Metamorphosis

"Big Tits, Big Dicks and Fantasy Fucking"

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There is a lesson to be learned here. Pamela and I had been married for about six months after a whirlwind romance. She was gorgeous, sexy as hell and pretty repressed! I was hoping that the sex would improve and increase as she got used to being married.

Pamela had gotten her good looks from her Mother. Dark hair with reddish highlights, a killer figure and movie-star good looks. But she had also gotten some personality quirks that I was working on, trying to get her to change. First off was the Puritanical attitude. Toward sex, mostly! We had not had sex until we got married. Well, a reluctant hand-job here and there but no penetration. And after we got married? Missionary only! No "kinky" sex! No "weird" positions. Only in the bedroom and not nearly as often as I would have liked. But I was being persistent! I'd get her to come around sooner or later, I was sure. Despite her strict attitude I could sense that there was a fire of passion burning in her 36FF-26-38 body and I was going to tap into it if I just kept at it!

We were visiting Pamela's Mother for a long week. Carolyn, Pamela's Mother, had been begging us to come visit ever since. So here we were.

It all started when I walked into the kitchen and said to Pamela:

"Honey, you're not going to believe this but I think your Mother just made a pass at me!"

"You're right! I don't believe you. Mother is a God fearing, church-going, Christian woman. Your imagination is running away with you! What did she do? Press you up against the wall and try to stick her tongue down your throat?" She laughed at her own humor. But that was almost exactly what her Mother had done!

As I was about to pass Mother in the hall she had, in fact, pushed me up against the wall, stood on her tiptoes and tried to drive her tongue down my throat! While mashing herself against me she had moaned into my mouth and pulled herself to me as hard as she could!

It had taken me by surprise, of course. But it had happened! I wasn't imagining things!

As I was mulling things over Mother sashayed into the kitchen. She greeted Pamela and gave me a little finger wave. She acted like nothing had happened while she chatted with Pamela at the sink.

Then she turned to face me while Pamela was focused on the dishes. As God is my witness, she winked at me! Then she tugged her neckline down to show off her impressive cleavage! Her tits bulged up and out of the neckline while she pressed her upper arms tighter together. I really hadn't noticed before but her boobs were at least the size of Pam's and maybe even larger! Still smirking at me she shimmied her shoulders to make her tits bounce and shiver!

Shaken, I went into the garage and puttered around for a while. Mother had been recently widowed and I started to sort out the tools and such on the workbench.

As I was working Mother came into the garage and nestled herself up against my back. I could feel her big boobs pressed against me while she ran her hands up my abdomen and teased my nipples thru my shirt!

"Stop it, Mother!" I protested. "Pamela says you're a God fearing, church-going, Christian woman."

"I was, Fred. But now I'm a hot horny bitch! A hot, horny, cock-loving bitch!" She was now running her hands over my groin, pressing and prodding with both hands! "And I'll do anything for a big hard dick! And I'll do anything TO a big hard dick! Like this one!" She was manipulating my big stiff cock thru my denims. It felt really good! Pam hadn't touched me in almost a week. And Mother was doing a really good job of copping a feel!

She spun me around and again planted a hot kiss on my lips. She started to go down on her knees when Pamela called to her from the kitchen.

With a snarl, Mother got up and after taking a last feel of my hard dick she went back into the house. "I'll be back", she told me as she left.

I took that as a warning! I told Pamela I had to run some errands and left. I drove around for a while. I stopped and got a beer at a local bar and finally, after a couple of hours, I went back.

Pam wanted to know what I'd bought and I spun some story about not being able to find what I needed at Home Depot or Lowe's. Then I spent the rest of the day trying to avoid Mother. No way I wanted to be alone with her the way she was acting!

That night I made a move toward Pamela who pushed me away and said, "Not in Mother's house!" before she rolled over and went to sleep! Bitch!

So the next morning I was in a foul mood. And horny, too! No sex in over a week and, apparently, no prospects for sex until we got home! I was feeling sorry for myself!

And as I was finishing up breakfast Mother slid into the chair next to me. And almost at the same time her hands were in my lap!

Pamela was across the room at the stove. Mother leaned into me, being sure to press her big tits against me. Her tongue came out and teased my ear before she whispered, "You have a really big dick! I've found out that I like dealing with big dicks! I like to suck them! I like to lick them and I like to drain all the yummy cum from them! I get the feeling that Pam isn't taking the kind of care she should for your enormous cock. How long is it, Fred? It seems to be almost a foot long! That's at least three or four inches longer than anyone I've met!"

Her hands were caressing me and stroking my dick under the table. I was rock hard, for sure! Just as I thought Mother might take me over the edge Pam dropped a plate across the table from us and told Mother to dig in.

With a smile Carolyn switched places. If I thought I was going to get away clean I was wrong. As soon as she sat down Mother had her foot in my lap. She used her toes to squeeze and play with my balls and dick! She was almost as good with her foot as she had been with her hands!

"Stop it!" I hissed. I tried to block her foot with my hand but she was persistent!

"I really need to feel your huge dick in my pussy," she told me quietly. "After breakfast lets go to my room and I'll show you what you've been missing! All my guys tell me I'm really good! And I'm so hot for your big dick!"

"What the hell is wrong with you? Leave me alone," I told her. But even I could tell there was't much strength to my denial.

"What ever you say, sugar lips" was her response. 'Sugar Lips?' Who says that any longer?'

None the less, an hour later she waltzed into my room and pressed me flat on the bed. Before I could muster a defense she was sitting on my thighs while running her hands over my groin!

"Oh, I do like a big dick! And you seem to have a really big one, Fred!"

"Get off me, woman!" I commanded.

"Now, Fred, we both know you don't mean that! Here. Feel these big tits!" she grabbed both my hands and pulled them to her bosom. She had her tits wrapped in a tight t-shirt that read "They are real! And Fabulous!" and a pair of yoga shorts that barely covered her pussy! I'd never seen her in such a slutty outfit. She hadn't been dressed like this at breakfast!

"Ohhh, yes! Squeeze my big tits, Fred! I love that! Your hands are so strong, it feels so good when you pinch my nipples!"

Wait! When had I started to pinch and squeeze her massive boobs? But I was doing it! I was lying under Carolyn and hefting her huge hooters while she wiggled back and forth over my hard-on!

"Oh, yes, I like how that feels," she exclaimed. "Lift up my big titties! Watch how they jiggle when you let them drop! I used to be a little embarrassed by how large my breasts are. Now I'm proud of the stares I get when I dress to show off a little! Of course, when you have boobs the size of mine it's hard not to show off a little no matter what you wear!" she giggled.

"Pamela is almost the same size, you know! But I'm a few cup sizes larger! And just as firm and perky, too!"

"Let me show you," she said. Without waiting for me to respond she started to pull the hem of her shirt up until it was tucked under the huge overhang of her bosom! Then she slowly pulled it up. First one side, then the other. Back and forth she went until she had pulled it over her nipples. I could see her erect nipples thru her bra as she struggled to strip off the shirt. It was hard for her to get it off, it was so tight!

But she managed, at last. She posed for me, thrusting her chest out in front of her. At the same time she swung her chest this way and that, allowing me to see how far in front of her they jutted. Somehow my hands had found their way back and were caressing and pinching the massive mounds contained within her brassiere!

With a smile she leaned forward and trapped my hands between my chest and hers. Her tongue came out and caressed my lips before she closed the distance and treated me to an extended kiss!

"Honey, reach back and undo my bra, will you? Please?" Her lips went back to kissing me and then teasing my neck and ears.

Slowly I reached behind her and, following the bra strap, found the closure. There were five sets of hook-and-eyes that I had to undo. But I fought thru it and soon enough I had unlatched the entire apparatus.

With a sigh of happiness Carolyn straightened up and while licking her lips and smiling at me she allowed the shoulder straps to slip down until they caught at her elbows. She crossed her arms and pulled the straps off and then, slowly extracted her breasts from the cavernous cups that were struggling to hold her gigantic tits!

As she discarded the bra her tits settled a little lower on her chest. They were still jutting forward, her stiff nipples leading the way. Those nipples were now pointing outward, away from each other, topping magnificently large firm ovoids! I'd never seen the like! Boobs that size should have sagged - but these didn't! Not at all! Amazing!

Without conscious thought I began to tweak and pull on her nips, bringing happy sounds from her as I worked.

She leaned toward me and used both hands to bring her left boob to my mouth.

"Suck me, Fred, suck my hooters! I love to feel your lips and tongue on my big fat boobs!" she told me. As soon as I started to nuzzle her breasts I could hear her moaning and sighing in lust. She really had sensitive breasts! She was clutching me to her bosom, and shifting her weight back and forth as she moved me from one tit to the other!

About this time I discovered that she had unfastened my belt and lowered my zipper, Her fingers were stroking my shaft and she was cupping my dick head in the palm of her hand!

"Oh, so big!" she murmured. "SO BIG! I can't wait to see what it feel like in my empty pussy!" She raised herself up and centered my dickhead between her pussy lips. It took her a few moments to begin to make progress! Rising and falling she started to make some progress but it was very slow going!

"Mumph! So freaking thick! And there is so much more for me to take! Umph! Umph!" she gasped.

"Keep going," I encouraged her. "Keep going! You're doing great! You can take it!" I have to admit that at this point I was an eager participant! She was giving me better sex than her daughter had ever done!

"Ahhh, I want it so bad! Help me, Fred! Make me take more!"

"Alright, Carolyn. Hold yourself up! And let me..."

I started to slam my hips up at her while she stayed in place above me.

"Oh, fuck! That's amazing! Don't stop, don't stop, never stop!" She was making kissy lips at me as we worked together to cram more and more of my shaft into her now soaking wet pussy!

"Do I have it all?" she asked. "Is that all of it?"

"Not even close," I replied. In fact there were still several inches of steel hard cock for her to try to sink into her pussy.

"Oh, yeah! I've never had so much to work with! It's amazing! It feels so good!"

She leaned forward to mash her tits on my chest. Our lips met and she began to swab out my mouth with her tongue while her hips rose and fell faster and faster! She was finally getting almost all of me on each stoke, rising and falling in short three and four inch trips. There was always at least eight or nine inches of more than wrist-thick dick in the clasp of her snug pussy lips!

"I'm going to cum, Carolyn! I'm going to cum!" I gasped as my hips rose and fell in counterpoint to her movements.

"Oh, goody!" She pulled herself off me and knelt between my knees. She pulled my hard-on between her lips. I felt her tongue go crazy on my dick head and I started to spurt with a loud grunt!

I came and came! She never missed a drop. Every bit of my ejaculation was taken, savored, and swallowed! She sucked it all down and was humming with happiness as she did it! Finally she pulled away from my cock. She sat back on her heels and licked her lips while continuing to stroke my shaft with both hands. She managed to squeeze out another little bit of sperm which she then dove on to lap it all off!

She didn't stop at that. She kept on teasing me and sucking on my rapidly reviving stiff cock. Faster than I would have thought possible she had me back to full erection. She ran her mouth up and down the sides of my penis and then began to deep throat my ankle thick cock!

Several of my earlier girlfriends had done this. But none of them were as good as Carolyn. She didn't seem to have a gag reflex! She would drive her mouth down my dick until it hit the back of her throat. Then she would make a small adjustment before she pushed her lips to press against my ball sack! While smiling into my eyes she would bounce up and down a few times before pulling back and repeating the action! What a cock sucker! BEST EVER!

It seemed only a few minutes until I was once again cumming like a fire hose down her throat. Carolyn kept me buried all the way into her throat as I spurted time and again!

"That was wonderful," she told me as she stroked my dick with both hands. She was holding my cock head on her lower lip and her tongue darted out to pull in anything it could reach.

"What's happened to you?" I asked. "Pamela says that you are a conservative, God-fearing, church-going Christian. Now you've become some sort of slutty sex-mad

"Well, I'll tell you what happened. As he was lying on his death bed my husband admitted that he'd cheated on me our entire marriage! He told me I was a drab, uninteresting sexless drudge! And it was true! But it was because that was how I thought I had to be! All my life I'd suppressed my desires. I never did the sort of things that I wanted to! I thought all those desires were filthy, sinful things that I should be ashamed of! All the times that I saw men lusting after me I hadn't done anything about it! All the times I wanted Howard to do things to me. For me to do things to Howard. I had held back because I had been told they were evil!

"And here he had been doing things with other women. Women who weren't as attractive as I was. Women who wouldn't do a lot of the things that I wanted to do but was too afraid to do! Well, no more! I'm a hot blooded, sex-starved MILF that can make men cum time and again! I'll tease and please any man I want to! And I've found out that I like men who are well equipped and able to fuck me time after time! Like you can, Fred!

"And I'll show you just how hot and eager I am! I'm not nearly done with you, you horse-dicked stud!

I'd already cum a couple of times! I hadn't cum so much or so often ever before! With Pamela it was always 'one and done'. But Carolyn didn't seem to think that we were done!

She pulled my hips into her lap and enfolded my dick between her tits.

"This is something that I have found that I love to do! I love to feel a hard dick between my big soft tits! And if you can cum between these huge hooters then I'll get you hard again and let you fuck me until you have nothing to share! Is that a deal?"

"I don't know, Carolyn," I started, "I've cum twice already! I'm not sure I can do anymore!"

"Now honey, you have untapped reserves! I bet you can cum at least twice more! And who knows? Maybe more than that! Now how do you like this?"

Carolyn proceeded to tit fuck me until I unloaded between her massive firm tits! Then, before I had a chance to go soft she pulled me up onto her hot little cunt and had me fuck hell out of her. She was bucking and squirming beneath me as I pounded her harder and harder! She must have come half a dozen times while I worked above her.

She kept encouraging me, telling me what a great lover I was, how deep I was going into her and how much she was enjoying it!

By the time she left my bedroom she had, in fact, drained me of three more loads of cum. The last one was a pathetic dribble but it was the best one. I felt like my balls had turned to liquid fire and I felt each drop as it was drained by her amazing pussy!

I slept the rest of the afternoon. And I went back to bed after dinner. I was knackered! Even when Carolyn tried to cop a feel at the dinner table nothing happened! I was drained dry!

The next day I sat down with Pamela to explain what had happened the previous day.

She didn't believe me. And I guess I don't blame her. Her Mother had always been a prude. A Puritanical woman with no interest in sex and nothing good to say about the subject. Mother had raised Pamela to believe that sex was dirty and only to be tolerated when trying to have progeny! Why would Pamela believe that Mother was now a red-hot sex maniac who enjoyed, even craved hot, sweaty sex for pleasure

"Alright, I'll prove it to you! Text your Mom that you're running some errands and won't be home for a couple of hours."

"Okay, I've done that. Now what?"

"Just hide in the closet. You'll see that I'm not kidding!"

Three minutes later Carolyn strutted into the living room. She was wearing a skin-tight crop top and her favorite pair of yoga shorts. Her nipples led the way, erect and punching thru the crop-top. She was braless and her aureola were shining thru the flimsy fabric. She looked sexy as hell.

"Pamela's out for a couple of hours. So get ready, Hoss!"

"Why whatever do you mean, Carolyn?" I asked in a faux confused manner.

"You know damn well what I mean!" she said as she started to peel off her top and shorts.

"Wait, what are you doing, Carolyn."

"I'm getting naked so we can fuck. Again! Now, here, grab my big hot boobs and make 'em feel good! And let me at that massive dong of yours! Since yesterday it's all I can think of!"

While she was talking she had pushed my pants to my ankles and used both hands to stroke me to a full erection.

"Damn! Let me at it," was all Carolyn said as she pushed me back onto the sofa and climbed into my lap. She slipped her pussy onto my erection and started to pound herself up and down. No hesitation, no delay, just slamming herself up and down my dick! It felt great! I could see Pamela peeking out of the closet, both hands covering her mouth in shock. Well, I had warned he

"Oh, God that feels good! Better than I remember, Fred! You have the biggest, fattest, hardest, longest dick I've ever had the chance to climb on! Now come on, suck on my titties and pull on my nipples! I love that feeling!"

For the next ten minutes or so Carolyn showed just how much she liked to get fucked by my big dick. She came at least twice that i counted. There may have been more.

And all that time Pamela was staring at us from the closet! I did notice that she was squeezing her tits from time to time as she watched us coupling just a few feet in front of her.

"I'm right on the edge, Carolyn. Where do you want it?"

'Um, let me get you off between my big tits and then you can spurt all over my face! I like to watch guys cumming on me! It's so dirty and exciting!" As she was saying that she was slowly pulling back from me. My cock finally snapped out and thumped against my groin with a sound that echoed in the room.