kathie. Her moans bended with the creaking of the couch and the squishy noises made by the cock in and out of her already-used pussy.
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"Oh, Mom!" groaned Shane.
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"Uh, Uh, Oh, Shane!" responded his mother.
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Shane leaned back and admired his mom's jiggling breasts in his face as she bounced up and down on him. He toyed with her ass, thighs and hips, before he resumed suckling on his moaning mother's dark nipple. He had a hard time keeping it in his mouth as his mom thrashed about, nearing another orgasm. Shane couldn't hold out any longer, either. The 2-of them gyrated and bounced all over the couch, Kathie squealing, and Shane sucking. Shane shot his load up into his mother's pussy, as she collapsed on top of him.
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After resting in her son's arms for a few minutes, Kathie looked back at the other teens. All were hard again and Kathie was getting aroused again looking at them. "Did everyone get to fuck me?"
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"I didn't," exclaimed Brian.
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"Yea, but you got a blowjob," countered Connor.

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"I'm ready again,” they all sang out, announcing their desire for more sex from their friend's mom.
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Kathie moaned through Mark's cock as she sucked him, fucked Brian, and jerked off Shawn and Connor. All were smiling and chuckling. Kathie glanced back at her son, who was sitting on the couch, his red, glistening cock still stiff, jacking himself off as he watched his mom and his four friends. He was staring right down at his mom's asshole as she humped Connor.
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Shane stood up, and knelt behind his mom. He slid his cock along her ass crack. The goosey feeling further aroused Kathie. She stopped humping Brian for a minute, and temporarily took her mouth off of Mark's dick. "Shane, can you put it in my hole?" she asked her son.
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"Uh, I don't know. It looks so small." Shane mumbled.
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"Oh go ahead and try, honey, I've never had it that way before."
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Shane jabbed his slippery dick head at his mom's asshole. He worked it in circles, trying to force it in. As his mom grunted, Shane managed to stuff his cock head inside her anus. From there, Kathie felt the shaft slowly work its way into her anal scabbard. "UHHGG UGGG! It's tight!" she groaned, as her son took her virgin asshole.
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Shane also grunted, but once inside her, slowly humped her ass. Kathie felt like she was being split in two. It was a tight fit, tighter than any of the cocks she'd had in her pussy, but there was something about the cock pressing into
her that aroused her.
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Kathie resumed her attention to the others. She again sucked Mark, stroked Shawn and Connor, and tried to get into a rhythm with Brian and Shane. It was awkward, her neck and back hurt, she had a hard time raising her arms to get to the cocks in her hand, but she was in ecstasy. Sweating between the five teen's bodies, she humped and sucked and stroked as fast as she could. Shawn and Connor and Mark were all trying to feel her hanging breasts. The cock in her mouth muffled Kathie's moans, squeals, and grunts.
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Mark cummed first, spilling his hot, gooey cum all over Kathie's nose, eyes, and in her hair. As he pulled away, Kathie was able to get into a slightly more comfortable position. She emitted a series of loud, unladylike grunts. "UHHH! URRGHHH! RRARRGGH!"
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Connor's cock shot cum onto her right breast, and dribbled onto her hand. Almost simultaneously, Shawn's cock spit on her left breast and chest. Kathie released the two cocks from her hands, and fell on top of Brian. Brian and Shane were in a good rhythm as they fucked her pussy and ass. Shane leaned over his mom's back. Though in some pain, Kathie loved the feeling of the two cocks inside her in such close proximity. She felt like their two dick heads were almost touching. "UH, UH, UH, UH! HAARRGGGH!"
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Kathie's long orgasm was dizzying. She gyrated and thrashed as much as the two lancing cocks would allow. WHHHOOOOOUUUG!" she yelled as she felt Brian shoot a load into her. And then she felt the new sensation of Shane's warm cum shooting up her asshole. "HHHHHHAAARRRGGGGG!"

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As Shane slowly slid out of her, Kathie collapsed on top of Brian, crying and laughing at the same time.
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The boys slowly got up and took breaks, went to the bathroom, got drinks, and retuned to the warm family room, as Kathie lay on her side, watching the still naked boys. Even though she had never had so many orgasms in one day, as she looked at the boys, most of whom were semi-hard, their cocks hanging down, she grew horny again.
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She took each of the boys one more time, one at a time. She allowed each to choose to do whatever they wanted to her. Ultimately, they each chose to lie on top of her and fuck her in the missionary position. Several, including Shane, did request a little cock sucking as foreplay.
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When they were finished, it was nearly dawn. A wobbly Kathie stood up, grabbed her nightshirt and panties, and slowly made her way upstairs to take a shower. Just as she turned on the water, the lights came back on. By the time she dried her hair and returned downstairs in a clean robe, most of the boys were asleep on the floor. She lied down next to her beloved son Shane, crawled inside his sleeping bag, and fell asleep in his arms.
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The End…