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A tale of fiction about fictional characters.



That 70's Show: Kitty The Teacher (MMMMFF,inter,oral,anal,fist,first)
by Shaggy77

Kitty Foreman was singing softly to herself as she straightened up the basement recreation room where her teenage son Eric and his close-knit group of friends seemed to spend the majority of their free time. It was a beautiful autumn day outside and all of the kids were still in school on a Friday afternoon. They were all seniors and had recently thrown a party for Jackie Burkhart, the last of the friends to turn eighteen. It seemed to Kitty like just yesterday she was changing Eric's diapers, and yet next Fall he would be in college. Eric wouldn't be coming home from school that afternoon, but sometimes the others showed up to hang out in the basement anyway. It was like that: Kitty had figuratively adopted them all and seemed to serve as their surrogate mother. They all came to her if they had problems, questions, or just needed a confidante. Kitty's husband Red was also the group's father-figure, but they really didn't approach him for guidance...he would probably tell them they were "dumb-asses." Kitty loved Red dearly, but he lacked patience and was not really a "people-person."

Red was now an Assistant Manager at the newly opened PriceMart, and had hired Eric to work part-time after school. This weekend he was making Eric attend a merchandising seminar at the PriceMart in nearby Waukesha, promising him that it would lead to a raise in pay. He was making Eric take the bus instead of the Vista Cruiser because he wanted Eric to concentrate on the seminar and not driving back and forth just to see his girlfriend Donna. Kitty knew Red loved his son, but sometimes he was unduly harsh on him. Donna Pinciotti had, it seemed, been Eric's girlfriend forever. The Pinciottis lived next door to the Foremans and the kids had known each other since grade-school. Kitty loved Donna like a daughter and secretly hoped her son would someday ask her to marry. She was a lovely girl: a tall redhead and way out of Eric's league so Kitty knew he really was lucky to have her for a girlfriend. As Kitty was cleaning up the basement, she was sipping (sometimes gulping) from a glass of her favorite wine. She was still dressed in her plain white nurse's uniform and cleaning and drinking wine helped her to unwind after a long shift at the hospital.

She was trying to relax herself for the appointment she had scheduled with Eric's friend Fez. Fez was the school's foreign exchange student from...wait, she had never heard him say what country he was from, but that really didn't matter because he was just an adorable, innocent boy that Kitty was terribly fond of. Last week he had approached her with a request, "Mrs. Red," he had started, "you are the only one I can come to with my problem. I know you secretly taught Hyde how to dance so he wouldn't be embarrassed at the Homecoming dance, and I have a sort of similar problem. You see I just got a girlfriend, Caroline, and I think she might want to "do it" but I have never...."

"Oh, heh,heh,heh," she had begun in that screechy, high-pitched, fingernails-on-a-chalkboard, ever-present cackle of hers, "are you asking for tips on lovemaking?"

Fez had looked down at his feet, his face turning red, and replied, "Yes, Kelso said that since you are a nurse, you probably know all kinds of secrets about how to make a girl happy...and I really like Caroline and want to make her feel good."

"Oh you sweet boy," Kitty had beamed, blushing also, "you know I don't approve of sex before marriage, but I know you kids will do what your hormones tell you to, so you meet me down in the basement after school on Friday before everyone else gets there and we will discuss how to make a woman happy." She knew that Eric would be going to the bus station directly from school, and without him, the others would probably either go home or to the hamburger place. Michael Kelso was another of Eric's close friends, and he thought of himself as God's-gift-to -women. He was incredibly conceited, but was a child at heart and Kitty loved him like she did all the others. Stephen Hyde had been abandoned by his parents and had actually taken up residence in the Foreman basement. She had indeed given him secret dancing lessons and he had learned to be very light on his feet. Since she was a nurse, the human body itself was not embarrassing for her, but talking about it intimately to Eric's friends did make her nervous...hence the abundant amounts of wine.

She had brought some books and posters describing the female anatomy home from the hospital and intended to keep the lecture as clinical as possible. As she was fluffing the cushions on the sofa, an issue of Playboy fell out onto the floor. She picked it up, shook her head mumbling, "those randy scamps," and sat down on the sofa to leaf through it. Beginning from the back, Kitty read and laughed at several of the cartoons, then shook her head again when she got to the centerfold. It was a beautiful blonde wearing completely transparent panties and a pair of suspenders. Kitty muttered, "I didn't know they were showing pubic hair now...those suspenders are completely non-functional...I hope those kids don't think all women look like that without their clothes." She drained her glass and set it down on the coffee table, whisking the magazine under the cushion when she heard movement on the outside stairs leading down to the basement.

As Fez burst through the door, she stood and realized she was a little wobbly and unsteady on her feet. Glancing at the wine bottle, she was surprised to see it was empty. "Oh hello Mrs. Red," Fez began breathless from running all the way from school, "I am ready to learn all about how to make Caroline happy."

"Heh, heh, heh," Kitty giggled, "there is a lot more to that than sex, but I am prepared to teach you about the basics." As he sat on the sofa, Kitty strolled over to the washing machine where a large brightly painted ceramic cookie jar in the form of a rooster was sitting. She opened it saying, "the first thing you should know about is birth control," and she showed him the inside of the jar which contained dozens of assorted condoms. Kitty removed a condom from the jar and continued, "we don't want any little Fezes running around, at least until you get married, heh,heh,heh; so always wrap your penis in one of these before sex. They will always be here for you; I bring a few home from the hospital every shift." Fez giggled at the "penis" word and Kitty scowled and reminded him, "this is serious Fez, so play, I mean pay, attention." She was aware that her words were becoming slightly slurred as the wine took effect.

She began to show him some pictures in the books, trying to explain everything in clinical terms, and the puzzled look on his face just increased. He asked her questions about climaxes and ejaculations and it was becoming increasingly difficult for Kitty not to be aroused at all the talk of sex. Suddenly there was a commotion on the outside stairs and Kelso and Hyde flew through the door having a "flinch" contest and punching each others arms. Seeing the books and posters showing pictures of the female anatomy, and the reddened faces of Fez and Kitty; Hyde and Kelso stopped dead in their tracks trying to make sense of the scene. Recovering from her initial embarrassment, Kitty instructed them, "this is actually very fortunate...you two sit down and you can all benefit from this lesson."

Kelso socked Fez' arm and asked, "So what's up."

"Mrs. Red is teaching me about sex so I can please Caroline when we do it," Fez answered, "like when she taught Hyde how to dance."

Kelso, with at huge smile on his face, turned to Hyde and laughed, "Mrs. Foreman taught you how to dance...are you a fairy?"

Hyde slugged Kelso's arm hard and replied, "Just pay attention, maybe you'll learn something."

Just as Kitty was resuming her discussion of the female anatomy, they heard Donna's distinctive voice from the kitchen upstairs, "Mrs. Foreman are you down there? Remember we were going to have that talk today?"

"Oh shit...I mean shoot," Kitty said and answered, "yes dear I'm down here." Then thinking quick she continued, "get a whole bunch of beer from the refrigerator and bring it down here."

As a puzzled Donna descended the stairs to the basement carrying a laundry basket containing several cans of beer, she was shocked to see the crowd and the noticeable illustrations of the female sex organs. The truth was Kitty had indeed forgotten about the discussion she had promised Donna. A few days before Donna had sheepishly confided to her that she and Eric had engaged in intercourse, but it was not satisfying to her because he was quite premature. Disappointed that they were having premarital sex, but ultimately wanting them both to be satisfied, Kitty had agree to divulge a few tips to Donna. As Donna sat in a chair adjacent to the sofa (where Hyde usually sat), everyone helped themselves to a beer while Kitty addressed them, "Okay, this is not how I planned it, but we can make this work. You are all eighteen so we are all adults here and we can discuss sex freely like adults. Try to pretend that I am not old enough to be your mother, just another peer discussing sex. You may ask me any questions you like...ok ?"

Everyone relaxed and downed a couple beers while Kitty lectured them on birth control, and then began to bombard her with questions: "Where do I touch a girl to give her the most pleasure; how can I keep from ejaculating too soon; what is the best way to put on a rubber;" etc. "Ok, first thing first," Kitty stated, "I am going to show Donna a really sexy way to put on a condom...now where is that banana I brought down." Everyone looked at Kelso who was still holding the banana skin. "Oh my, that was our last banana," Kitty declared, and then, feeling the effects of the wine and beer, "this is what is going to happen...we are all going to take off our clothes. Behave like adults and no giggling, the human body is nothing to be ashamed of and the class will be so much easier if we can all touch ourselves."

Kitty stood, almost falling back onto her chair, and began to unbutton her white uniform. The other four just watched in disbelief as Kitty pulled her arms out of the sleeves, unhooked her thin white belt and let her uniform gather around her waist as she unceremoniously kicked off her white work shoes and allowed her uniform to slide down her body to the floor revealing her plain white bra and panties. For a woman old enough to be their mother, she was incredibly attractive. She had a little paunch around the stomach, but her legs were quite shapely and as she unhooked her bra and shrugged it off her shoulders, she revealed huge 36 D breasts which sagged slightly on her chest. Her areola were large and darkish brown surrounding gumdrop sized nipples. Placing her fingers inside the waistband of her panties, Kitty shoved them down her pale legs and then lifted each foot to remove them completely. She was indeed a natural blonde as her bushy dark blonde nest came into view.

"Boobies," Fez shouted, "I love boobies."

Everyone just stared at her and each other, not sure what to do next and then suddenly Kelso began to frantically strip off his clothes saying, "Hey, I'm not going to be last."

Kitty looked at a stunned Donna and assured her, "It's ok sweetie, I'm here...and I don't think you want to be last either."

Donna, realizing that being last would be like having to perform a strip-tease, quickly shucked off her Led Zeppelin t-shirt and wiggled out of her jeans. As she looked questioningly at Kitty, who nodded in the affirmative, Donna reached behind her, unclasped her plain white bra, and then let it slide down her shoulders. Everyone in the basement was pretending not to stare, but were thinking the same thing: wow. Donna's breasts were the stuff schoolboy's wet dreams were made of. They were incredible...38 C and slightly pendulous as they hung on her chest. Her nipples were like bright pink jelly beans and were totally erect. She was indeed the total package as she pushed her lacy pink bikini panties past her wide hips and let them drift to the floor. She had trimmed her bright red pubic hair so that it didn't stick out the sides of her bathing suit that Summer, into a V shape which served to point towards her slit which was framed by very long fleshy lips. Maybe her best feature was her endlessly long, shapely legs which ended in a perfectly round pair of cheeks.

They had all had about three beers each by now and not feeling as self-conscious as they would have expected. Everyone in the basement, including Kitty, was sneaking long looks at a naked Donna and thinking the exact same thing: "that Eric is one lucky bastard." Kitty and Donna were now watching the boys in anticipation of seeing what kind of "packages" they were concealing. Kelso was the first to pull down his jeans and boxers, releasing a slender, seven inch erection that waved in front of him like a hot dog as he stood in front of the sofa. He was bouncing around and his excitement reminded Kitty of a puppy. Hyde quickly lowered his pants, as usual was not wearing underwear and his seven incher popped out; a little thicker than Kelso's. Fez seemed to be struggling trying to pull his "tighty-whities" down over his hard-on and when he finally succeeded, everyone in the room gasped at the monster that he unleashed.

Fez' penis had to be a foot long and as thick as a Coke bottle; his crown a large purple mushroom. Hyde quickly joked, "Holy crap Fez, did you have to declare that thing at the border?" Donna just stood there nude with her mouth open. She had never actually had a good look at Eric's penis because she always insisted that the lights be out, or that they have sex under the covers, but she could tell from the feel that his penis was dwarfed by Fez'.

Kitty, also, was momentarily stunned but recovered and remarked, "Oh my Fez, that certainly is remarkable. I think it is longer than Red's...but not quite as thick." She had convinced herself that she was experiencing early onset of menopause, but Kitty was becoming very wet between her legs looking at this smorgasbord of man meat. She was determined not to let the situation get out of hand, so she instructed everyone, "Ok now kids, let's settle down and I'll try to answer all your sex questions. Fez, you are concerned about making sure you please your mate...a very commendable ambition. Donna, sweetie, what is it that you have concerns about?"

Donna, embarrassed, but not as much as she thought she would be since the beers had taken effect, expressed her concern: "Well, as you probably have guessed, Eric and I have had sex a few times, and each time he is...how can I say this...overly stimulated and quick on the trigger; which leaves me unsatisfied. Is there any way to get him to last longer?"

Hyde and Kelso began to giggle like little girls at the mention of Eric's problem and Donna quickly snapped, "You two should stop laughing, or I will tell that Jackie claims you both have the same problem."

They both began to protest vociferously, but Kitty put up her hands to stop them, "Alright, that's enough...it's nothing to be ashamed of. Even Red used to be quick on the draw before we worked on it...and worked on it...and worked on it...heh, heh. What I'm trying to say it that with a few techniques; practice makes perfect." And looking at Donna, she said, "Not that I am advocating premarital sex, but as long as you practice safe-sex and as long as you're going to do it anyway...."

"Ok," Kitty began, "we can work on this together...there will be no giggling or laughing. Now first Fez, the way to please a woman is to spend a lot of time on foreplay; now I'll just sit here on the coffee table and you do as I say." She pushed the coffee table farther away from the sofa then used her arm to sweep everything off it after draining her wine glass one last time, and sat on the coffee table with her legs spread wide." This got the attention of all three boys who strained themselves trying to see her slit through the dense bush.

"Now come over here and kneel between my legs," she instructed Fez, who swiftly obeyed. She took his hands in hers and ran them up and down her milky thighs until he got the idea and then she just sat back and enjoyed the sensation. "You can run your fingers up and down the sides of my slit, smoothing the hair back using my natural juices." Fez followed her instructions and gradually slicked back her dark blonde pubic hair with her secretions, exposing her pink slit. Kitty's breath was coming faster now when she instructed him, "Now run your fingers up and down the center of my slit, and spread the wetness all over my crotch." Fez was the perfect student, and stroked her slit, gliding his fingers between her plump lips and marveling at the sight of her pencil-eraser sized clit as it began to protrude from her lips. "Oh yes, that's right," Kitty moaned and advised him, "you may now gently insert one or two fingers into my hole."

With his middle and forefinger, Fez slowly parted Kitty's puffy lips and slid them up inside her pussy until they were buried and then began to wiggle them around. He had never seen a woman's pussy in person before, just in Playboy, so his face was so close to her crotch that she could feel his breath against her dampness. She bit her lip and encouraged him, "Oh, that's really good Fez, your girlfriend will love it...now if you really want to please her, try repeating those steps with your tongue."

Fez, inhaling her mucky scent, followed her suggestions and with his fingers still inside her began to gently lick each one of her lips separately; his tongue trailing from the bottom of her slit to the top. When he had licked her several times, he paused at the top and sucked her prominent clit between his lips. Kitty's body shuddered and suddenly his chin was coated with her cum as she gasped, "Oh my...you really are a quick learner Fez...now don't stop. You might even want to add another finger," which he immediately did. Kitty's body reacted by closing her thighs on the sides of Fez' head and trapping him against her. "Oh yes," she groaned and suggested, "now you may want to remove your fingers and replace them with your tongue."

As he slid his fingers from her hole, her fluids began to drip down her thighs and Fez quickly licked them clean before any liquid reached the coffee table. He lapped her slit and began to stab his tongue into her pussy, making slurping sounds as he drank her nectar. "You taste good Mrs. Red," Fez stated as his tongue delved into her and his nose tickled her clit. Feeling bolder and acting without instruction, he used his thumbs to spread her lips so he could probe deeper inside her. Kitty was kneading her own breasts and was lost in another orgasm as she reveled in the sensation of having someone so enthusiastic eat her pussy. This was a sex act that Red pretty much ignored, feeling it was deviant.

Coming back to her senses, Kitty unclamped her thighs and released Fez while looking around the basement at the others. All three were totally engrossed in the display she and Fez had staged: Kelso and Hyde were stroking their hard-ons, and Donna was gently rubbing the red patch between her legs. The effects of the alcohol had almost totally eliminated any modesty or embarrassment. Kitty looked down to see Fez still poised between her thighs, his enormous cock dragging on the floor like a third leg. "Well, heh, heh...you are a wonderful student Fez, but now let's explore some of the other questions, like how to avoid any premature ejaculations. Now remember, what happens in this basement during this class, stays in this basement. That is important because I am going to need your assistance Donna, since their are three penises and I only have two hands, heh, heh, heh."

Being totally turned on, like everyone else in the basement, Donna readily agreed, "of course Mrs. Foreman, I would be happy to help."

"Oh my dear, you must call me Kitty; and thank you," Kitty told her. "Now, Michael, you and Fez come here and sit on the coffee table on either side of me, and Donna you go and sit beside Stephen on the sofa. Since you all already have erections, this lesson should proceed rather quickly. Donna, you go ahead and grasp Stephen's penis and I will take care of Fez and Michael. Donna, I'm sure you have masturbated Eric before so just go ahead and practice on Stephen while I stroke these two. When you boys feel like you are going to ejaculate just raise your hands."

Kitty, totally turned on but attempting to hide it, rested her hands in the laps of Fez and Kelso and wrapped her hands around their hard poles. She immediately began to slowly stroke them up and down. Kitty was impressed with the length of Fez tool, thinking it was the largest cock she had ever seen personally. She was very satisfied with Red's equipment because it was even thicker than Fez', but had to admit to being intrigued by his length. Donna, her crotch becoming increasingly moist, grabbed Hyde's seven inches, feigning reluctance and began to jerk him off. She pretended to be just following Kitty's instructions, but truthfully she was incredibly turned on by the sight of the three erections. Kelso and Fez could not believe their luck: being jerked-off by the voluptuous Mrs. Foreman and almost immediately threw up their hands to indicate imminent "blast-off." Everyone knew Hyde had always had a crush on Donna, so he was in the same condition and also raised his hand.

"Well ok, heh, heh, heh," Kitty laughed, "that was fast. Now watch what I do Donna, and you try it on Stephen. You take your forefinger, middle finger and thumb and place them right on the base on the penis, just above the scrotum, and then pinch them together applying pressure to the top and bottom of the shaft. Yes, that's good Donna. This squeezes off the blood and semen flow and calms our men down so they can last longer. Now, you boys can do the same to yourselves."

"Wow, that's a neat trick Mrs. F," Kelso proclaimed.

"Why thank you, Michael," Kitty answered, "now let me tell you another little trick that Red uses. When he gets close to ejaculation, he tries to take his mind off it by thinking and concentrating on something else. He tries to remember the jersey numbers and names of the Green Bay Packers players. Just think of anything else."

"Another helpful tip," Kitty continued, as she began to stroke their rods again, "is you can take a condom that is too small for you, cut off just the tip, and slide the whole thing down to the base of your penis without unrolling it. It acts to cut off the flow, just like pinching it. You can do the same with a rubber band, but when you take the rubber band off, you're going to lose some pubic hair and that can be painful."

Donna had unconsciously begun to jerk-off Hyde again and he reached up to cup the most wonderful set of tits he had ever seen. He lifted them, weighed them and watched them jiggle; her jelly bean nipples fully engorged. He dropped one hand to her crotch and began to rub her pubic area. Brought back to reality, Donna was all set to slap him, but he slyly smiled and said, "I'm just trying to follow Mrs. Foreman's instructions, and besides, you've got a hold of me."

She wasn't sure if it was the beer or the hormones, but she almost involuntarily spread her legs to give him better access to her pussy. Hyde's fingers traced the sides of her slit and tugged on her incredibly long pussy lips as she continued to stroke his cock. His fingers were soaked as he ran them between her lips, separating them. Hyde leaned over and began to suck on her perky nipple as he gently inserted his middle finger into her cunt. "Oh Jesus," Donna moaned as her thighs closed, trapping his hand between them and her body shivered with her climax. When her thighs released him, Hyde quickly dropped to kneel between her endlessly long legs and ran his hands all the way up them to her thighs.

Donna looked like she was about to slap him when he said, "Just following Kitty's instructions." She slowly spread her creamy white legs, revealing her wet slit and red patch to Hyde as he began to stroke the sides of her opening. He inhaled her scent as he leaned forward and ran his tongue all the way up her slit from the bottom to the top. His thumbs and forefingers grasped the tips of her incredibly long pussy lips and stretched them to the sides as he began to probe her pussy with his tongue. Neither on of them could believe that after all this time, Hyde actually had his tongue inside Donna's cunt. Her pencil-eraser sized clit was protruding and Hyde took it between his teeth and nibbled. "Jesus," was all she said as her thighs again clamped shut, this time trapping Hyde's head between them.

"Oh my, heh, heh, heh," Kitty exclaimed, "I think you've got the hang of it Stephen. Now Donna, let me show you a great way to put a condom on your man...meaning Eric, heh, heh, heh." Amid their protests, she released the tools of Fez and Kelso and got up to retrieve some condoms from the rooster jar. Returning to the coffee table, she kneeled in front of Kelso and Fez, tore open a condom package, and placed the latex ring in her mouth. She leaned over Kelso's lap, took his crown between her lips and began to unroll the condom down over his shaft using only her lips and tongue. When it was completely covered by latex, it was lodged all the way in the back of her throat. She raised her head off his prick, threw her hands out to her sides, and proclaimed, "tah dah."

Fez began to clap his hands and yelled, "That was amazing Mrs. Red...now do me...do me.

"Well, heh, heh, heh," Kitty replied, "I'll give it a try, but I might just choke on that penis of yours. Let me get one of those Jumbo condoms, or as I like to call them: Red-doms, heh, heh, heh. Go ahead, Donna, try your skills on Stephen." Kitty opened another condom, popped it in her mouth and expertly began to slide it on Fez' pole as she engulfed it in her mouth. After getting about half of his foot-long in her mouth, she raised her head and unrolled the rest of it down with her hand. "There," she remarked, "now both my boys have their raincoats on, heh, heh, heh," as she grasped them both in her fists again.

Hyde eagerly reached for a condom and handed it to Donna which she reluctantly accepted after he said, "Hey you owe me...I got you off."

"All right," Donna replied with a scowl, "but only Eric fucks me."

"Yeah, yeah, that's fine," Hyde agreed, "I'll settle for that sexy mouth wrapped around my cock."

"You asshole," Donna declared as she removed the condom from the package and placed it in her mouth.

Hyde quickly quipped, "oh is that up for grabs ?" He only heard a mumble as Donna began to attempt to unroll the condom on him with her mouth. After failing the first couple times, and changing condoms; she finally managed to fully encase Hyde's cock in latex. Watching her angelic face and luxurious red hair in his lap, Hyde twice had to reach down and use the finger-technique to stop his ejaculation. "God she's beautiful," Hyde thought, "the next time I see Foreman I'm going to slug him."

"Well ok now," the naked Kitty declared as she stood in front of the coffee table, "now Fez let's see what kind of lover you are and maybe I can give you some tips on pleasing your Caroline." She could just smell the sex in the basement as she faced the foreign exchange student and straddled his legs. His huge cock rose up between them to well above her belly button and Kitty could feel the moisture seeping out of her as her legs spread and her lips separated. Kitty loved Red but she couldn't remember the last time she had been this aroused as she rose up on her feet, grasped his cock in her hand, and nudged its crown between her slit. "Ok now Fez," Kitty directed, "you use your fingers to pinch it like I showed you." He followed her instructions as she placed her hands on his shoulders for support. Then very slowly she began to lower her body onto his enormous cock until about six inches was inside her. After pausing for a few seconds to make sure he was calmed down, Kitty suddenly just sat down on his lap, completely impaling herself on his foot-long log.

"Oh my," was all Kitty could say as she felt Fez's giant cock touch her womb. She began to slowly raise herself off his tool and then sit down again. Her pace gradually increased and Fez began to thrust up into her cunt, matching her speed.

Fez had closed his eyes when she first sat down on his lap, and they opened as he admitted, "Oh Mrs. Red...your pussy feels so nice...thank you very much." He was incredibly aroused as he watched her huge tits flop around on her chest in front of him. Fez reached out and kneaded her jugs; licking and nibbling on her gumdrops. He began to fuck her as fast as he could, jamming his giant tool into her pussy. Sensing he was losing control and not wanting it to end, Kitty sat down on his lap and stayed there.

"That feels so nice Fez, but poor Michael is feeling left out. Now Michael," she instructed, leaning forward and pushing her ass up," there is another hole that you are welcome to explore, just go slowly. Your condom is lubricated so it should be ok."

Leaping at the opportunity like a puppy in heat, Kelso straddled Fez with his long legs, used his thumbs to spread Kitty's ass cheeks apart, and began to wedge his crown into her ass hole. It was a tight fit, even for his "hot dog" as he finally pushed past her sphincter ring and began to slide deep into her ass. When both poles were fully buried inside her, Kitty began to rock back and forth, just enjoying the sensation of having her insides stretched by the two young cocks. "Oh, yes boys...that's nice...you may both fuck me now," she instructed...and they did. Fez and Kelso began to double-penetrate Kitty, ramming their cocks into her holes. Every time they felt like cumming, they would stop and use the finger-technique she had taught them.

Donna was reluctantly using her lips and teeth on Hyde's sheathed prick when they heard a commotion from upstairs and Red's voice holler, "Hey Kitty, where are you. I have to go back and cover for the dumb-ass, but I though I would come home for a quick bite."

Everyone halted in mid stroke and Kitty said, "With Eric gone this weekend, I didn't expect Red home until late."

Before anyone had the chance to do anything, Red came thundering down the basement stairs and just stopped dead in his tracks with his mouth open when he saw the display in front of him. After what seemed like a lifetime, he bellowed, "What the hell is going on here, Kitty?"

With two suddenly shriveling cocks still buried inside her, Kitty explained, "Now just calm down Red. I am giving some lessons to Eric's friends. You are welcome to help me...you know you have had the hots for Donna for some time now."

Noticing for the first time that Donna was sitting there completely naked next to Hyde on the sofa, Red suddenly began to get a smile on his flushed face. He advanced to the sofa and announced to Hyde, "Ok, Stephen, unless you want my foot up your ass, I'll take over from here."

As Hyde rushed over to the coffee table and safety, Kitty winked at Donna and said, "I know this is not exactly what you expected, but you will really enjoy yourself and we don't want Eric finding out...right." Donna merely nodded her dazed head as she watched Red peeling off his clothes as fast as he could. When he was down to his boxers and began to lower them, Donna gasped as his cock flopped out in front of her face. It was gigantic...it was nearly as long as Fez', but it was inhumanly thick. Donna thought that it must be as big around as a soup can, with a head the size of an orange.

As everyone in the room realized that Red was going to fuck the beautiful Donna, Kitty could feel the cocks inside her begin to expand and grow hard again. She told Hyde, "Well Stephen, why don't you take that condom off and stick that lovely penis in my mouth. As Kelso and Fez began to double-fuck her again, Hyde went around to the other side of the coffee table, straddled Fez' head and presented his prick to Kitty's lips. He fed it into her mouth like a mother bird feeding its young a worm, and she sucked it down the back of her throat with ease. Kitty was now being triple-penetrated and seemed to be an expert.

Donna was in a daze as she stared at Red's incredibly huge cock as it waved in front of her like an elephant's trumpeting trunk. She thought to herself that he couldn't really expect that thing to fit inside her. Red crudely said, "Every time I've watched you parade around in your shorts with your tits bouncing around in your t-shirts, I've dreamed about what you would look like naked...and I must admit I'm not disappointed. That dumb-ass son of mine is one lucky bastard. Now get ready to get fucked by a real man."

It was like she was outside of her body watching as Red, standing between her incredibly long legs, grasped her legs around the thighs and pushed her down onto her back on the sofa. As her absolutely marvelous tits flattened out on the sides of her chest, Red grasped her ankles in each hand, spread her legs as wide as he could and laid his "trunk" on her stomach so she could get a good look at it. "Take a good look at a real man's cock," Red instructed her, "because in a few seconds it's going to be inside you."

Donna suddenly realized her situation and asked Red, "Wait, aren't you going to use a rubber?"

"No," Red declared, "I want to feel your pussy stretching around me...I plan on filling you up with every drop of my cum...you and Eric will thank me later," and as he stared at her naked body spread out before him, her pink slit glistening, he complimented her, "You are one sexy broad, Donna."

It was times like these that she was thankful her liberated, former model mother, Midge, had allowed and encouraged her to go on "the pill" long before she and Eric had begun having sex. Red kneeled on the sofa between her creamy thighs and moved his hips from side to side, rubbing his crown between her rubbery lips, coating it with her secretions. Donna knew this was completely wrong, and yet she had never wanted anything so badly in her life. She couldn't wait to feel Red's giant cock inside her. Spreading her legs apart like a Thanksgiving turkey's wishbone, Red attempted to push his gigantic crown through her opening, but it was like trying to fit a quarter into the nickel slot on the juke box. Donna was aroused to the point of becoming frantic...she needed to be fucked, so she reached down, spread her opening wide with her fingers and shoved her ass up farther, begging Red to penetrate her.

"Wow, you are one hot mama," Red exclaimed, "get ready for Big Red," as he accidentally gave away Kitty's secret nickname for his penis. Making sure he was lined up perfectly with her hole, Red began to push down into Donna's body, virtually laying on her until finally his orange-sized head popped through her lips and into her sopping wet pussy.

"Shit," was all Donna could say as she released her long flaps and they closed around Red's shaft as she wriggled her ass underneath him, inviting him inside her. Red laid her legs over his shoulders, her long smooth limbs laying on his back as he began to shove downward, his mammoth cock slowly disappearing inch by inch into Donna's hole. Her cunt lips were being stretched to their ultimate as she felt her pussy stretching to accommodate him. She was so tight that it was actually painful to Red because his foreskin was being stretched backward along his shaft.

"Crap," Red muttered, "you are tighter than a thirteen year old virgin; that son of mine must be hung like a housefly."

Gritting her teeth against the initial pain, Donna answered, "Actually Eric is larger than Hyde or Kelso."

Red actually felt some pride as he continued pushing downward, his cock stretching Donna's pussy walls with every inch. Farther and farther he penetrated her restricting pussy until finally he had hit bottom, his balls resting against her soft ass cheeks. Donna felt like her insides were going to rip and she couldn't decide whether the pain or pleasure was going to win out...and then Red began to move inside her and she knew it was the latter. She had never felt anything that incredible before; every pleasure sensing nerve inside her cunt was being stimulated at once as Red's monstrous cock was being dragged out of her hole. Her pussy was so stretched that he was making contact with her clit and her G-spot simultaneously. "Oh my fucking God, Red...fuck me...fuck me," Donna wailed. Red obeyed her command and slammed his gigantic pole down into her cunt causing her entire body to spasm and her legs and arms to twitch aimlessly as her pleasure sensors exploded inside her. Her head and long red mane thrashed back and forth as she groaned, "Ahhhhhh...fuck me...fuck me."

Red grasped her perfectly round ass cheeks in his rough hands and began to ram his massive cock down into her pussy, stretching it farther with every thrust. He had to ask, "How's it feel to be fucked by a real man." Donna had no verbal response; she just thrust her hips up at him as he thrust downward. She was absolutely lost in a series of orgasms, each one seemingly longer and more intense than the last. Nothing existed in the universe except her cunt and the cock filling it. She felt like a piece of meat on a skewer, as she begged, "Oh God, Red...fuck me...fuck me."

Red was watching her fleshy tits jiggle in waves as they rolled around on the sides of her chest like water balloons. "Those are some incredible jugs you got there, Donna," he complimented her, "that Eric is one lucky bastard."

Not even hearing him, Donna threw her arms around his body and tried to will more of his cock to penetrate her. You could have offered her a million dollars at that moment and she would have refused: all she wanted was a big fat cock inside her pussy. Red's giant cock had succeeded in stretching her, and it was becoming progressively easy to fuck her. His cock slid in and out of her amazing pussy with an increasing pace, a creamy white froth had worked up around her elongated lips. She threw her legs in the air and locked her ankles above Red's head as he jammed her cunt full of his horse-cock, her tits flopping aimlessly.
Red continued to give Donna the fucking of her young life as he slammed his monstrous cock into her cunt at a feverish pace, her pussy walls stretching to accommodate it.

Kitty could hear Red mumbling to himself, "13 Marcol, 80 Lofton, 17 Whitehurst," and she knew he was attempting to delay his orgasm. As Fez and Kelso continued to slide their cocks in and out of her holes, Kitty was amazed at their stamina; she had taught them well...maybe too well because her ass was getting a little sore. She wanted to encourage them, but couldn't speak because of Hyde's penis in her mouth. As they fucked her pussy and ass, she thought about how she had never been double-penetrated before, and how she could subtlety inform Red that she really enjoyed it. The sensation of having two cocks inside her was incredible, she could feel them rubbing against each other inside her belly. The two cocks were stretching her more than just Red's ever could.

Hyde couldn't believe he was getting a blow-job from Eric's mom as he watched her ample tits sway back and forth and complimented her, "You know, you have a great body Mrs. Foreman. She just nodded and reached up to give his balls a good squeeze. The added sensation pushed Hyde over the edge and he began to squirt his seed down her throat. He pulled his spurting cock out of her mouth and sprayed her face and forehead with his white liquid. Kitty kept her mouth open, attempting to catch as many drops as she could; savoring the salty taste of his youthful semen. Now free to talk, she urged her two lovers, "That's it boys...fuck me good...jam those cocks in me." Hearing Eric's mom suddenly talk like a sailor spurred them to jam their cocks into her holes even harder, sliding in and out of her as fast and hard as they could.

Red was now violently fucking Donna's pussy, slamming her body down into the sofa, his massive cock filling her completely. He reached out to pinch both of her pink hard nipples and felt her cunt grip his cock even tighter as she had yet another orgasm. Her eyes seemed glazed over as he announced, "Here it comes," and he pushed his entire body down on top of her, stuffing every inch of his cock into her cunt as his body went rigid and he ground his pelvis against hers. It felt like a hot-water bottle had burst in her belly as his cum began to flood her tunnel.

"Oh my God, Red...fuck me...fill me with your cock," Donna croaked as she felt his monstrous cock spray his sperm against her womb His cum seemed endless as he continued to pump his massive cock into her, spurting his seed deep inside her belly. When he was done using her, Red withdrew his shriveling tool from her hole and stood by the sofa with it dangling between his legs.

He stared at the young beauty laying there, her legs splayed wide, her cunt still wide open with his seed drooling out and complimented her, "That's a real nice pussy you've got there Donna...nice and tight; at least it was," he joked. "Say," he asked, "since this is a learning experience, have you ever been fucked in the ass?"

Still with a dazed look on her face, Donna's eyes opened wide as she shrieked, "Oh God no Red, not there."

"No, no," Red soothed her, "I would never try that with you...I'd rupture something in there, but I was thinking...."

"No, I've never done that," she admitted, "once Eric tried to stick his finger in there, saying it was an accident, but I shoved him off the bed."

"Well you really should give it a shot, Kitty loves it, just look at her riding those boys," Red responded. "Hey Hyde," Red ordered, "you're not doing anything...grab a rubber and fuck Donna's ass."

Hyde almost tripped over himself racing for the rooster cookie jar, ripping open a condom package, and rolling it down over his erection. Red picked Donna up off the sofa like she was a rag doll and assisted her in kneeling with her arms and head on the sofa and her knees on the floor, her perfectly round ass cheeks pushed in the air. He spread her legs wide and motioned for Hyde to kneel between them. In that position Red's incredible load of cum was streaming out of her wide open pussy onto the floor and Red instructed Hyde to make sure he smeared it all over his latex covered cock. Donna grit her teeth as she felt Red's rough hands spread her silky ass cheeks apart to give Hyde access to her hole. Hyde nudged his crown against her sphincter ring and pushed forward, easily breaking through. Red released her cheeks and stood back, watching Hyde slowly slide his cock up into her ass hole until he was balls-deep.

With Red's cum as lubrication, it really wasn't that painful and Donna exclaimed, "That's not half bad...it actually feels pretty good."

"Hey Donna," teased Hyde, "I may not be in your pussy, but I am finally fucking you."

Not letting him bother her, Donna responded, "Just shut up and fuck me."

Hyde began to slide in and out of her tight sphincter, and as he did her huge tits hung down toward the floor like bags and swayed back and forth in perfect rhythm.

Red approached his wife as she was being double-fucked by Fez and Kelso, retrieved someone's shirt off the floor and tenderly wiped the remaining cum off her face. He then kissed her and asked, "Are you having a good time, my little fuck-bunny?"

As she felt their cocks hammering into her holes, Kitty replied, "Yes, I am, but it would be better if I had Big Red in my mouth." As her body was being rocked by the cocks of Fez and Kelso, Red grasped his log and presented it to his wife's mouth. She would have had to dislocate her jaw to get the whole thing inside her mouth, but she always had a good time giving the huge crown a tongue-bath. She ran her tongue all along the impressive length and surrounded the tip with her lips, remarking, "Ohhh, Donna tastes pretty good."

Kelso and Fez were watching their respective cocks slide in and out of Kitty's holes, feeling them get hotter with the friction and reaching the breaking point. Not wanting to incur the wraith of Red, they both raised their hands and Kitty broke out in laughter, her tongue tickling Red's crown. "Oh, heh, heh, heh," she chuckled, "you boys don't have to do that any more...just go ahead and fill those raincoats." They both began to frantically pump their cocks into her holes, twitching and jerking as they filled their condoms with their seed. Fez was so aroused that he wondered if a condom had ever burst from having too much cum in it. When they had filled the reservoirs and their poles began to shrink, they quickly pulled them out of Kitty leaving her feeling empty. "Red, I need to feel some semen inside my pussy," she begged as she stood in front of him.

She hooked her arms around his neck, he grasped her still firm ass cheeks in his large hands and lifted her in the air. As she wrapped her legs around his waist, Red commanded, "Climb onto Big Red," and he shoved his massive cock into her already stretched out cunt. Both grown-ups were already fully aroused as Red slammed into Kitty's pussy and she bounced on his lap. Red found it additionally stimulating to watch Hyde's cock sliding into Donna's ass hole as he fucked his partner. He could tell Hyde was filling his rubber by the way he jammed into Donna's ass and held there, his whole body twitching.

"Go ahead big boy, I want to feel it," Kitty urged, and Red responded by jamming up into her cunt and releasing a stream of hot liquid deep in her belly. "Oh yes, that's my Big Red," Kitty squealed, "fuck me honey." Even at his age, Red had a quick recovery rate and the amount of cum he pumped into Kitty's pussy was impressive as it began to leak out of her hole and drip onto the floor.

Hyde finished punishing Donna's ass and allowed his latex covered prick to slip out of her rectum while she climbed back up to sit on the edge of the sofa cushion. Kelso and Fez took advantage of the still dazed red-head as Kelso sat beside her and began to fondle her huge bags. He pinched her rosy nipples and ran his tongue over them, slobbering over the objects of his fantasies exclaiming, "You have great tits, Donna, that Eric is one lucky bastard."

Fez intruded between her long legs and scolded Kelso, "Come on Kelso, you know I love boobies...share." Kelso backed off and Fez removed his condom and began to run his massive snake between Donna's twin mounds. Fez reached forward and squeezed them together around his pole, creating a tunnel lubricated by the cum still coating his cock after removing the condom. As he slid his monster up and down between her tits, the head would nudge against her chin with every stroke. As Red and Kitty engaged in a long kiss and hug, Kelso saw his opportunity and began to slide three fingers up into Donna's stretched out pussy, her eyes still glazed over from the intense fucking Red had administered.

"Oh God, Kelso," she moaned almost in a zombie-like state, "you are such an asshole; but that feels soooo good." He added his little finger to the probing and after watching her wonderful ass squirm on the sofa, he cupped his thumb inside his fingers and gently inserted his entire hand inside Donna's wide cunt. He closed his fist inside her and began to twist it around in Donna's soaking pussy.

"Oh my fucking God," she shrieked as Kelso fisted her abused cunt, his hand wrist deep inside her. Her legs shot out involuntarily as her body convulsed, and she almost kicked Fez in the groin. Donna flooded Kelso's hand with her cum as he opened his fist and began to wiggle his long fingers around inside her hole. Looking down and seeing Kelso's hand completely inside Donna's cunt, Fez began to jerk his monster cock and within seconds erupted all over Donna's huge tits, coating them with his milky discharge.

Hearing Donna's shriek, Red And Kitty turned their attention to the sofa and knew they had to stop the erotic assault on Donna's body. "Ok now boys," Kitty gently ordered them, "I think poor Donna needs a break... and a shower, heh, heh, heh." Fez backed off, gobs of his cum dripping off Donna's large nipples, her huge tits hanging on her chest. Kelso reluctantly slid his open hand out of her stretched pussy, her long lips clinging to it, Red's cum still drooling out. Donna collapsed against the back of the sofa, her legs still splayed wide and her pussy wide open, her red triangle soaking wet.

"Well, I've got to get back to PriceMart," Red announced, "I left Bob in charge and he is a bigger dumb-ass than Eric. You boys remember: keep your dicks away from Donna's pussy...that is reserved for Foreman men. Anyone disobeys me and you'll get my foot up your ass."

"Ok then, heh, heh, heh," Kitty added, wrapping Donna in an afghan, "let's get this place cleaned up...unless you have any more questions."

(Thank you for reading my story. I know it's not perfect, but the purpose is to have fun, so I hope you enjoyed it. Please send comments or suggestions. [email protected])

    

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