It was a Saturday afternoon and the sun was out. Me and my friend were both in our room and sweating our balls off. We decided to strip into our swimming trunks to try and cool off. To give it some context, me my friend and my mom were on holiday together at a popular beach resort. However the ac in our room was broken which meant it was unusually hot. Dad was supposed to come but he got held up at work Hence why my friend came instead because we booked a room for 3 after all.

Despite the heat and all the sweat I can’t help but get jealous whenever I look over at my friend, let’s call him Jim. Unlike me he was always popular in university. We were roommates so whenever he brought a girl back which was often I could always hear the moaning and slapping in the room next door. He was tanned and had long hair, 6’4 with perfect abs and toned muscles. A total contrast to me, I was only 5’5 pale and small compared to him.

“You boys ok?” I looked over to the direction of my moms voice only to be left speechless. Mom is a stacked and thick blonde who always made sure to keep her figure. She was the Same height as me although much better looking. She had dirty blonde hair and was slightly tanned, her blue eyes were piercing and you would think she was 30 instead of 40. Her best assets however were her full round soft E cup tits that seemed to catch everyone’s attention and most importantly her nice fat ass. Her ass was large but also maintained its shape due to her frequent exercise. Despite this the ratio between fat to muscle was perfect as she gained a few pounds since childbirth leaving her with perfect wide hips.

So I was speechless when she came out of the bathroom wearing nothing but a skimpy small bright yellow string bikini, which was nothing more than 2 small triangles that just barely covered her poking nipples leaving room for her areola. Her bottoms were equally as small being held together by a flimsy string, her pussy lips were just being covered by her bottoms. From the back you might as well thought she was naked as the string just about covered her tight asshole. “This was the most conservative bikini I brought today, sorry boys I was expecting to share it with my husband after all” she said rubbing her full tits to try and cover her nipples “it’s totally fine miss! I think it suits you” my friend said making me glare at him as he smirked “oh my you’re always a gentleman” mom said smiling “let’s try and get this ac fixed then, could you lift me up?” Mom said obviously looking at my more muscular friend to which he obliged

I watched as he grabbed her by her thighs and lifted her up getting a perfect view into her fat ass which shakes right in his face. I watched as he licked his lips watching the sweat from my moms shiny ass drip. But it seemed the sweat was too slippery as she fell right on his face causing them to gasp in surprise momentarily. “You ok sweetie?” Mom asked as my friend gave her the thumbs up. I watched in surprise as I notice her ass completely engulfed his face. His face was completely up her crack as he breathed heavily enjoying the moment making me bite my lip in agony. Once they were done mom concluded that she couldn’t fix it and got down, I noticed a noticeable bulge in my friends pants and I sat back down as he smirked at me.

“Well since we can’t fix it I suppose we should just sleep” mom said “there are 2 beds, which one should I take?” I asked as my parents reserved a queen size bed and regular size bed for me. “Well the regular sized one is obviously meant to be for you” mom told me making me look up at her “but that means you’ll be sleeping with Jim” I said “well yes dear, your father couldn’t make it so Jim will be his replacement so now he gets to sleep with me” mom tells me putting her hand on Jim’s shoulder. Jim looks at me and smirks as he puts his hand around mom on her hip. Both of them are still wearing their swimsuits making me cringe at the sight “don’t worry we won’t be too loud tonight” he tells me as mom laughs “oh my you’re so evil dear, don’t worry son we won’t ‘do’ anything” mom says as she leans closer to jim making me unconvinced.

We get into bed shortly, my bed is right next to theirs as mom is facing me as she turns on her side. Jim then enters the bed from behind her and spoons her suddenly “umm isn’t that too close” I ask worriedly. “Well since he is your fathers replacement this should be fine right dear? Can’t a married couple cuddle a little?” Mom said smirking as I notice the covers move up and down slightly as if Jim seemed to be rubbing his big fat boner on her. I watch as mom looks back at him and bites her lip slightly. “Yeah and ever since miss Adams sat on my face this morning she’s left me with blue balls too” Jim said jerking upwards causing mom to jump and laugh in bed “stop you’re making him worried look” she said as I watched in fear “he’s just joking dear don’t worry, besides, you always wanted a sibling didn’t you?” Mom said causing him to Laugh too, I frowned at them and told them I wanted to go to bed causing them to quieten down “ok goodnight dear” mom said as I slowly dozed off.

I woke up again shortly after as I hear the noise of smacking lips and slurping in the bed next to me. At first I thought nothing of it but then I heard a soft female moan accompanied by people talking “you like that?” “Mmmh keep going~”. I slowly opened my eyes in fear worried at what it could be. My heart nearly leapt out of my chest as I opened my eyes. Moms fat delicious ass was right on Jim’s face. Her thick white thighs were pressed right against his arms as her big shiny ass was sat on his face. They seemed to move positions as Jim’s head was facing my direction. Moms bikini was pulled to the side giving him full access to her goods. I watch as her crack was spread open and her delicious creases asshole was winking right at my direction as if it was trying to speak to me. Jim slurped up and down her pussy sucking and lapping her clit causing her to moan.

“What are you guys up to?” I ask softly “oh shit…” I hear my mom say as Jim stops licking at her to face me his face wet with juices. “We’re just helping each other cool off man” he tells me thinking I’m still groggy and not thinking straight from waking up. “What do you mean?” I ask my heart pounding “well we’re both hot and miss Adam’s suggested we lick each other in our hottest parts to cool off see?” He tells me holding moms fat ass up for me to see as he sucks and licks on it making mom moan. I decide It would be too awkward for me to try to argue against my friend who is currently eating my moms ass right in front of me so I tell him goodnight and try to go back to sleep hoping to wake up and think of it as a dream.

However I am only woken up again monetarily and I open my eyes to see that my mom has straddled Jim. Her fat white ass was right above his cock and I watch as his cock head was being kissed by the entrance of her pussy. I try to slow down my breathing as I watch mom jerk his cock while rubbing her lips on it. “I hope he’s really asleep” mom says “we don’t need him to wake up again while my ass is slapping against your hips” “mmmmh don’t worry ma’am I’m sure he’s really asleep this time” Jim says as mom looks back at me as I pretend to close my eyes. “Mmmh fine I can’t wait to have this cock in me anyways, if he wakes up he can enjoy the view for all I care” mom says as she starts sitting down on Jim’s cock slowly making him moan as she sits completely on his cock causing them both to moan satisfyingly “mmmh careful baby, no one’s ever gone as deep as you I’m sure it’s tight” mom says as Jim nods.

They stay like that for a while as mom leans down kissing him sloppily as he rubs her ass thoroughly. Mom lifts her head up slightly as I watch her mouth move before she opens her mouth and drools right into Jim’s mouth in one of the hottest acts I’ve seen yet. “Ready to thrust baby?” Mom asks as Jim nods. Mom lifts her ass up and as she does I watch as his cock is completely wet and slimy from her juices. The moonlight and outside streetlight is the only thing that is illuminating them. The light bounces of his incredibly wet cock causing it to shine. I watch as his cock desperately twitches as only the head is inside mom, the head is red and swollen as if it’s about to burst, I place my hand on my cock only bending able to imagine how good it must feel.

Mom kisses him again before beginning to bounce her ass on his wet cock. She moves slowly at first her pussy so tight and wet it sounds like mixing Mac and cheese in a pot. Both of them moan softly kissing and making out to try and quieten themselves. Jim grabs her fat ass to slow her down as he also starts to thirst up slightly to try and push as much of his penis inside her as possible, the tip angrily twitching. Mom smirks as she starts moving faster causing him to moan as the sound of slapping start to come out as I watch her fat ass slap against his hips and thighs. The room is still very hot as I watch the windows steam up, both their fit bodies generating heat as well as the broken ac turning the room into a hot sticky sauna. I watch her glistening ass move up and down as they both moan and breathe heavily.

“Stop” Jim says holding her ass up so it’s just his tip inside her. “What’s wrong baby?” “I’m gonna cum but I don’t have a condom what do I do?” Jim says. Mom leans down to kiss him “it’s ok I’ll just get some birth control in the morning just cum deep inside me” little does she know I already took a look at the resort map, there is nowhere that sells after morning pulls in a 100 mile radius as the location is very secluded. I know I should tell her to stop her from getting pregnant but if I do I risk blowing my cover. Not to mention my pants are down and my cock and hand is covered in precum making the humiliation worse. I decide to remain quiet as hard as it may seem. Jim nods and let’s go of her ass as mom begins to bounce up and down again. “Fuck ma’am I’m so close I’m gonna cum” Jim says, mom nods as she bounces faster her ass slapping against him louder and louder as he gets closer to burst.

Jim moans loudly which makes mom sit her fat ass down on him completely engulfing his cock. I watch as his balls contract up into his body as I realized I have finally sealed our fates. Jim let’s out a low long Moan as I watch the base of his large cock twitch once delivering his thick potent young load deep into moms womb. I watch as mom grinds into his cock to try and get him as deep as she can. His cock twitches again… and again, I start to count knowing that with every twitch millions of sperm are being delivered deep into my mom. 4… 5… 6… and finally one final twitch before his balls return back and his cock calms down finally satisfied after impregnating a thick fertile milf. Both of them moan as they have their needs satisfied. Mom kisses him again “let’s sleep like this, I don’t wanna move” mom says as his cock stays lodged inside her. Both of them remain like this as they fall asleep.

I get up my cock aching after watching my friend impregnate my fat assed mom a meter away from me. I get nice and close to my mom as I bite my lip and jerk off looking at her asshole twitch as she has a cock lodged deep inside her. I bite my lip the pleasurable feeling rushing up my small cock as I unload, my small cock only lets out 2 small spurts of cum that hit the floor barely reaching her ass. I shudder as I let out my cum but then watch as I notice my cum has been wasted and left on the cold hotel floor while Jim, the man I envy most has left his cum deep inside my moms warm fertile womb.

If you liked the story please let me know so I can make more like this. If you would like to roleplay a scenario like this, dm me so we can have some fun.