While she chewed and nibbled on his balls, she began jacking his cock with both hands, occasionally rubbing the shaft over her cheeks, between her eyes. The massive slab was throbbing more quickly, tightening and expanding.

"Oh… Fucking Christ!" Mike growled, punching his hips upward. "I… I don't know if I can take much more, Mom. I'm gonna blow my fucking wad right on my stomach!"

"Ohhhhh, don't do that," Bernice said, flopping his nuts from her mouth. She ran the tip of her tongue up the side of his prick, then kissed the glistening head. "I want to suck that cream… mmmm, and eat it."

"You take it in the mouth?" Mike asked. God, this was too good to be true! Not only did she know how to suck dick, but she actually ate cum! "I… I mean, you'll really do it?"

"Mmmmmm, what girl wouldn't?" she teased, rolling the tip of her tongue over his cum-hole. "I just love sucking gallons of hot, creamy cum."

Mike thought his mind would explode. His girlfriend would often suck him if he coaxed her enough, but she'd never eat it. Once he couldn't help himself and blew his load in her mouth and was she pissed! Well, he couldn't blame her.

"Eat it," he panted. "God, if you're gonna do it, you'd better do it now. I… I can't hold back much longer."

"Mmmmm let me lick you some more first," Bernice whispered. She hadn't tasted a male body in so long she was almost crazy with hunger. The rough texture of muscles, the wiry hairs, the heady aroma…

"I want to kiss every square inch of you, baby," she said, moving her mouth over the top of his thigh.

What happened next made Mike think the universe had suddenly exploded. His mother was now fucking her tongue under his balls, digging the tip of it into the crack of his ass!

"Oh… that's good," he winced. "Too fucking good!"

"Oh yes, delicious," Bernice gasped. His firm, tight ass was made for sucking. She couldn't wait to get him home so she could get a really good angle at it, to stab her tongue inside that tight, little shitter. "Like it?" she murmured, nudging toward the greasy opening. "Like your mother eating you out?"