My friends mom, passed out, he watched while I fucked her

Josh and I were inseparable growing up. His dad died early and his mom had been alone for about 10 years now when we were 15. We'd stay overnight at each others houses a lot. His mom had started to drink a lot the last couple of years. She would sit on the couch, and spread her legs in a stupor, I spent a lot of time getting peeks of her tits, her ass, and that brown haired pussy of hers. One night I was over and she came in barely able to walk. Josh was asleep already and I got up to see what was going on. Donna, his mom was having trouble walking, talking, anything. She had one high heel off, one on, her blouse was opened up like she was in the car and someone was playing with her tits. She was holding her bra. I got a good long look very close up on those tits now. I even "accidentally" put my hand on them on several occasions helping her to her room. She was slurring her words, thanking me and thanking me, telling me she didn't know what she'd do without me. In her room, she stood up and faced me. Her bare boobs were up against my chest, my right hand on her thigh. She kissed me. It was a long, hard kiss, tongue and all. As she did it, I took the chance and razed my hand up her thigh. I her pussy hair. It took me a while, she didn't have any panties on. Did she not wear any? Was she out fucking and so drunk she forgot them? I wasn't sure. She was cooing at my hand.

"Naughty boy, Dev, whooo, but I can't say I don't like it." she mumbled as she pushed her pussy more to my hand. I turned over my hand and was fulling gripping her pussy with it. "I gotta get some sleep" she mumbled as she turned around, undid her skirt and let it fall to the floor. I stole a glimpse of her pussy before she fell on her belly on the bed. Her plump ass staring up at me. Two round perfect globes of flesh, on top of perfect, beautiful legs. I jostled her, and she didn't respond. So I took my time. I spread her legs, and opened her pussy, my first time seeing one in the flesh, well, not seeing but getting to touch one. She was wet, very wet, but I saw nor felt any cum in her. I started rubbing her ass, she was mumble moaning at that. I separated her cheeks and saw her little tiny rosebud. I took off my underwear and my cock already hard, I got on top of her. I stuck my cock in her pussy, the first pussy I was ever to fuck. It felt so good, so warm, wet, hot, and soooo good. As I was fucking her, I thought about cumming, not knowing if she would get pregnant or not. I picked up, separated her butt cheeks and saw my target. I slowly stuck my cock into her asshole while her face was wrinkled up grimmacing. This was so damn tight, and a totally different feeling to her pussy. I fucked and I came inside her ass. I got off and moved her under her covers, so her head was at the pillows and her feet at the end. Her plump ass, the ass I'd just fucked, the pussy I just fucked was at it's place in the middle.

The next morning all seemed right. Josh had to run to the store and she asked me to stay and help her in the basement. Down there, she turned to me, and put my hand on her big tit. "I now what you did to me last night Dev.". My blood ran cold. "You helped me get in, you helped me get to bed and I thank you for that. You felt me up last night too, and I'm sorry I couldn't respond too much in my condition. But . . . I think you fucked me too didn't you?" "Yes maam I did" I answered. "But I felt myself and well . . . did you do it in my butt too? Did you cum in my ass Dev?" "YES" I had to admit. "Next time, do it when I'm awake and sober so we can both enjoy it ok" she demanded. "yes maam" I told her.