Author's note: Welcome to my latest story. This is a simple and fun little piece that I wrote loosely based on a video clip by popular 'mom' porn star Jodie West. Of course being me I had to add quite a bit to the simple premise, but that's the fun of writing. Enjoy, LC68.

*****

"Hey Mom, you sleeping?" I asked outside her bedroom door.

Ronnie's had been slow and Rich had asked anyone if they wanted to knock off a couple hours early. Full time classes and five nights there had been taking its toll and I gladly bolted at nine.

I'd been surprised not to see my mother in her usual place, stretched out on the couch watching TV. That was pretty much all she had done since my father had left almost a year ago, breaking mom's heart and leaving me to do the best I could as man of the house because he wanted to fuck his secretary.

Not that I'd had much more of a life lately. When my asshole father had screwed on us, moving out of state and taking little miss thing with him, I'd been dating Alicia, but a few weeks later had broken up over arguing about how little time I had for her.

I'd been upset, Alicia was cute and a lot of fun, but if she couldn't understand I now had to work full time in addition to college to help my mother pay the bills, then good riddance. But although she was shallow, Alicia was pretty hot in bed and if not missing her, I was missing the sex.

But I had no time and even though a couple of girls at school, and Mary at work, seemed interested, I didn't bother. School, studying for school and work left little time for dating and as horny as I was I didn't want a onetime thing or just getting together for hook ups.

That's something mom had instilled in me not to do. I was a gentleman with girls and had been told that many times, but right now I was a gentleman who was jerking off every night before I went to sleep.

"Mom?" This time I knocked lightly.

I knew she was home because her car was in the driveway. With most single women it would be a possibility she had gone out with a girlfriend, which I would be all for at this point, but I knew that wasn't true.

Mom's friends had all tried, everything from wanting her to come out for a girl's night to a club to trying to set her up on blind dates. She turned it all down, with the "I'm not ready" excuse which was pretty damn old close to a year later and seeing she did nothing wrong, it was all on my dog of a father.

Besides she would have sent me a text if she wasn't going to be home. Not that she needed to, but the one benefit from dad leaving is mom and I had become close. At this point we seemed as much like friends and roommates as mother and son.

We shared the chores, worked on the budget together, watched movies and talked about pretty much everything except why she wouldn't date. When I pushed she either got upset and told me to drop it or threw it back at me, why wasn't I dating?

My last response of I was only nineteen and had plenty of time to play, but she was older and should start enjoying now hadn't been the best thing to say. She'd asked if I thought she looked old and that's why dad had left and although I had assured her that wasn't true, she'd ended up in tears.

There was no answer to my knock and I shrugged, it was only nine o'clock, way too early for her to be sleeping. Turning from the door I had the sudden thought maybe mom was doing what I did before I went to bed every night.

After all she was a healthy forty two year old woman and hadn't been with anyone since dad left, and she'd told me the two of them hadn't in a long time because dad said he wasn't attracted to her anymore.

I thought that was a cruel line and a cop out because my mother was an attractive woman for her age, well most likely any age I supposed, but she was my mother so I tended not to check her out too closely.

I headed to my bedroom to grab a pair of shorts and a t-shirt to change into after I took a shower. But maybe take care of a little something else first. Thinking of my mother had led to the thought of other people's mothers and my recent obsession with milfs.

I'd stumbled on a site featuring videos of older women and for the hell of it watched one called my friend's hot mom. I was totally blown away; the milf porn star had been surprisingly hot. She was obviously older, but her body was amazing and she showed a hell of a lot more lust and desire than the young girls in the other movies.

I'd been watching nothing but milf porn for months now and had gotten to the point I was staring at the sexy older women in the restaurant far more than girls my age. There was just something about them. Any girl my age could be hot, they were young, they should look pretty good. But for women my mother's age and older to still look so good was even sexier.

And their sex drive! Porn stars were paid for what they do, but in real life there were lots of older women chasing guys my age and from what I heard from a couple of friends lucky enough to have been with one, they fuck your brains out and look for more.

My cock was already swelling just thinking about all the movies I had bookmarked on my lap top and while approaching my room, I thought of who I wanted to watch. Nikki Nice was my fav, a smoking hot blonde with some sweet curves, perfect tits and sucked cock like no other.

But there were so many others and I swore I fell in love with each and every one of them when I watched them. I reached my room and saw my door was closed. That was odd, I usually left it open to keep it cool during the summer.

I opened the door, walked in and stopped dead in my tracks.

The scene before me was so unreal I blinked my eyes and shook my head, thinking I had to be seeing things.

My mother was sitting at my desk in front of my lap top. That wasn't what was unusual as her printer had broken and until she could afford a new one she had been using mine to print what she needed.

What was wrong was I could see the screen over her shoulder and she was watching porn! In front of her was my dream woman Nikki Nice, on her knees getting fucked by a guy half her age. He had her by her full hips and was pounding her pussy as she faced the camera, her blue eyes wide and her mouth open as she moaned and cried out.

"Fuck me! Oh, God that cock feels so fucking good! Give it to me, baby, give your mommy's best friend that big fucking dick!"

Worse than what she was watching was what she was doing. Mom's legs were spread open and her bare feet were on my desk. I couldn't see anything from behind, but the way her arm was moving it was obvious where her hand was.

I heard a woman's moans that did not belong to Nikki Nice and mom let her head fall back on my chair, her long sandy brown hair hanging off the back of it.

"Oh, oh." Those little noises were hers, not the movies and I took another step back, trying to ease out of the room.

Not that I'd be able to forget what I saw, but I sure as hell didn't need mom knowing I'd seen her doing this. On the lap top the young guy was on his back and Nikki was between his legs sucking his long thick cock like it was the best thing she'd ever tasted.

"Suck it! Suck his cock!" Mom moaned and I couldn't believe I was hearing those words coming from her.

The guy moaned and Nikki squealed as his cock erupted in her face, sending long streams of cum across her cheeks and into her wide open mouth. She pushed it out with her tongue, down her chin and onto her tits.

"Oh yes!" Mom moaned, then startled me with a loud cry of pleasure that could rival Nikki's. Except my mother's was real. Taking in everything in front of me as if it were a dream I saw her red painted toes curl and she pushed against the desk as she squirmed in my chair.

I knew I should get out and quietly close the door, but the scene before me had a sort of train wreck fascination. I'd never once thought of my mother in a sexual sense, and still wasn't as in I wasn't in a mom/son movie and now wanted her, but to see her in this way was a revelation.

Mom sighed and put her hand on the mouse. I reached behind me to find the door handle so I could pull it closed behind me, but stopped when instead of getting up she had gone to the main page of "My hot step mom" and was scrolling through the list of videos, she was looking for another one!

But with her attention on the lap top, I turned quickly, a little too quickly. My foot caught on the edge of the door and I lost my balance. I fell against the door and with nothing behind it, it swung into the room and I went with it, banging into my bureau.

Mom dropped her feet to the floor and went for the mouse to shut the screen off so fast she knocked it off the desk. She grabbed the lap top and closed it, then remained sitting where she was, her head lowered.

I could see she was breathing heavy, but I'm sure it wasn't for the reason it had been a couple of minutes ago.

"Um, hey mom." I tried to sound casual, "Didn't mean to scare you. I got out early." She didn't respond right away and I continued to sound like nothing was amiss, "You printing some stuff for work?"

Mom lifted her head and spun my office chair around so she was facing me.

"Thank you for trying not to embarrass me, but I know you saw that, Bryan." She said softly.

Her normally fair skin was flushed and I wondered how much was from being embarrassed and how much was from...I stopped my mind from going that far as much for my sake as hers.

"Saw what?" I walked closer to her and shrugged, "I just walked in."

"And saw your mother" She sighed, "You're nineteen, not nine, you know what I was doing."

Wow talk about fucking awkward. "It's okay, Mom, I mean you're a woman, right?"

"In her son's room, watching his porn." She stood up quickly and my eyes widened.

She was still dressed from work with a red blouse and a black skirt. The blouse was unbuttoned halfway down and the tops of her breasts were out and looked squished. She must have had her bra down and yanked it up quickly when she heard me.

Her skirt was down, but I saw her black panties on the floor at her feet where she removed them. I figured best not to say anything and at some point I would just toss them in her hamper.

"Oh," Mom turned as red as the blouse and pulled it closed. "Thank you for not l...Oh God."

I glanced up at her to she had followed my gaze and spotted her panties. She quickly picked them up and hurried past me to leave the room.

"Hey, mom." I caught her arm, "It's no big deal, really."

"Yes it is! I feel like such an idiot! A pathetic idiot!"

She pulled her arm from me and began to cry. "I'm sorry, Bryan! I'm so sorry."

I began to tell her not to be, but she ran from the room as if it were on fire. I heard her running down the hall and her bedroom door slam shut.

"Didn't see that one coming." I said and closing my door, walked over to my desk

I lifted the lap top and letting curiosity get the better of me, checked the history. I hadn't done anything but check e-mails before I left at eight this morning so anything would be hers.

"Well then." I whispered at the six videos listed in the history.

They were all only ten minute clips, but damn, she had been watching porn for an hour. I read the titles and saw they were all things I had bookmarked; she had gone through my porn stash! All were milfs, mostly 'straight up' but a couple of step mom scenes.

I was still disturbed by catching her doing it, but in an odd way it was sort of exciting, maybe not in a sexual sense, but just the fact I'd discovered my mom was getting off to porn. One thing was for sure, I thought, she had good taste!

*****

I looked up from my political science book and rubbed at my eyes. It was only nine, but I was pretty beat. Another full day of classes and a five hour shift on my feet at Ronnie's. I'd already showered and as pathetic as it was, I closed the book, put it on the nightstand and shut my reading lamp off, I was done for the night.

I lay there with my eyes closed and allowing my thoughts to drift and found I was thinking of last night's incident with my mother. Mom's embarrassment had carried over into the morning. Usually mom was pretty talkative as it's the most time we say each other during the week.

This morning, she had gotten downstairs early, made me breakfast and left me a note saying it was keeping warm in the oven. While I ate, she came back down, dressed for work and with not much more than 'have a good day' she hurried out the door. She had made no eye contact with me and not even given me the usual kiss on the cheek goodbye.

I felt bad for her, I could just imagine how I would feel if she had caught me spanking it. It was probably worse for her, because she figured she was the parent. My thoughts focused back on last night and the way she'd had her panties on the floor, feet on the desk and her hand between her legs.

I had to admit, had that been any other woman it would have been goddamn sexy. As it was, I was a little unnerved to find I did still find it hot in a way. Maybe it was just seeing her as a woman, rather than my mother. If nothing else it told me how badly she needed to get her ass out there and have some fun, with something other than porn and her hand.

I could stand to use that advice myself I thought as I glanced at my lap top. I watched porn every fucking night which is something I never did when I was getting sex with Alicia. Tonight I'd popped a rod at work while watching two hot milfs sitting at the bar.

They'd been dressed to kill and I'd noticed they were blowing off guys around their age, but flirting away with any kid my age. I'd hoped they might still be around when I'd gotten off, but they left a little bit before. Not that I was sure I would have the nerve to approach them, but I could dream, couldn't I?

Well, dreaming was all I was doing these days, and seeing I hadn't bothered jacking off tonight to take the edge off, my dreams would be of the x-rated variety. I turned my head towards my desk, dimly visible in the dark room.

It was hard to believe my mother had gotten off there and further exploration of my history revealed she had been doing it for at least the last couple of weeks! Why not in her room, with her lap top and in her bed?

My eyes flew open at the sound of a knock, and Mom calling out softly, "Bryan, you up?"

"Yeah, come in." I pulled the covers up over my waist as I was just in my boxers.

The door opened and leaning over, I turned the lamp back on. Mom came over to the bed and I was surprised to see she was still dressed from work, no, that wasn't what she was wearing this morning.

Mom had on a simple red sundress that I hadn't seen on her before. It was a little on the shorter side, not a mini, but short for my mother's normally conservative mode of dress. I couldn't help notice it was a low cut, showing more than a little cleavage, something else she rarely showed.

Mom was pretty big on top and for whatever reason seemed to go out of her way to cover them up, never mind show them off.

"Hey, you going out?" I asked.

"No, why?" She sat down on the edge of my bed next to me.

"That dress, you don't normally wear things like that." I smiled at her, "Thought maybe you were going out with the girls or something."

"No, no girls, no something." She looked down at the dress, "Like it?"

"Yeah, it looks cute on you." I told her and wasn't kidding; she did look good in the dress.

"Cute." She didn't seem happy with that word. "Just cute?"

"Umm, playful?" I tried, "It's a fun look."

"Playful is better, I guess." She sighed.

She put her hand up to push her hair out of her eyes and I'd been so busy looking at the dress I hadn't noticed she had her hair down. Mom's hair was medium length, going down a few inches past her shoulders, but she still usually wore it pinned up. Tonight it was down and she'd styled it making it so there were long curls framing her face.

"So, what's up, mom?"

"Honey, last night, I can't tell you how bad I feel about it."

"I told you don't worry about it." I shrugged, "I won't say it wasn't awkward, but you don't have to be sorry."

"I do. I was in your room, on your lap top," She lowered her head

"You know," I knew I should keep playing it off, but was curious. "I was wondering why you were here with my computer."

She sighed, "I found the porn by accident. I printed some things from google, then realized a page was missing so I went into history to reprint it and saw the videos there. I was curious and started watching."

"You could have e-mailed yourself the links." Why was I pushing it? Maybe because I really wanted to know because something did seem wrong with this and seeing she wanted to bring it up, why not?"

"You're right." She nodded, keeping her head down, she reminded me of myself when she would lecture me. "But I take my lap top to work a lot for meetings and traveling and was afraid I'd get pop ups or accidently click on something."

"I guess."

"And you had so many on there. I'm sorry and it won't happen again."

"You sound like me." I laughed.

"You wouldn't have done that in my room." She pointed out, then asked, "Would you?"

"What kind of question is that?"

"I...well, I'm sure not recently, but sometimes when boys are younger and they haven't been with a girl yet, they you know."

"I don't know." I shook my head.

Mom frowned, "You mean you never?"

"I don't know, mom. You won't tell me what you think I did."

"You've never gone into my room and done things with my," She paused, then looked away as she finished, "Panties or stockings?"

"Done things?" I raised my eyebrows, but then it dawned on me what she meant, "Hell no!" I told her, "Why the hell would I? You're my mom."

"I know." She was blushing as she was last night, "But I know sometimes boys do things like that with their mom's or sister's things because they're curious."

"Okay, honestly?" I grinned, "You won't say a word?"

"Promise." Mom raised her gaze to mine, "What is it, what did you do?"

"Exactly what you were asking me about, but with Jimmy's mom." I sighed, "God, she would wear those hot little outfits and you could tell she only wore thongs and one day when he was busy on the phone I went in her room and looked in her drawers."

I laughed, "I smuggled a red thong out of his house in my pocket and man did I," I stopped remembering who I was talking to. "You know."

"So you would say Mary was hot?"

"Really hot."

"So she's a milf?" Mom prodded.

"Damn straight she is. When we were juniors in high school we voted her hottest milf."

"Anyone vote for me?" She asked with a hopeful look on her face.

"Nah, it was unanimous."

"Oh." She seemed upset and when she remained silent, I asked.

"Mom's what's up? Something you want to talk about?"

"Kind of." She looked down at her hands where they fidgeted in her lap. "Little awkward though."

"Hey, you're always the one saying we can talk about anything." I reminded her, "We're friends right?" I winked, "Roomies too."

"Right." She smiled, "So we could make this one of our friend conversations?"

"Absolutely."

"Okay, well back to those videos. The reason I watched them at first when I saw them was the whole milf thing. I'd heard of it, but really didn't think there were many young men who liked women my age; I thought it was a joke."

"Oh, it's real and not just movies." I nodded, "Me and my friends look at women your age all the time."

"Good."

"Good?"

"Yes because I kind of want to know."

"Know what?" Jeez, normally if mom had something to say, she said it, but this was like pulling teeth tonight.

"Honey, do you think I'm a milf?"

"You're my mother." I put my hands out, "What kind of question is that?"
"An easy one, I am or I'm not."

"But you're my mother, I don't think of you like that."

"You said Mary is a milf." She reminded me, "She's a mom, so why can't you tell me?"

"Because she's not my mom." I said in exasperation, what was up with her? "There's a big difference."

"I don't see why."

"Because boys don't look at their mom's and think, you know, nice," I stopped, "I think this is going nowhere."

"But some of those movies you watch, the older woman was the step mom, a couple of times even the mom."

"Actors." I told her, "I wasn't watching because it was weird incest stuff, but because I like that actor and a milf is a milf in porn."

"I can't believe you won't answer me." She folded her arms across her chest and looked upset.

"I can't believe I am sitting here talking to my mother about porn and milfs." I countered.

"Bryan the thing is, I don't feel confident. Your father always said I was average and never tried to be sexy and was boring."

"Dad's an asshole mom, he said that to have some lame excuse to be a d-bag cheat."

"But I do feel that way. I thought now that I'm single no one would really be interested, but then I saw how popular this milf thing is!"

"Wait," I pointed at her, "Are you saying you're looking for a young guy, is that what this is about?"

Mom's eyes widened and it hit me she might have said more than she wanted to, but she surprised me again by continuing.

"Yes." She said simply. "Guys my age are either married cheats, divorced with kids and a lot of baggage, or just boring I guess. I want to have some fun and not be serious and I've heard young guys are really happy to be with an older woman."

"Wow." I let out a deep breath, "My mother's a cougar looking for a cub."

"I'm a cougar? Is that like a milf?"

"Sort of, but cougars usually don't have kids." I paused, "I think, I'm not a porn expert, mom."

"Anyway we said after your dad left and we spent more time together that we can talk about anything and as friends, you even just said that a couple minutes ago."

"Right, but when it comes to sex, mom I'm still your son and I'm not too into hearing you talking about prowling for guys my age."

"You saying you'd be mad at me?"

"No, just saying I don't need details." I explained.

"Bryan who else could I ask? Should I walk up to one of your friends and ask them?"

"Please don't." I said seriously, "I don't need to have my chops busted." I drummed my fingers on my leg, "Just go to a club and see who looks at you or if you want to be a milf you go after a guy you think you'd find interesting." Jeez.

"But I'll feel like an idiot if no one is interested. I just don't know if I could do it." She reached out and put her hand over mine

"Honey, I know it's awkward, but your mom needs a little help here." She squeezed my hand, "Please?" She widened her big blue eyes and pushed her lower lip out, "Please help your old sad mom out?"

"Oh, so not fair." I shook my head.

"I'm lonely and don't want to be anymore. I know you don't want me to be, right?"

"I think this proves you need to go have some fun, that's for sure."

"Then help a girl out!"

"Fine." At this point I'd agree to anything to get out of this Twilight zone conversation. "What do you want me to do?"

"I want you to forget you're my son and look at me the way you would any other woman. I want you to tell me what you think of me."

"Okay." I closed my eyes and told myself to just do as she said, forget she's my apparently very insecure mother and give her a quick up and down.

I opened my eyes and laughed when I saw mom had stood up and had her hands on her hips as if she were posing for me.

"That's not what I was hoping for." She sulked.

"Sorry." I put my hands up, "Okay for real."

I looked at mom closely; starting at her face which was no big deal because I had no issue with saying my mother was an attractive woman. Her blue eyes, the light brown hair, which looked much better down and she had a great smile.

She was giving me a little bit of a goofy smile at the moment, but as I tried to see her in a different way it occurred to me my mother had nice lips. Even without any lipstick, they were pink and full, in fact if they were on another woman I'd say what I'd say about Jimmy's mom's lips, that they looked like they'd be good for...whoa, hold that thought.

I shook my head, disgusted I would even let that idea enter my head. I know she said look at her like a woman, but she was still mom.

"What's the matter?" She put her arms down, "I look that bad?"

"No, mom you're pretty."

"Pretty." She grunted, "Still sounds like how you would describe your mother."

"Mom, you've got a very pretty face and a nice smile." I told her, "Seriously, you're a lot better than cute. I'd look twice, seriously."

"That's a start." She gave me a huge smile. "What about the rest?"

"Oh, um...look mom, I'm not going to sit here and scope you out"

"Come on, Bryan you said you'd help."

She did a quick turn for me.

"You see me in a bar, you're checking me out and don't give me any crap you only look at faces."

"I'll try."

I did as she asked and thought of myself at work checking out an older woman. I dropped my gaze and worked my way up. Being on the taller side, mom had long legs and they were well shaped from years of jogging, her dress showed them off to about midway between her knee and upper thigh.

I worked my eyes up past her slender waist and stopped at her chest. As I'd noticed before she was showing cleavage which was pretty bold for her and she did have more than enough to show. I don't think I realized how big her chest actually was, but then again, I'd never looked at them.

Mom had come closer to where I sat and leaning over, put her hand on my shoulder, "Are you trying, or just humoring me?"

When she'd bent over, her dress hung down in the front and I found myself staring down between her breasts. I could see the round inner halves of them as well as the red lace of her bra. If she had been a customer at Ronnie's damn straight I'd be gawking down her dress and on that note, I looked away.

"Well?"

"Well I think you look okay, mom."

"Okay? Bryan that's not an answer." She threw her hands up in frustration. "All I want is to know if you think I'm a milf!"

She ran her hands down her sides. "I think I look decent, I dress okay, you like the dress, right?"

"Sure it's fun." I said quietly as my eyes found her breasts again, why the hell was I looking?

"And I think I have nice legs, I see guys at work look when I wear skirts."

"They're nice." I nodded.

"And my tits are pretty big, no?" She cupped them in the dress, "They're not like double D's, but they're not small, you think the guys would think I have nice tits?"

"Mom, enough!" I snapped with more force than I meant to. "I'm not going to talk about your tits..I mean." I felt my face turning red, "I know we say we can talk about things, but I'm not going to rate you like I'm trying to pick you up."

"I'm sorry." She slapped her forehead, "God, listen to me asking my son if I have a nice body. I am so pathetic. Your dad was right, I'm needy and I'm not confident."

"Mom, you're a beautiful woman." I told her, "And you look nice, but I can't sit here and say you're a milf or hot because I just can't."

"I understand honey, really." She leaned over again and kissed my cheek and I caught my eyes straying down her dress, she really did have a nice set of...Knock that off!

"Your mom's being a drama queen tonight." She sighed, and still leaning over put her hand on my bare chest.

She'd painted her long nails the same red as her dress and for some reason I liked the way they looked on my skin.

"It's okay." I said mechanically as I glanced down next to the bed to see her toes were the same color. "By the way, your nails look nice."

"Thank you. I got them done today, toes too."

"That' a milf thing you know." I tapped her fingers, "Sexy nails, and they match your dress."

"Really?" She looked beside herself, "Okay then, at least I got you to say something looks good."

She straightened up, "I'll let you go to sleep, now, Bryan. Thanks for humoring your silly mother."

"Anytime. Night mom."

"Night, honey."

Mom walked toward the door and I watched her hips sway as she moved, my eyes sought out her ass, but the dress wasn't tight and I really couldn't see much of it.

"Hey, mom, wear tighter clothes." I said, then wanted to slap myself in the head the way she had.

"Excuse me?" She had reached my door and with her hand on the knob, turned to look at me. "Tighter clothes?"

"Yeah, you wanted to know what I would look at and no guy would be able to see your ass in a dress like that so you should, you know, show it off."

"Not sure it's worth showing off." She shrugged.

"Usually women with a nice chest have a nice ass too." I winked, "Busty milfs are the best milfs."

"Really?" She looked thrilled and although I wondered what the hell was wrong with me the smile on her face made me feel better about it. "So I should wear tighter shirts too."

"Sure if you have it, flaunt it." I encouraged her even as I tried to tell myself not to.

"I'll do that." She laughed, "You'll turn me into a milf yet."

"Think that's up to you." I said, thinking, okay please leave because whatever was up with her seemed to be spreading to me.

"I'll keep that in mind." She blew me a kiss, "Sweet dreams, Bryan."

"Sweet dreams." I said as she closed the door behind her.

Turning off the lamp I lay there for a few minutes, my mind locked onto the image of her tits encased in her red lace bra.

"Sweet dreams, alright." I muttered, trying to stop wondering if her ass would be as nice as her tits.

*****

I jerked awake to the sound of a knock on my door, and staring through my bleary eyes saw it was eight thirty.

"Hey Bryan! Can I come in?" Mom asked from the hallway.

"It's Saturday morning!" I snapped irritably.

The weekend was the only time I could sleep in and I had to work at one today, meaning I was hoping to sleep until at least ten, or hell maybe even later, not like I had a life these days.

"I know, but I have to go to work for a little while and wanted to show you something."

"Yeah fine." I called out, as I slid up to a sitting position and rubbed at my eyes.

Mom walked into the room and putting her arms out yelled, "Ta-da!"

Mom had on a teal blue sweater that went down over her hips and hugged her thighs. She'd obviously taken my suggestion to heart, because the sweater was skin tight, flattering her surprisingly fine chest and showing off her slender build.

From the waist down she had on a pair of black stretch pants that looked painted on, clinging to her like a second skin and showing off the fact she had a nice legs. The ensemble ended with the most shocking part of it, a pair of blue fuck me stiletto heels I couldn't believe she could walk in.

Like last night, her hair was down and had some curl in it and she had make up on as well. Her lips were painted a deep red, definitely not a shade she would normally wear, and she had on eye shadow that matched the sweater.

I focused again on the sweater, it wasn't too low cut, but there was a fair amount of cleavage visible as her tits were pushed up by how tight the sweater was.

"What do you think?"

"Um, wow." I said and wasn't humoring her, wow was the word.

Damn she looked different. Younger, prettier and I had to admit the word hot did come to mind. I imagined Jimmy or any of my friends looking at her right now and was sure they'd like what they saw.

"I like wow." She giggled like a giddy school girl. "So you think your mother's sexy now?"

Her words stopped my thoughts that she had indeed hit milf status. I was glad she seemed to be feeling more confident, but replaying the last couple of nights, catching her watching porn, then egging her on last night, I realized I shouldn't be the one encouraging her with this and needed to act like a son, not do the 'some guy' routine.

"If I thought you were sexy there would be something wrong with me."

"But you just said wow." She looked crestfallen. "Were you trying to make me feel good?"

"Mom, you look good, but like I keep telling you, I'm your son and sexy and hot aren't how I see you. No matter what you wear, I'm not supposed to."

"Cop out." She said softly. "I'm just not sexy to you."

"Why would you want me to be?" I asked.

"Because you're my target audience." She looked as frustrated as I was feeling, "If you think I'm really sexy so will other young guys."

"No, mom." I sighed, man this was getting ridiculous. "Other guys would say you were because you're not their mom. Mary's hot as hell, but Jimmy doesn't say that because it's his mom."

"Bet he thinks she's hot." She said, "He just isn't saying it, just like you." She rolled her eyes, "Would it be so bad for a son to say his mom is desirable?"

"Desirable?" I laughed, "I think that's a word that shouldn't be used in the same sentence as mom."

"Not in those movies we like."

We like? Great, I'd gotten my mother hooked on fake incest videos and milf porn.

"Wait." Mom cut into my thoughts. "Maybe if the sweater was shorter?"

"Huh?"

"Well you said wear tight pants, and I am, but the sweater kind of covers my ass, no?"

She turned around, showing off how the sweater hugged the curve of her ass over the pants. I recalled last night's thoughts of wondering if her ass was as nice as her tits and from what I could see, it might very well be.

Before I could figure out how to respond about what I thought, mom lifted the sweater up over her waist,

"Is it better with just the pants?"

It was, oh, man it was. The stretch pants hugged her ass damn well. Like on top, mom was busty and her well rounded ass had a damn sweet curve to it. The pants were also tight enough that I was aware there were no panty lines, meaning she was wearing thong. Since when did my conservative 'women my age shouldn't dress like girls your age' mom, start wearing thongs?

"Better with just the pants?"

"Um..." It was, but what was I going to say 'wow, great ass mom, show more of it?'

"Guess you don't like either look." She took my silence as a negative, which couldn't be more wrong because if that ass was on any other woman, I'd be following them around like a dog in heat.

"Oh, I know!" Mom snapped her fingers. "I know what would be a sexier look!"

She pulled the sweater back down over her ass-and I was disgusted with myself for being disappointed she covered it-and slipped her fuck me heels off. Mom then reached under her sweater and pulled her pants down.

"Mom, what the hell are you doing?" I exclaimed, even as my eyes followed her pants down her long legs.

"Don't worry the sweater covers my ass." She said.

She had to bend over to pull the tight pants off her feet and when she did the sweater rose and I was confronted with the bottom of her ass cheeks peeking out at me. Mom bent over further and my eyes widened when I saw the blue stip of material between her thighs.

Holy shit, what a look! I couldn't even try to deny I was gawking at not only my mother's ass but her barely covered pussy. I focused on the blue material, taking in the thin line where it was riding up between the lips of her...pussy.

As the word entered my mind I pulled my gaze from her ass. Mom wasn't the only one starting to mix porn absurdity with reality because I was now sitting there staring at my mother with a raging hard on.

My cock was so hard I sat up straighter so the covers would bunch up around my lap. God, what was wrong with me? Sure, she did look damn fine, but this was mom!

Mom slipped her shoes back on and turned to face me, now in just the sweater. "How's this look?"

"I think..." I'm going to have to jerk off, God I was hard. That thought was followed by my father was a goddamn idiot thinking my mother wasn't hot, but to her I said, "That you would turn some heads at any bar or club like that."

"What do you think though?"

She walked over closer to me and my eyes roamed over her from her red painted toes in the fuck me shoes to her, impressive chest and up to her full red lips and blue eyes, her long hair down.

"Do you think mom's sexy now?" She asked again.

"I think my mom's...a very attractive woman." I said honestly.

"Still not sexy though?"

"Not a word...I'd use." My throbbing cock called me a liar, but I held to my guns, refusing to tell her she was something no son should think.

"Really?" Mom stared down at me and this time, didn't seem upset. In fact I swore she was trying not to smile at me. Did she know I was lying?"

"Really." I nodded, "Mom's can't be sexy to their sons." I said simply, "But I bet other guys would say it. You should go out like that, have some fun." Please go out and get this out of your system I thought.

"Mom's can't be sexy to their sons." Again she seemed to be fighting to stay serious. "Well, I think you're wrong." She sighed like she had before, but it seemed exaggerated this time, "Guess I'll have to try one more look." She glanced at her watch, "But I have to get to work soon."

"You're going dressed like that?"

"Hell no!" Mom laughed, "I'm an office manager, not an intern looking to keep her job. Besides I don't want all those guys my age looking, I'm looking to impress a guy my son's age." She winked, "Can't be a milf when the guys are my age, right?"

"Right." I agreed.

"You going to be home tonight?" She asked.

"Yeah, I get off at nine and not like I have anything else to do."

"Good, I'll show you my last outfit." She shrugged, "You tell me I don't look sexy after that, I'll give up and stop brothering you."

"Deal." I said relieved, just tell her no, no matter what she was wearing and she'd stop this.

"See you tonight, honey." She leaned over and kissed my cheek and I couldn't help noticing, her tits encased in a blue bra that matched her sweater and thong.

"Have a good day." I told her as I watched her ass sway while she while away.

Mom bent over to pick up her pants and my cock twitched when she gave me another peek at her disturbingly fine ass. She stood up and when she opened the door to leave, looked back at me and winked.

Had she known I was looking? If she had didn't that mean she was teasing me on purpose? No. I shook my head at my thoughts, mom was in some type of mid life 'am I hot' phase and the porn had driven her to think son's found their mother's hot.

I lay back on the pillows for a few minutes, trying to sleep but all I could think of was how good her ass had looked, not to mention the outline of her pussy in that thong. I heard mom come back out of her room and walk past my room before heading down the stairs.

When I heard her car start and pull out of the driveway, I flipped my covers off, pushed my boxers down and grabbing my hard cock jerked off. From the time I started stroking to when I blew a huge load all over my stomach, all I could think of was my mother's ass in that damned thong.

*****

I pulled into the drive way at ten thirty and was thrilled to see, the lights were off in the living room. I had a chance to stay late and make some extra tips, which was always a good thing. But I'd also been happy to stay out later.

I was hoping to avoid mom tonight and the seemingly inevitable, 'think I'm sexy' thing that had been going on. I'd spent the entire day waffling between being disgusted with myself for jerking off to my own mother and not blaming myself, because damn she looked good and seemed to want me to think so too.

Well there was no bigger sign of a woman looking hot then when she featured in a masturbation fantasy. Not that's thought of her doing anything with me, that would have been beyond sick, but just thinking of how she looked had been enough.
But her claim she had another outfit, disturbed me more than it turned me on because I didn't want to be turned on. I didn't want to see what her next ensemble would be. Okay, maybe I did and that was now the issue.

I'd texted I had no idea when I would be leaving and that ploy seemed to have worked, because she was either asleep or at least in her room watching TV having given up on me coming home. I slipped in through the back door and taking my shoes off snuck up the stairs.

I moved as quietly as I could past her room, noting there was no light beneath her door. I thought about going to bed without a shower to avoid her hearing me, but I'd gotten bumped into just before I left and currently reeked of the beer that had spilled all over me.

I showered quickly and after pausing in front of the mirror to finger comb my short black hair, noticed my blue eyes, identical to mom's were more than a little bloodshot, I had to start getting some rest. Some sex would help, that was for sure. I slept like a baby when I used to fool around with Alicia.

I lingered on that thought. I was quick to think mom needed to get laid because she was asking her son what he thought of her. Truth was I was no better, getting turned on by my mother's weird attempts to get me to say she was hot. Time to go find some fun for both of us.

I dried off then realized since I hadn't gone into my room first, I didn't have anything to put on. There was no way I was going to slip my smelly work pants back on so decided to just wrap a towel around my waist.

I peeked out into the hallway to make sure mom hadn't come out to use the bathroom and hurried down the hall to my room. I slipped into the dark room and closing the door behind me, found the switch on the small lamp next to my bed.

Grabbing a pair of boxers from the pile of clean laundry, I was ready to drop the towel when mom spoke up behind me.

"I thought you'd never get home."

"Mom!" I spun around to face her, keeping my hand on the towel so it wouldn't fall off. "What the hell, are you doing in here?"

Mom was sitting in the chair at my desk, wearing a short, no, make that an uncomfortably short black robe. Her long legs were bare and stretched out in front of her and the robe was tied loose enough to see the inner halves of her breasts.

"I'm sitting in front of your computer, what do you think I was doing?" She sighed, "Had to do something so I wouldn't get bored waiting for you."

"Yeah, well I'm pretty beat, so think we could talk tomorrow?"

"No, you said you would let me show you my last outfit to see what you think of me."

"Mom, please, not tonight."

"Tell you what, honey, if you were to ask me if I thought you were sexy, I'd say yes in a heartbeat." She nodded, "That is a hot look right there."

"You think I'm," I caught myself, "Mom we need to stop talking about this. It's not right."

"I agree." She stood up and walked up to me. "We need to stop talking about this." She put her hands on my chest and smiled at me, "It's not right all I'm doing is talking and teasing both of us."

"Teasing?" I looked down at her hands on my bare chest. Her long red nails looked good there and whatever perfume had on smelled damn good.

Her hair was down and styled once more and she was again wearing makeup. She looked hot, a little too hotfor comfort and that wasn't even taking into account how her legs looked or the cleavage I was fighting not to look down into.

"Yes, I've been teasing you and you've been teasing me by pretending you don't think I'm sexy."

"Mom, look,"

"No, you look, Bryan."

Mom caught me by surprise, pushing me hard enough to make me fall into a sitting position at the foot of my bed.

"No you sit there and let me ask you one more time." She grabbed the ties to the robe, and opened it, "You think your mom's sexy now?"

"Oh my god!" I gasped.

Beneath the robe my mother was only wearing a skimpy black lace thong. Her tits were bare and were nothing short of amazing, large, perfectly round and featuring hard rose colored nipples. Despite her age and their size they were still high and firm and while I sat there my mouth open like an idiot, she cupped them in her hands, lifting them higher for me.

"Answer the question, honey, am I sexy now?"

"Mom what are you...doing?" I spoke slowly while watching her run her thumbs over her nipples.

The sight of her red nails caressing those rosy nipples caused my cock to swell, Christ she was sexy! I tore my gaze from her tits to look down at her flat stomach, swell of her hips and that thin patch of lace between her thighs.

"Maybe you need to see the back?"

Mom turned around and I released a sharp breath. The thong was only a string between the cheeks of her ass. Those cheeks were well rounded and when she gave me a playful shake, I noticed they barely jiggled, damn, what a fine ass!

Mom turned back around and my quickly sought out her tits, those incredible tits with those delicious looking nipples. Delicious? God, what was wrong with me? I was a guy, that's what was wrong with me. A young guy confronted with a damn hot milf that just happened to be my mother, who seemed to have no issue showing herself off to her son.

"Answer me." She leaned forward, putting her tits within inches of my face. "Am I sexy, Bryan?"

"Y...yes." I said softly.

"Hmm, didn't sound too convincing." She smiled, then grabbing my hands pulled them to her tits, "Here, have a feel, maybe you'll give a better answer."

I would have liked to be able to say I fought her, that I resisted her moving my hands, but I'd be full of shit. I didn't resist at all when she placed my hands on her breasts. They were soft, yet firm and her hard nipples were poking into my palms and most of all, they were my mother's!

I was fondling my mother's tits and my cock was aching beneath the towel as I slid my hands across them. Mom moaned softly as my hands caressed her nipples and I had to look down to see for myself, I was really playing with mom's tits.

"How about now?" She leaned over and purred in my ear, "Is mom sexy now?"

"I think so." I whispered, as I slid my hands beneath her breasts, holding them up and amazed at how heavy they were.

"Think?" She sighed, her hot breath in my ear sending a shiver through my body, especially my twitching cock.

She caused me to gasp, then moan when she grabbed my cock through the towel and squeezed it, "How about now? How about when your dick's in my hand? Is that sexy?"

"Mom, what are you doing?" I managed to ask as if I were trying to stop her. If I were really trying to stop her my thumbs wouldn't be moving across her swollen nipples as I squeezed her soft breasts.

"I'm doing what I've wanted to do since I first watched those movies, and what I've spent the last few nights getting you to want to do." She surprised me by kissing my neck, "Your mother."

"Whoa." I removed my hands form her breasts, "Mom, we shouldn't do this."

"Only way we shouldn't is if one of us didn't want to." She was still whispering in my ear, "And I want to and," She squeezed my cock making me groan, "And this tells me you want to."

She caught my right wrist again, but this time slipped it between her legs. I went to pull it back, but mom held me tightly. Not that she had to because once my fingers came into contact with her wet thong, I lost the will to move it.

"Oh, that's nice." Mom purred in my ear when I rubbed my fingers along the sticky black material.

Not only was the thong wet, but I could feel the heat of her pussy through it. That and the shape of her lips as my fingers pushed between them. Mom placed her left knee on the bed next to my leg and taking my face in her hands, kissed me.

I was so surprised I tried to move my head, but mom held my face and pressed her lips into mine. She moaned as she kissed me and unable to help myself, I returned the kiss marveling at how soft her lips were.

Even as those slips slid across mine, I wondered what the others would feel like without the thong over them. Mom was working her hips, grinding her pussy into my hand and my cock was so hard my balls were beginning to ache.

Her tongue flicked across my lips teasing around them before pushing between them. I moaned when I parted my lips and her soft wet tongue slid over mine. I put my arm around her waist and she groaned when I pulled her against me.

Her breasts pressed into my chest, her hard nipples pushing into me. Mom kissed me so hard she caught me by surprise. I was even more surprised to find myself returning that kiss just as passionately.

She slid one of her hands behind my head, her fingers sliding through my hair while her other hand once again found my cock through the towel. Even as I crushed her tighter against me and shoved my tongue hard into her mouth, I thought how easily this had happened.

This was supposed to be wrong, the ultimate taboo, yet one look at my mother's next to naked body and here we were acting like the porn stars in those movies. But even as those thoughts went through my mind, my fingers continued to stroke her and my hips were moving, shoving my cock into her hand.

I slid my lips from hers and worked them down the soft skin of her neck. Mom moaned her appreciation and pumped my cock harder through the towel. Her hand left my cock and I groaned in disappointment.

That feeling faded when she put her other knee on the bed and now straddling me, shoved her tit in my face. I eagerly sucked her nipple into my mouth and with a loud moan, mom pushed the back of my head and arched her back, pushing my face into her breast.

"Oh, yeah." She whimpered, "That's it baby, suck that tit, show your mother how sexy she is!"

She removed her nipple from my mouth, and turned to the left offering me her other tit. I swirled my tongue around her swollen flesh, teasing it with just the tip of my tongue and she shivered against me.

"Hmm, I love it!" She moaned, "As soon as I saw those movies, the ones with the mom and son, I wanted to try it!"

"You did?" I asked, then felt stupid, of course she did or she wouldn't be all but naked on my lap.

"I did, baby! After watching those, then seeing how sexy you thought milfs were I figured what mom would be better to you than your mom?" She moaned as my fingers pushed harder against her pussy. "And if I wanted a young man, what young man would want me more than my baby?"

"But I never thought of it." I whispered around her amazing tit. "Until now."

"But I made you think of it." She rose up higher on her knees and sliding her hand between us moved the thong to the side.

I gasped when my fingers now slid though her bare pussy. Jesus, she was wet! Not just wet, but soft. That is until my finger tips brushed her hard clit. Mom cried out and worked her hips hard into my fingers.

"That's right, honey; play with your mom's pussy. The pussy I made you think about!" She moaned when I rubbed her clit in slow circles.

"They say it's such a big deal, that a son shouldn't want his mother, but all it took was me showing off a little." She surprised me with a quick kiss, before continuing. "That and talking about it, telling you how I wanted a young man. Got you thinking about being that young man, didn't it?"

"Kind of." I moaned around her breast as her hand rubbed my cock.

"Kind of? That's why you didn't even try to fight it?" She laughed, then moaned when I eased my fingers back down through her moist lips, "I asked if you thought I was sexy and you started thinking it, didn't you?"

"I saw the look on your face this morning, Bryan, you were staring at my ass and looked like you were ready to explode!"

She rose up and down on her knees, working my fingers through her pussy. When my finger tips were right at her wet hole, she pushed them inside her and we both moaned. Her in pleasure and me in surprise at how wet, hot and fucking tight her pussy was.

"You jerked off didn't you, baby?" She kissed me again, "Blew a nice big load thinking about me."

"I did." I admitted, but my focus was more on her rising up and down on her knees, plunging my fingers in and out of her tight twat.

"Don't feel bad, I've been getting off to you for two weeks. That first mom son video I saw! Oh, I wanted to shut it off, but couldn't! It was so hot, that mommy getting on her knees and sucking her son, him licking her pussy, fucking her!"

She was gasping and moaning between her words and moving faster on my fingers. Still sucking her nipple, I placed my thumb on her clit and the cry of delight from her sent my cock twitching against her hand. God, I need that towel to be off so I could feel her soft hand on my hard cock!

I rubbed her clit faster with my thumb and with a long moan, mom stopped moving up and down. Instead she sat down on my hand, driving my fingers deep inside her and worked her hips, riding my hand while I stroked her clit.

She turned to the side, allowing me to suck on her other nipple and cupping the other with my free hand, I rolled her nipples between my fingers.

"Oh, look at you." She cooed, "You're making me feel so good!" She moaned, "Going to make me cum so hard for you!"

"Then I'm going to take good care of you, Bryan." She moved her hips faster and her thighs trembled against my legs. "Bet you'll think I'm sexy when your cocks in my mouth!"

Holy shit! There was nothing right about that sentence, at least according to what most people would say, but most people never had their mother shoving her tits in their face and promising to blow them.

I let my mind go with the taboo, but enjoyable thought of my mother sucking my cock. Those pink lips around me, those blue eyes looking up at me. I'd always fantasized about a blow job from an older women, so what if it was going to come from my mom?

"Oh fuck." Mom moaned, "Faster, baby, move that thumb faster, make mommy cum for you!"

I moved my thumb faster and pressed down harder. Mom's fingers tightened in my hair, pulling it, but all I cared about was how her pussy was tightening around my fingers as she rode them.

"Yes, oh yes, oh..." Mom lifted her head and released a loud wail that sounded wilder than any of the women in the videos I watched.

Her pussy contracted around my fingers and she shoved my face into her tit as her hips bucked wildly. Mom was yelping and squealing as her pussy convulsed, squeezing my fingers each time she yelped.

Mom moaned softly and leaning her head on my shoulder, sighed, "Oh, Bryan, I needed that so bad."

She eased her pussy from my fingers and sliding her legs off the bed stood in front of me. Her face was flushed and she was breathing hard, causing her amazing tits to rise and fall with each breath.

Grabbing my wrist, she lifted my hand to her face and with a nasty smile, sucked my fingers into her mouth.

"Oh, shit." I whispered, as her soft tongue swirled around my fingers.

"Hmm, I taste good on you." She licked her lips as she released my hand, "Can't wait to taste my pussy from your cock."

Looking down she grabbed the towel and pulled it open, exposing my cock. I'd been hard so long the swollen head was purple and pre cum was oozing down the shaft.

"Slide up on the bed." Mom pointed.

I had problem doing as she asked, moving back up the bed until I was sitting up against the head board.

Mom put her back to me and slipping her fingers into the sides of her thong, slid it down her legs. She bent over to remove it and I licked my lips at the sight of her glistening pussy peering out at me from between her thighs.

It was the view I'd jacked off to this morning, but with no thong obscuring her hot little pussy. Wow, this was my mother, but I'll be damned if those words didn't describe it. Mom turned back to face me and putting her knees up on the bed crawled up between my legs.

I swallowed hard and my heart raced while watching her on all fours, her tits, sliding along the bed and her sweet ass in the air. Her blue eyes were locked on mine and when she reached my cock she eased her legs back so she was lying on her stomach, my dick standing at attention in front of her face.

Mom grabbed my cock and rubbing it along the side of her face whispered, "Think mom's sexy now?"

"Oh, fuck yeah."

"You mean that?" She pressed her lips to the tip of my cock and removed them showing off the sticky pre cum on them. "Or you just saying that because your cock's about to be in my mouth?"

"Both." I told her, my heart racing in anticipation.

"Good answer." Mom licked her lips, wagging her tongue at me to show off the sticky fluid dripping from it.

She lowered her head and I moaned when she swirled her tongue around my balls. Mom slowly stroked my cock while her tongue bathed my balls. I moaned and relaxed against the pillows as my mother took her time, licked and sucking on each of my balls.

She'd bent her legs and was playfully kicking them back and forth. As good as her face looked between my legs, I let my eyes wander down her body, taking in her long hair down her back, her smooth skin and the sweet curve of that amazing ass.

Her long legs looked good, hell even her feet looked sexy as she moved them back and forth showing off her red painted toes.

Mom brought my attention back to my cock when she placed her tongue along my shaft and ran it up the length to swirl around the tip. She placed her lips around the head and then caused me to whimper when, instead of taking my cock in her mouth, she ran her lips up and down my shaft.

It felt damned good, looked even better, but she was driving me crazy.

"Don't tease." I breathed, "Please don't tease, mom."

"I like that." She kissed my cock, "Tell me what you want, Bryan, let me hear you say it."

"I want." I smiled at her, "My incredibly sexy milf mother to suck my cock."

"Hmm, you are a smooth talker." She winked, then parting her lips slid them over my cock.

I moaned then clenched the sheets in my fingers when she continued to tease, but now by sliding her mouth down my cock so slowly I had to fight not to thrust my hips. Inch by teasing inch, she worked her warm wet mouth down to the base of my shaft.

Mom sighed around my cock, her blue eyes rolling back as of it was a pleasure to have me in her mouth. She shook her head back and forth, swirling her tongue around my shaft before bobbing her head.

I sighed and placing my hands on her shoulders, rubbed her back as she slowly blew me. Mom moaned softly around my cock when I slid my right hand up through her hair and moved it to the side so I could watch the taboo sight of her devouring my cock.

Mom cupped my balls in her free hand, caressing them while stroking and sucking me. She moved her mouth faster and I groaned my hips now rocking slightly, pushing my cock up into her descending mouth.

"Hmm-mm." She encouraged me as she continued to suck her son's cock.

Growing bold I wrapped my hand in her hair and pushed and pulled, gently guiding her mouth along my now lip stick smeared cock. Mom smiled around my shaft and pressed her tongue against it.

I could feel her soft flesh along my shaft as she bobbed her head in a steady rhythm, accepting my cock being pushed up into her mouth.

"That feels so good." I told her.

Mom removed me from her mouth and rubbing my dripping cock on her cheek smiled, "Hey. Its been a while, but I think I remember how to do it."

"You're doing it just fine." I said, "I can't believe you're sucking my cock."

"Think this is something? Wait until you start fucking me." She smiled, "After you lick my pussy, because honey, having my son's big dick in my mouth is making me horny and I need to come again!"

She pushed her lips into a pout accentuated by my pre cum all over them, "Going to make me cum again?"
"As many times as you want." I said, "Anytime you want." I meant every word of that because even though I hadn't fucked her yet I was hoping this wasn't some kind of onetime thing.

"Careful with that.' She said while pumping my cock tightly in her fist. "Because your milf mommy's been without a long time. This girl needs to get fucked something fierce, baby, you going to be a good son and take care of me?"

"Anything you want mom." I moaned she licked the head of my cock, "But please make me come."

"You want to cum, honey? Want to cum in your mother's mouth?" She sighed, her hot breath causing my cock to twitch. "That works out then because I can't wait to feel you blow a big hot load down my throat."

Mom proved her words by taking me back into her mouth, but this time she didn't tease. I cried out when she took me down to my balls, then bobbed her head rapidly. She was jerking me off as well, her hand following the trail of her ink lips.

Mom opened her mouth wider when she was at the tip and let a long thick line of spit drool down my cock. She nosily slurped it back up, then did it again, but this time let her hand work the spit into my shaft.

Mom kept her mouth open and now the incredible pleasure of her mouth was accompanied by sloppy wet gurgling and sucking sounds. Mom was letting g her spit slide down my cock and taking me deep so fast she was making gagging sounds.

Holy fuck, she was really sucking me like a damn porn star! Her eyes were watering from pounding my cock hard into her throat and she was moaning in between the sloppy sounds. My balls tightened under her fingers and my cock was twitching each time she sucked it deep.

I was moaning and whimpering as my legs trembled and I fought to hold back and enjoy every second of my mother's talented mouth.

"Its okay." She spoke around the head of my cock, "Go ahead and cum, baby. This is only the beginning, I'll be sucking this cock every night, or any time you'll let me."

She resumed her sucking as if it were a competition and her words had inspired such hot images of my mother sucking me in my bed, in hers, in the shower, at the kitchen table...that my hips rocked as my balls convulsed and I felt the cum racing through my cock.

"Fuck!" I moaned as my cock erupted into her mouth.

Mom moaned and continued sucking me. As before she kept her mouth open and as fast as my cum spurted into her mouth, it oozed back down my shaft. But mom kept sucking, slurping up my cum, even as more spilled out.

Her hand was still moving, rubbing my slick cum along my shaft. My hips jerked and I moaned continuously as my mother put on a show better than any movie I'd ever seen. My cock was no longer spurting, but wrapping her lips tightly around the head, mom sucked hard enough to hollow her cheeks and I whimpered when she milked a few more drops.

Smacking her lips, mom ran her tongue up and down my shaft, licking it clean. "Did that make you happy, honey?" She asked, "Did I give my young stud a milf worthy blow job?"

"Oh my God." I sighed, "Goddamn, you're hot mom."

"And you're still hard." She said softly, stroking my cock. "Bet a guy my age would be getting soft and need a break."

"Maybe." I shrugged, not really caring about anything, but getting my mother on her back with her legs spread so I could lick her pussy.

But mom had other plans. Surprising me yet again she got to her knees and swung her legs over my hips so she was straddling me. Grabbing my cock she held it as she moved her hips, rubbing her wet pussy along it.

"Damn," I moaned, "That feels...Oh, fuck!"

Mom had let herself go, driving my cock deep inside her pussy. I gasped at how fucking hot and tight she was and mom groaned,

"Oh, honey, that is such a nice cock!" She worked her hips, sliding me out then pushing back down on me again.

Mom sat straight up and slid her hips back and forth, sensually riding me. As I put my hands on her hips, she raised her arms over her head, taking her hair up with them and posing for me.

"Think mom's sexy now, baby?" She breathed as she rode my still hard cock. She cupped her tits and played with her nipples while moving her hips faster, "How about now?"

"Sexiest woman I've ever seen." I told her and wasn't just saying it, Christ she looked good! Way sexier than any of the girls my age I'd fooled around with, even Alicia.

Alicia may have had a nice tight little body and been playful, but my mother was a mature woman, with one hell of a body and knew what she wanted and was pretty much just taking it. The fact she was my mother should have been a turn off, but it was one hell of a turn on.

Those videos no longer seemed too farfetched anymore and I wondered how many other moms and sons had crossed this line and loved every minute of it. Watching my mother ride my cock and stroke her tits I also wondered what the fuck was wrong with my old man that he would put her down and not want this?

Then again, I supposed I should be thanking the asshole because he was the one who'd made mom insecure enough to want the sexual approval of her son. Mom leaned over, putting her hands on either side of my head, and kissing me.

I eagerly returned the kiss and just as eagerly sucked on her nipple when she dangled her tits over my face. She purred happily as she moved side to side and I licked and sucked each of her nipples.

Sliding my arms around her waist pulled her down against me. Mom moaned softly as she slid her arms under my shoulders and held me tight. She kissed my neck and sighed into my ear, when I wrapped my arms tighter around her and moved my hips, fucking her harder.

"Yes, oh, yes." She groaned, "That's it, Bryan, fuck your mother! Fuck me nice and hard! Show me how bad you want me!"

I fucked her has hard as I could in that position and mom's little cries and squeals in my ear made me want to fuck her even harder. She cried out in surprise, when I wrenched my body to the side, rolling us over so I was now on top of her.

"Fuck, yeah." She laughed, smiling up at me, "Look at you taking charge, taking your mother."

Well seeing she said it that way...leaning up on my knees, I grabbed her legs and pushing them backwards, leaned over her and fucked her with long hard strokes.

"Fuck, oh fuck!" Mom called out as her feet were now over her head, her ass was off the bed and her lust crazed son was pounding her pussy like she was some slut I'd picked up at a bar. Mom put her hands on my chest as she cried out repeatedly.

Grabbing her ankles, I leaned back and spreading her legs out as far as I could, resumed my assault on her sopping wet slit.

"Oh, God, I needed this!" She moaned, "Honey, I'm so glad you wanted to fuck me!"

"How could I not?" I managed in between my heavy breathing, "Look at you!"

"Me?" She giggled and it turned me on more than her moans. Cupping her wildly bouncing tits she played with her nipples for me, "You think I'm sexy? Me, your mom?"

"My mom's the sexiest fucking milf I've ever seen."

"Am I sexier than Mary?" She winked.

"Don't know, I never fucked her." I returned the wink and mom laughed.

"Bad boy!"

"Bad mom, fucking your son." I replied.

"I thought this would make me a good mom." She laughed again and as good as it felt fucking her, I loved hearing her laugh like this. The fact we weren't just fucking, but having fun added another thrill to this. Man, what the hell was so bad about this people all thought it was wrong?

"Makes you the best mom." I told her, while putting her feet on my chest and playfully flicking my tongue across her red tipped toes.

"That tickles." She giggled, "I like it, but, honey, I bet there's a better place for that tongue, don't you?"

I slowed up fucking her and hoping I wouldn't have to stop. Sensing my thoughts, Mom said, "Oh, don't worry, Bryan. You'll be fucking this pussy until you can't get it up anymore." She laughed, "And I plan on sucking you hard all night. But baby, mommy needs to come again!"

Fucking her all night? Her sucking me hard over and over again? Moving so quickly, mom laughed, I eased my now glistening cock from inside her, slid down between her legs and buried my face in her pussy.

"Oh, yes!" She moaned, "Youth and enthusiasm! I love it!"

As I plunged my tongue into her hot little box, I thought I might be loving it just as much, if not more than she was. God, I couldn't believe I was tonguing my mother's pussy! I moaned at the taste of her sticky juices in my mouth as well as her sweet scent.

I moved my head back and forth, tongue fucking her and mom squealed in approval. She placed her soft feet on my shoulders and looking up, I saw she was rolling her nipples between her fingers.

I slid my tongue from inside her and worked it up through the soft wet folds of her pussy until I found her swollen clit. I gently sucked it into my mouth as I slipped two fingers inside her and mom released a long soft moan that caused my cock to twitch against the bed.

"Yes, honey." She purred, "Right there, oh, right there!"

I swirled my tongue in slow circles around her clit, then flicked it up and down and side to side. Mom's hips moved, keeping her clit under my tongue as I teased and pushing my fingers deeper inside her.

"It's been so long." Mom moaned, "And my baby looks so good between my legs."

"You looked pretty good between mine." My words were muffled against her hot sticky pussy, but she heard me, replying,

"Then we should both spend more time there." She giggled again, "Maybe we'll have to try a sixty nine later."

Later, sixty nine...holy shit, this was going to be the night of a lifetime. Hell, I didn't have to work tomorrow! All night, all fucking day! I was going to spend the rest of the weekend wearing myself out on my mother's incredible body.

I sucked her clit harder than before and mom's hips jerked, shoving her slit in my face. I moved my fingers faster and mom followed suit, bucking her hips into them.

"Oh, Bryan," she moaned, "That's it, lick it faster! You can take your time later, but right now please make your mother cum!"

Well, being that I was raised to always do as my mother said, what else could I do other than try my best to get her off? I pressed my tongue harder against her clit and taking growing even bolder, eased a third finger into her pussy.

She groaned as her tight twat spread around my fingers, then yelped when I pumped them in and out. I sucked her clit hard and fast and her toes curled into my shoulders. Mom groaned and arching her back, lifted her ass off the bed.

"Oh, right there!" She moaned, "I want to come so bad for you! I want to come for my son! On your tongue, all over your face!"

Mom's feet pushed hard against my shoulders and I flinched when she threw her head back and released what could best be described as a howl. Her pussy contracted around my fingers and clamping her thighs around my head, she bucked her hips wildly.

I kept my tongue moving even as she ground her hot sticky pussy into my face. Her pussy squeezed my now still fingers that were buried knuckle deep inside her and she cried out repeatedly as she came long and hard.

Speaking of long and hard, my cock was yet to go down and my hips were rocking, desperate to return to the delightfully taboo act of fucking my mother. Mom's feet relaxed against me and with a long shuddering moan, she opened her thighs, releasing my face from its pleasant entrapment against her pussy.

"Now that's how to give your mother a kiss."

"That's not all I want to give you." I slid back up to my knees and drove my cock into her still quivering pussy.

"I'll take anything you want to give me!" Mom cried as I resumed fucking her hard and fast.

She was so wet I could hear my cock entering her and making wet sucking sounds as I withdrew. I looked down, watching the length of my wet cock working in and out of her pink slit. The lips of her pussy moved with each thrust, trying to suck me back in each time I drew back to slam her again.

"That feels so fucking good!" She groaned, "But not what I want right now."

"What?" That surprised me and I stopped in mid thrust and slid my cock from her.

"Hmm, don't worry, baby, I think you'll want what I want."

Mom sat up, leaned over, and grabbing my cock, took me in her mouth. I moaned as she bobbed her head rapidly and she moaned as well. Her blue eyes were looking into mine as she made my cock disappear into her amazing mouth.

Mom released my cock with a smack of her lips and a sigh, "Hmm, we do taste good together."

She then trolled over onto her hands and knees, lowered her head to the pillow and put her ass in the air.

"This is what I want." She looked over her shoulder at me. "I want my son to fuck his slutty milf mom on her knees. I want you to just take me, Bryan!"

Again, it was rude to disobey you mother. I grabbed her hips and slammed my cock balls deep inside her. Mom screamed in pleasure as I didn't hold back and tore into her, hammering away at her sloppy wet pussy.

"Fuck, fuck, fuck!" She called out each time I slammed into her.

Mom grabbed the head board and held herself up as I went to town on her and the sight was so sexy it spurred me on to fuck her even harder.

"Take it! Take your mother's pussy! Make it yours!" She cried out, "It is yours baby! Its yours whenever you want it and I hope you always want it!"

"I don't think that's even a question!" I gasped as I pounded away on her, "Mom, your fucking amazing! I'll never want another girl after this!"

"Oh, baby, don't tease me!" She moaned. She then laughed, "I mean it, don't tease, just keep fucking me!"

I took a deep breath and gave it to her as hard as I could. As mom squealed and yelped, my breathing picked up and my balls tightened as I couldn't hold back any longer. My cock was twitching with each thrust and my moans were going up in pitch.

"Don't come yet!" Mom called out.

She pulled forward, removing my cock from inside her and rolling onto her back, opened her legs.

"Come on, baby. I want to watch when you come for me!"

I put my hands over her head and slipping inside her fucked her with long hard strokes. Mom put her arms around my shoulders and looked into my eyes as I continued to hammer away at her. Her eyes were wide and her lips parted as she moaned. Her face was flushed and her hair sticking to her cheeks from sweat.

Her huge tits were bouncing wildly and she really was the hottest most beautiful woman I'd ever seen. How had I never seen it before? Oh, because we're all told we shouldn't see it. Well now that I had seen it, my mother was going to be the only woman I wanted to see beneath me, or over me, in front of me...

I gasped when my cock twitched and I felt the come racing through it.

"That's it baby!" She sighed, "Give it to me, give it your mother."

I cried out when my cock exploded, spurting its warm fluid deep inside my mother's pussy.

"Oh...oh, Bryan." She moaned, "Oh, baby, that feels so good! Keep giving it to me!"

She wrapped her long legs around my waist and thrust her hips, pushing my squirting cock deeper inside her. I whimpered like an idiot as I continued to fill my mother's pussy and beneath me, she sighed and cooed as if this were the best thing she'd ever felt.

I stopped moving as my spent cock had nothing more to give, or so I thought. Mom caused me to gasp when her pussy contracted around me, milking a few more drops from me.

"Oh, man." I moaned as I lay down on top of her.

"Easy, honey." She said in my ear, as she ran her nails along my back. "Just lay here with me." She kissed my neck, "Let me hold my beautiful son."

I slid my arms beneath hers and we lay there in silence, kissing each other's necks and enjoying being this close.

"I feel your heart beat." She whispered in my ear, "I love you Bryan."

"Love you to mom." I said with surprising emotion as I realized I felt closer to her than ever and not just because we were naked and had just had sex, but in an emotional way as well.

She sighed as my cock softened inside her and after a few minutes, I rolled over onto my back.

"I can't believe we did that." I laughed, "I keep waiting to wake up."

"If this is a dream I don't want to wake up." She laughed and rolling over onto her side, slid up against me and put her arms around my waist. "I want to always be right here with you."

"Mean that? I asked, "I mean this wasn't just about you, you know getting back in the saddle?"

"Of course not." She said. "Why would you think that?"

"Because this all started with you saying you wanted to attract young guys."

"Oh, honey, that was a game." She rested her head on my shoulder and kissed my cheek. "You were the young man I wanted right from the beginning."

"Really?"

"Yes, really. I was so lonely and didn't think I could trust another man and you've been so good to me, especially as a man more than a son. I saw those movies and I was like, why the hell shouldn't a mother and son who love each other so much share that love in a special way."

"That was pretty special." I agreed.

"Question isn't about me, honey. What about you? You going to go find some hot milf now that you had one?"

"You're my hot milf mom." I kissed the top of her head and slipping my arm under her pulled her closer to me. "You going to stay here tonight?"

"Of course." She snuggled closer, "It feels so good to be close to you." She giggled, "Besides it would be pretty tough to wake you up sucking your cock if I was in another room."

"Wow." I laughed. "Milf's are insatiable."

"This one has a lot of time to make up for." She sighed, "I want to wake you up to fuck me. Then I want to fuck in the morning, then play in the shower." She put her lips to my ear, "Then in my bed and you can use my toys on me."

"Goddamn." I said, "I like how you think."

"Thinking is all I've been doing, now it's time to live it." She paused, "Hey, Bryan can I ask you something?"

"Yes mom. Yes, I think you're sexy now." She laughed in my ear, "What's so funny?"

"I was just going to ask if we could switch sides of the bed so I can have the breeze."

*****

Author's Note: Hope you enjoyed the story. Just a reminder there is still a couple weeks left to vote in the annual lit awards. I'm nominated for influential author, best mature story for "Private Lessons", best erotic horror story for "Abigail" and Abigail is also nominated for sexiest female. The link to vote is on the home page, then look for the category and be sure to vote across the board for all your favorite stories and authors. Speaking of voting, that's how we get 'paid' here so your votes and comments on this story are appreciated. As always, thank you for reading. Lovecraft68