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All characters over the age of 18.

Max and Mrs. Marpole: More Movies with Mom

By WithFurvor

"Gawrsh!" Goofy raced clumsily between rooms. "Sylvy have you seen my briefcase? I'm gonna be late for work!"

Sylvia watched her husband with a wry smile on her face. Goofy was always so, well, goofy!

"Sweetie you don't carry a briefcase." Sylvia replied kindly, clasping her hands at her front.

"Oh. You're right!" Goofy chuckled and moved toward the door, Sylvia followed him. She was such a doting wife.

"Do you have your lunch?" Sylvia asked softly.

"Oh, will you grab it off the counter for me?"

"Geeze, dad." Came the voice of Max, Goofy's son, from the couch. "You'd forget your head if it wasn't attached."

"Gee, you've got my number son!" Said Goofy affectionately.

"Here's your lunch, sweetheart." Said Sylvia sweetly, handing out the brown paper bag to her husband. Goofy took it with a smile and kissed her on the cheek.

"Well I'm off to work you guys!" Said Goofy, opening the front door.

"Have a good day!" Said Sylvia as he walked out. She closed the door behind him.

As soon as Goofy was out of the house the air came alive with an unspoken tension. Sylvia turned around, and Max was already looking at her. They made eye contact for a moment and Sylvia blushed. Max grinned.

"Do you want to watch another movie?" Sylvia asked.

"Sure." Said Max nonchalantly. "Why don't you come over here and sit by me?"

"Well I have to put in the movie first, silly." Said Sylvia, with a little hop. She walked with an excited trot around Max toward the TV, reaching down to the selection of movies in the cabinet. She bent over in front of Max quite intentionally, having worn her tightest jeans shorts today with no underwear. As she fingered through the family DVD's she put herself on display for her step-son. Unwittingly, she had lured him to her in the same way just the other day. This had led to the best sex Sylvia had had in years, so now she did it again intentionally. Her perky rump stuck out at the boy, drawing his eye in. His gloved hand was already stroking at his cock through his pants. Eyeing a bit lower he saw the outline of her vagina. Puffing out at him erotically, there was a barely noticable damp line running the length of it right down the middle.

"Hmm." Sylvia touched her lip in thought. "What would you like to watch, Maxie?"

Currently Max was busy watching the way hit step-mother's luscious thighs extended out of the frayed leg holes in her jean shorts.

"Whatever you want, Mom." He said, shivering as he squeezed at his hidden hard on.

Sylvia, knowing that the boy's eyes were on her, rested one hand lazily on the rear of her jean shorts and let it slide slowly down to the skin of her thighs. Her fingers delicately traced a line down her legs as Max's eyes followed. He bit his bottom lip, exhaling through his nose in a sort of longing sigh.

"Let's see....," Said Sylvia, using her free hand to finger through DVD cases."Ohh! How about Boogie Nights?"

She turned towards Max with the DVD case in her hands and an excited look on her face.

"Aw gee, is that another one about Disco?" Said Max, doubtful but noticing the light in his step-mother's eyes.

"Well, yes and no." She said, turning back around and opening up the DVD case. She was already popping it in to the DVD player, not bothering to wait for Max's answer.

"Whatever you want." He smiled, staring at her luscious rear. He didn't care what they watched as long as he was able to get the same results as last time. He could feel his cock hardening in his jeans already.

"It's sort of about a guy doing porn, but there's a lot of Disco in it!" Said Sylvia, sitting next to Max. She looked at him with an excited grin, then threw an arm around him and pulled him close. As his face pressed pleasantly against her shoulder, she pressed play on the remote in her spare hand.

"Porn?" Said Max, puzzled. "Yeah but- well just watch!" Sylvia urged.

And the movie started. Max watched Sylvia's face as the opening scene played out, an actor he recognized but couldn't quite place was walking in to a Disco. It didn't really interest Max much, but he couldn't help but notice how excited it made his step-mother. She rubbed at his his shoulder lightly and snuggled up to him. Her touch was comforting to Max, but Max wanted more.

He placed his paw at her thigh, squeezing gently. Sylvia responded by laying her head atop his, but kept her eyes fixated on the movie. Max could feel something changing inside of Sylvia, her breathing picked up. Her pulse seemed to quicken, and her legs seemed to tighten together almost as if she were already horny. Then something struck Max.

"Wait." He said, leaning back to look at Sylvia. "Is it the Disco that turns you on?"

Sylvia immediately recoiled in embarrassment, blushing as she tried not to meet Max's gaze.

"Well." Sylvia started, fidgeting with her hands as the movie played in the background. "I like it. I like the tight clothes, and the dancing, and it all feels so free and... yeah I guess it turns me on a little."

Max grinned as he watched Sylvia blush and fidget.

"Aw it's okay Sylvia-"

"I told you to call me mom." Sylvia interrupted, pointedly.

"It's okay mom." Max continued. "I just think it's fun that it turns you on."

"Oh?" Said Sylvia, pulling Max closer to her. "Do you think it would be fun to try it out?"

"What do you mean 'Try it out?'" Asked Max.

"I'm sure there's a good suit you could wear, somewhere around here. I could wear that green dress that I have and we could-"

"Dance?" Max interrupted.

"Disco dance!" Sylvia cheered. And at that she was already up off of the couch, buzzing around the room excitedly.

"Wait Disco what?" Said Max, looking around. "I thought I was getting laid!"

But Sylvia wasn't even there to hear his words, she was already out of the room. Boogie Nights played in the background as Max sat with a confused look on his face. He heard bumbling and things falling over in the next room. Finally Sylvia appeared in the doorway, redressed a sleeveless green disco outfit with a low cut top that exposed her cleavage very nicely. In her hand she held up a clothes hanger, draped on it a white suit pants and a coat with a large collar.

"Wait I've seen these clothes before." Max said, standing up and walking around the couch to his step-mother. "You and Dad wore these at the college dance back in the day!"

"Oh shush Maxie." Said Sylvia. "Who cares whose clothes they are. Put this on while I put my hair up!"

She tossed the zoot suit over the back of the couch and walked back out. Max looked at the suit with a goofy grin for a second and then rolled his eyes and started taking off his clothes. His shirt came over his head, and his shorts and boxers came off next. He picked up the suit and looked at it quizzically for a moment. Then he picked up the pants and put one leg through each hole, pulling them up and buttoning them. Then he threw the coat on, it fit well.

"Hey!" Max called out. "Isn't there supposed to be a shirt to go with this thing?"

"Forget a shirt!" Sylvia said, reappearing in the doorway with beautifully done up hair. "I thought it'd be kind of hot, bare chest with the snazzy jacket!"

"Whatever you say, mom." Max smiled. Sylvia looked amazing, and Max did his best to look the part in his dad's jacket and bell bottoms. Apparently it worked for Sylvia. Once she had gotten her hair put up the way she liked she looked Max over slowly, biting gently at her bottom lip. She strode over to the younger male and gripped him by his hips, pulling him over to her and kissing him on the lips. She held him there, her tongue pressing in to his mouth as she closed her eyes. Max met her tongue with his, a soft sigh escaping him in the moment of the kiss. Then it was over as quickly as it started. Sylvia pulled away with a devious look on her face.

"Wait." She said breathlessly. "Not yet."

Sylvia ran frantically over to the cabinet under the television, where a few vinyl records were stored as well. Max watched with a half cocked grin as Sylvia flipped through the records, finally grabbing up one with a man in an outfit similar to Max's on it on the cover. She rushed over to the record player and started the album. It kicked off with an upbeat drum and bass sound. Sylvia walked confidently over to Max and started dancing in front of him. Max watched, dumbfounded for the moment, as Sylvia shook her hips at him seductively.

"Come on, Max!" Sylvia grinned. "Dance with momma!"

She grabbed the younger male by the hips, forcing him to sway along with her. She smiled as they danced, showing him the steps as the music kept the rhythm. Max felt awkward at first, but after a while he got the hang of it. It was made all the easier by the fact that he was being helped along by a buxom MILF in skin tight clothes. Sylvia emanated joy, and Max could see it in her movement. She stepped and waved with such passion that it almost distracted Max from how good she looked. Almost.

Max was finally getting used to the steps when Sylvia grabbed him by the shoulders and pulled him close. She wrapped her arms around him and looked him in the eyes deeply, the embers of passion visible in her gaze.

"You know Maxie," She said, her mouth inches away from his. "You're pretty groovy."

Then she kissed him. Max pulled her by the waist until she was close enough for his growing hard on to press against her leg. She wrapped her arms around his neck as their tongues intertwined. Sylvia felt her body growing warm as the younger male began to explore her body with his hands. This was so much more sensual than the first time they had fooled around. She had opened up to Max and he had responded well.

Max grabbed at her rear and squeezed the cheeks of her ass gently, as though testing the water. Finding approval in Sylvia's shortening breath and continuing urge he squeezed harder. He gripped with both hands and pulled the cheeks apart through her clothes, letting them fall back together. Sylvia reached down between them and began stroking his hard on through his father's pants.

Max moved his hands up Sylvia's back until they found the zipper on the back of her outfit. He pulled it down and the top fell to her waist, exposing her breasts. He brought his hands back around and cupped them gently, squeezing at the nipples as Sylvia continued to kiss him. Her tongue coiled around his and caressed gently. She felt his full length now through the pants and, eager to get them off, she began undoing his belt and button. Finally their kiss broke as Max's length emerged in to the cool open air.

Sylvia dropped to her knees, suddenly eye level with the mushroom head of Max's shaft. But only for a moment. She took the delicate head in her mouth and closed her lips around it. Max sighed as his hands found the back of her head.

"Oh, mom..."

Sylvia giggled around the head of his shaft, and then she started pushing her lips forward slowly. Max felt the warmth of her saliva moving down his length. He closed his eyes, focusing on the pleasure. Sylvia began to bob her head along the upper half of his length, the head of his cock stroking against the slick roof of her mouth. Sylvia reached up with one hand and fondled Max's balls gently.

Sylvia's chest bounced lightly as she began to bob her head faster. She pulled her head back so that she could run her tongue over the tip of Max's cock. He gasped as she worked his head, feeling her smooth tongue gliding back and forth over it. Then, as though challenging herself, she forced her head forward with all her might, jamming Max's hard rod right down her throat. She gagged and for a moment drooled lightly around the cock. She stayed there, getting used to the penetrating feeling of having her throat stretched. Before she could get fully used to it, however, it was Max that began moving.

He bucked his hips forward, and Sylvia gagged but didn't protest. He reached down and held the back of her head in place, thrusting back and forth in to her throat. He opened his eyes again, looking down at his step-mother as he fucked her face. She held his legs, drooling around his cock, her eyes glazed over with lust looked directly up at him.

"Mm umm mm umm," Sylvia hummed as Max's cock filled, pulled back, and then refilled her throat over and over again.

She let herself go limp, trying to relax her throat so that Max could pleasure himself with her as he liked. She kept her eyes up at him, keeping eye contact as the younger male dominated her mouth. Her eyes watered slightly, and her make up ran down her face. Something about how submissive she looked turned Max on immensely. Pre-cum shot out in to Sylvia's throat and as soon as she tasted it she pulled her head back against Max's grip until his cock pulled out of her throat and mouth with a wet sound.

"Wait!" She panted. "I want you to cum inside of me."

She laid back on the floor, raising her legs up and removing her outfit entirely. She laid there before Max nude, legs spread wide, her pussy exposed to the open air and glistening with lust.

"You don't have to tell me twice." Said Max, grinning.

He got down on his knees and positioned himself on top of her. They looked in to each other's eyes like old lovers as he penetrated her. Sylvias jaw went slack and her eyes glazed over with pleasure as the younger male entered and then filled her. Max felt her entrance stretch and then tighten around him, he paused as he hilted her to relish in the warmth.

"Fuck me baby." Sylvia breathed.

"Yes ma'am." Max answered.

He pulled back almost to the tip of his shaft and then thrust back in to her harshly, eliciting a delicate squeak from the older woman. She wrapped her arms around his neck as he began thrusting in to her with a quick pace, hilting himself inside her each time. Their hips smacked together and Sylvia began to pant. She placed a hand in Max's hair, gripping at it roughly and then pulling the boy in for a kiss.

Their lips met and immediately opened to make way for their tongues. As their wet muscles coiled around each other in their mouths Max closed his eyes and focused on thrusting hard and deep in to Sylvia's warm folds. Meanwhile Sylvia was in a heaven of pleasure. She could feel the smallest line of drool running down her cheek from the kiss but it only turned her on more. Her body arched and her hips thrusted up to meet Max's hips with each hard plunge in to her burning cunt.

Max could feel himself reaching his limit. He broke the kiss with a gasp and lowered his head, his hot breath bathing Sylvia's neck passionately. He began thrusting faster, his balls slapping up against the older woman's ass with each forward push. Pleasure rose within him and almost out of instinct he bit down on Sylvia's neck.

Sylvia let out a scream, but not one of pain. No this scream was related to the elctric orgasm coursing through her. Her body shook and her back arched and all at once she wrapped her legs around Max's waist. She held him there, keeping his thrust shallow.

"Cum in mommy Maxie!" Sylvia shouted "Cum inside for mommy!"

Finally, buried deep inside the warmth of his step-mother's cunt, Max came. His seed shot out in to her and for a moment it was as though he went deaf and blind with pleasure. He froze there, cum shooting out of him, with his teeth taught at Sylvia's nape and her legs holding him tightly. He finally let out a long breath as his orgasm peaked. He gave a few more shallow thrusts in to Sylvia. He released her neck from his teeth and looked at her for a moment, their eyes meeting in a lazy daze.

Then they kissed.

-

"Gawrsh." Said Goofy, scratching his chin as he looked through his own window from his neighbor Pete's back yard. Pete was gone and his wife, Peg, laid naked in a lawn chair next to him. Only black sunglasses covered her eyes as she sunbathed.

"What do you care?" Said Peg smugly. "You've got all the tight MILF pussy you could ever want right next door."

"Oh I don't mind." Said Goofy. "It was just really hot to watch Maxie cum inside of my wife."

"Oh?" Said Peg. "Why didn't you say anything? I could have sucked you off while you watched. I thought you were in shock."

"The only thing keeping me in shock is wondering how my bills get paid." Goofy grinned. "According with how I quit my job months ago to fuck you every day."

"Who cares? You haven't lost your house yet." Said Peg, turning on her side away from him. Her ripe, round ass poked out at the canine.

"Get over here and fuck me, Goofy."

-WithFurvor