Eric took off his shirt and then his pants. When he turned around, his huge, erect cock wagged back and forth with the motion. Leeann grinned when she saw that swollen rod. She was already naked, sitting against the head of his bed with her feet planted apart and her knees raised up in the air. Eric froze, just wanting to stand there and look at her with his hand around his throbbing boner, stroking his rigid flesh. Naked, the nineteen year old coed looked even more like his mother than when she was dressed, with her long, chocolate brown hair, her busty voluptuousness and tanned skin. Never having seen his mother's pussy, he couldn't compare that part, but Leeann's mound was waxed smooth as silk and her pussy lips already looked wet and swollen.
"Fuck, Leann. You look amazing," he said, his firm hand slowly sliding up and down his aroused pole.
Leeann smiled at the look on his face, but then she turned to look at the photo on the bedside table of the older woman whose resemblance to her was strikingly obvious. Leann's smile turned devious as she easily recognized the similarities. She'd known Eric for a few weeks, but this was the first time she'd been to his apartment, and the first time they would have sex if everything kept going the way it was. She'd been hoping this would happen ever since she met him, and she was even more pleased to see the long, thick hard on he had to offer.
"Who's that MILF in the picture?" she asked, suspecting she already knew the answer.
"That's my mother," he mumbled.
"She's really hot," the younger girl purred suggestively.
"So are you," Eric replied evasively.
Leann couldn't control the way her pussy quivered when she saw that picture of his mother standing on the beach in a bikini most women her age couldn't get away with. She had never been with a guy who kept a spicy bikini shot of his mother next to his bed, and the fact that they were pretty close look-alikes made her want that big cock even more. She couldn't explain why, but the idea that Eric probably wanted to fuck her because she reminded him of his mother made her slit drip with goo. This was completely new territory for her.
"C'mere, baby," she cooed sexily. "Just let Mommy make you feel good."
With a groan, Eric went to kneel on the bed between Leann's feet and watched her reach for his jutting pole with both hands. She looked up at him and raked her fingers along the length of his shaft. His dome was swimming in precum, and she rolled her thumb around his soft tip.
"Oh, Leeann ... that feels so good," he sighed.
"You can call me Mommy, if you want," she said huskily. "I think we're both gonna like that a lot."
"You're so bad," he snickered briefly.
"And you love it, don't you, you bad boy."
Her wet tongue followed the trail of her fingers up the underbelly of his unyielding cock shaft. She kissed the tip and swirled her tongue around the ridge with sloppy agility. Suddenly he was enveloped in the wet heat of her mouth while she gripped his shank at the root and jacked him.
"Oh fuck, Mommy, yes, it feels so good, I love it," he groaned.
He filled both of his hands with her silky hair and glanced at the picture of his mother while he moaned at the hungry assault of her mouth. There was only so much he could take after delaying his pleasure so long. He savored her hungry, wet sucking as long as he could and then pushed Leeann back before he exploded in her mouth. He drew her further down and settled into the space between her open thighs, letting his rigid stalk rest against her pussy. He ground himself into the wet nest of petals, then nudged his blunt dome into the snug socket between her pussy lips.
"Oh yes, baby, that cock feels sooooo good," she moaned as he pushed a little deeper. "Push that thing up in Mommy's hole nice and deep."
He watched her eyes, then his mother's photo as he disappeared into her body. He drew back and thrust forward again, firm but careful. Sensation registered in her face while shudders ran along Eric's spine. He withdrew and thrust again, a little harder this time, forcing a gasp from her curvy body. He held still, deep inside her for a moment and leaned down to kiss her. She kissed him back just as hard, moving her hips into him to get as much of his cock inside her as possible.
Soon he was rocking himself into her in a rhythmic motion, withdrawing as far as he could before plunging back inside her to feel the full stroke of her snug core. His hands were filled with her smooth, warm tit flesh. Leann's tits were almost as big as mother's, but had such a similar, eggplant type shape that Eric couldn't get over it. His lips filled with her nipple, first one, then the other, and then the other as he alternated from side to side to suckle each of them in turn.
"That's it, baby," the girl moaned. "Suck Mommy's big tits. You love those big Mommy jugs, don't you baby?"
Eric growled in response while Leeann's hips rocked and swayed against him. Her mewling gasps countered his urgent groans while their bodies broke a sweat. He couldn't get enough of her deep russet nipples or the way her tight pussy clamped his cock as he thrust his rod hard and deep inside her. The heaving wobble of her heavy melons to each of his long, hot cock thrusts mesmerized him.
"Oh, fuck baby, you're gonna make Mommy cum!" she cried. "Cum with Mommy. Do it in Mommy's hot, fucking pussy!"