Gary and Randy watched their mother, their eyes glowing with erotic interest. They stared at her flat stomach and the lush triangle of her cunt hair. Joanie spread her feet on the floor and arched her hips forward slightly. The puffy lips of her cunt glistened through the dark hair. She placed her fingers on the edges of her cunt, then pulled up and apart. The candy sweetness of her wet cunt was exposed completely to her sons bright eyes.

Both their sweet, young cocks, Joanie saw, throbbed upright in beautiful hardness, Randy's still wet from her cunt. Those balls looked so precious, so edible, so kissable, so… suckable!

She moved to them, her hips swaying, her eyes straining at their cocks and young balls. Slipping to her knees between her sons, she grasped a cock in each hand, moaning softly as she jerked them both slowly. Gary and Randy watched her, excitement filling them. As her two hands pumped up and down on their cocks and her tits jiggled with movement, both boys reached for her.

"Oh, yes," she purred as their hands fondled her sensitive tits. "Feel Mother's tits. Play with Mother's tits, pinch her nipples and pull on them. Play with my tits! Oh, you two are so hard! I love hard cocks… these two hard cocks! So strong, so thick, so long, so young! And your balls… mmmmm, sweet, sweet young balls!"

Joanie dipped her face to Gary's balls, kissing them with moist, hot lips. She slipped her tongue out and licked at his balls, still purring in pleasure. As her tongue ran about Gary's balls, she kept her hair out of the way so Randy could see her, knowing it would excite her sons even more to watch.

She moved her face to Randy's balls, licking and kissing them, too. She kept her hot hands jacking slowly up and down the hard, throbbing cocks, turning her lovely face from one son to the other, licking their balls and their cock bases. She pulled Gary's balls into her mouth, sucking them tenderly, mewling softly. Then she sucked Randy's balls tenderly. Her sons balls tasted equally good in her mouth, their flavor only slightly different. Her naked ass twisted slowly as she sucked their balls, her cunt pulsating with heated hunger.