Penny sucks you in your sleep

After Ryan had jacked off and fallen asleep, Penny snuck out of bed and crept into your room. She had already warmed up her pussy with one of her toys, and caked on several layers of makeup -- wanting to appear as fit and beautiful as any one of your sluts.

Knocking several times with no response, Penny peered past your doorway. You were always such a heavy sleeper. She had to wake you up for school on a number of occasions, and she always had to bounce on the bed or violently shake you before you would wake.

Penny tip toed to the foot of your bed, kneeling down before your plaid comforter, your giant feet poking out from the edge of the sheet. She worked her head up, tenderly kissing the soles of your feet.

Penny caught her breath as you grumbled and shifted.

Once you settled, she poked her head through the bottom of your comforter, entering the darkness between your legs. She sniffed the air, huffing in your familiar, masculine scent. Reaching a hand between her legs, she began massaging her clit, thinking of how powerful the pheromones wafting from your balls must be to make your own mother swoon. She wiggled forward beneath the comforter, not being able to see much. Softly pushing your legs aside, she made room for her buxom yet petite body.

That's when she saw it -- your cock head, in the flesh.

For several minutes Penny just laid there, admiring it. She bobbed her head to see the length from different sides. Not even in her slutty college days had Penny been able to snag a stud so well endowed as she was about to. Gingerly, Penny placed her dainty hands on your thighs, steadying them as she bent her ass up and lowered her head towards your cock.

A spittle of drool unintentionally drooped from her mouth onto your shaft before her cherry red lips enveloped your cock head. Again, Penny stopped for a moment, letting your member rest on her tongue as her eyes rolled into the back of her head. Her lust for you had overridden any semblance of taboo. She even no longer feared your rejection. If she needed to **** her baby boy, she would. Mother knows best. And Penny knew that only she could treat you the way you deserved.

Taking more of you into her, she moved down to sucking in your shaft. God, did you taste good. Penny moaned, giving her first hummer. Was she actually getting off on sucking you? Her fingers seemed to think so, diving into her mature folds, abusing them, despite being swollen from the nympho drive you'd inspired in her.

You began to harden in her mouth. Penny moved up and took a hold of the base of your shaft with her non-masturbating hand, undulating the skin as she now bobbed and slurped. She had never given a blowjob with this much passion before, losing herself in the pleasure of pleasing for the first time -- finally giving it to a man who deserved her luscious lips and talented tongue.

She pushed you down her throat -- just barely halfway down your shaft. She could feel your cock twitch in her throat as she choked on your thick meat. Despite not being able to breathe, she stuck her tongue out, reaching further down your shaft and wrapping around the sides.

As she lost herself in the moment, she also lost awareness of how cognizant you were of this situation...