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My Mother Susan



MY MOTHER, SUSAN

by BillyG

I remember the day exquisitely well. The days - no the

months and years before it - are wrapped in some soft-focus,

cotton-candy memory, but that day snaps into sharp focus

with a clarity that is the result of moments of great impact

long remembered. For all those years, my mother was my Mom.

Then one day she became a woman. More importantly, she

suddenly became a sexy woman. An extremely desirable

woman.

I didn't - that day at any rate - suddenly become a

profligate. It was to take a certain determinism and some

considerable time before I might aspire to that description.

No, the severest criticism one could bring to bear back then

might be that I was a horny kid, one who appeared to be a

touch more aware than his peers and maybe too curious for

his own good.

I was home alone with my mother and my father was away.

That was the case a good bit of the time it seemed. I had a

father, but we didn't know each other very well. On some

level, I'd come to accept his absence, for that's the way it

was. I suspect my mother, who didn't complain, was

experiencing less acceptance.

I'd been coerced into wearing a sport jacket that day -

in place of my usual, more casual attire - and attending

some ho-hum, boring cocktail party at the university

president's home. I don't recall the strong-arm tactics

that brought me to bay, but I do recall the suffering. It

seemed like endless hours of mindless chatter where everyone

but me got to have champagne or white wine. Oh, it wasn't

forbidden, but my mother had made it clear that she was

going to have "some wine" and I was the designated driver.

We both knew that champagne had more effect on my mother
than it appeared at first glance. If she didn't try to walk,

or drive, she did quite well, at least at holding a

conversation. However, those who knew her well were aware

of a characteristic scattered thought process, a type of

clang association which, when coupled with an alcoholic

gaiety, turned her into a different woman. Almost daring

and perhaps borderline loose.

Anyway, we'd returned home in the late afternoon from

that well- supplied party and we'd both fallen into facing

couches in our large living room, each of us with a welcome

sigh as we put our feet up. That's when it happened. I

don't recall that anything had occurred to set me up for

this; it just came out of nowhere. Blind sided as it were.

Out of nowhere, this sexy woman appeared!

The late afternoon sun shone toward my mother while I

sat opposite her in deeper shadow. She'd drawn up her knees

to push her pumps off and suddenly I was looking directly up

her dress at a well-lit and unobstructed view of my mother's

thighs all the way to her undergarments. It was no flash,

for she'd placed both stockinged feet on the coffee table,

knees still up and fallen back to the cushions, head up and

eyes closed with her skirt around her mid thighs in the

front and completely dropped away in the rear.

"Oh, that feels so good." she exclaimed, wriggling her

stocking- clad toes. "Christ, I wish I could meet someone

interesting at those parties, someone with some life in

them!"

It was the type of comment that needed no reply. I

suspect that I couldn't have replied coherently in any case,

for my attention was riveted on the view under her dress.

Even though I'd lived with this woman all my life, I

suppose I had had no interest and no awareness of her as a

*woman* and even less for her clothes. After all, she was

my mother for crying out loud. So, it was with some

surprise that I realized for the very first time that she

wore stockings and garters and not what I thought all women

wore, pantyhose. I was fascinated with the stretch of her

hose by the garters running down each thigh. But her

panties held even greater fascination for me.

I don't think that I'd given it any previous thought,

but had I been grilled on what type of underwear my mother
wore, I might have guessed something white, conservative,

and certainly thick. Clearly not what she had on.

Illuminated by the long rays of the afternoon sun, the pale

yellow of her panties, pooched out by a thick cushion of

pubic hair faintly seen beneath, were not what I would have

expected. As I say, I hadn't really expected anything, but

what I saw so well that afternoon was to be imprinted on my

mind with an indelible permanence.

"Damn, my feet are tired," she complained to the

heavens. And then, stating the obvious, "Professor Twist is

so incredibly boring," followed by a mental right turn, "I

need some excitement in my life."

Excitement? I glanced up at her face, but she looked

unchanged, head back and eyes still closed, the picture of

fatigue, or was it boredom? Looking again at her long legs

encased in sheer nylons leading up to that pantied juncture

in her crotch, I suddenly had a near-overwhelming desire to

see more, to get closer. Some desires, short of

compulsions, can be modulated if for no other reason than a

fear of disclosure. The strength of this desire was not to

be moderated by caution or restraint. I *had* to see more.

Understand, I wasn't a complete nincompoop, but as a

seventeen year old, I didn't know much. Most of my sexual

adventures came as the result of me just being there and

things happening. I suppose I was more of an opportunist

than a mover and shaker, at least in sexual things. Later,

that was to change. Anyway, I knew I wanted to get closer

and hadn't the faintest notion how I might accomplish this .

. . and keep my head on my shoulders.

I had an idea! Hardly original and certainly not a bit

creative, but it was what came to mind at that moment and

without turning it over to examine its merits, I blurted

out, "Want me to rub your feet? I know it's not very

exciting, but you used to love it."

Now this was not entirely without precedent, for I'd

once taken a low-grade massage course that had started with

the feet and then the hands. Most of the people in there

were taking the course hoping to learn about erotic massage.

That never happened and it was not until eight or so weeks

later that we even got to the back! At any rate, I'd

massaged my mom's hands and her forearms and feet and calves

in the past. At that time I was doing it for the practice

and hardly noted that it was my mother's limbs on which I

was working. Now, months later, she just sank deeper into

the couch and wiggled her toes, saying, "Oh, yes! Yes,

indeed, yes. Oh, thank you. Marvelous idea!"

As I was walking around the coffee table, I remembered

reading an erotic story of a young kid who massaged his

mom's legs so he could look under her robe. Each day his

mother relaxed a little bit more, the story went, and each

day he'd get a little better view. More, he was able to

move up her legs each day. "How dumb!" I thought at the

time. I liked the story, but knew it'd never work. Now, it

seemed like a much better idea.

Then, with the keen awareness of the paranoid, I

thought, "If *I* thought of this, then my mother probably

did as well. She probably knows what I'm up to." Yet her

relaxed body surrender suggested otherwise as I sat on the

coffee table and said, "Gimmie a footsie, lady."

"Footsie?" she asked, as she picked up one leg and

offered it to me, opening up the view of her entire pantied

pelvis and crotch. "Since when did you get so cute?"

"You want this massage or not?" As if I'd be content

to just walk away if she decided she really didn't want it.

"You can call it anything you want. Just rub it for

me, please."

In retrospect, I don't know if one might have viewed

this as some right of passage. Almost certainly not, yet it

had a profound impact on me that colored my thinking and my

thoughts, seemingly to this day. I mean, why else can I

recall with such vivid clarity the texture of her skin and

the color of her clothes? Why else did this produce a

deeply etched memory that was swamped with eroticism?

Because I'd sat next to her feet on the coffee table,

when she offered me her foot, I'd pulled it slightly aside

to hold it in both hands. This caused her dress to climb

still higher on her thighs and open her legs still more.

Her panties were a burnished saffron in the long light. I

was so close and my view was so clear, I could see the lacy

edges and the stitching. As well, I could see her auburn

pubic curls through the near- transparent material. No

panty gusset here.

Squiggling, she groaned in obvious anticipation,

"Billy, you're saving this day from being a total bust.

Thanks."

Bending to my task, I started a slow rubbing, more a

caress really, that ran the length of the sole of her foot.

Initially, softly with a slow build up and then slowly

kneading deeper, causing her toes to curl. Accompanied by

appreciative groans, I attempted to establish a level of

pleasure that might allow me to go farther.

With my head down, looking up through my eye lashes, I

was trying to drink in the vision of her exposed private

place. I knew it was risky, but at that moment, I was out

of my head. I'd suddenly become a sexually-aware and

turned-on young man and the erotic thrill of that sight had

a much greater pull than the fear of getting caught.

I scooted closer and slipped under her legs, placing

one stockinged foot on my chest as I ran my hands over her

calf from knee to ankle, still staring at the darker shadow

of her pussy seen inside the taut and stretched crotch of

her panties. With one thigh pulled aside, her tendon stood

out, tenting the leg of her panties a bit and exposing a

rich forest of pubic curls peeking from under the edge.

At that moment, perhaps alerted by my prolonged

silence, she suddenly looked up and saw where my eyes were

staring. I expected an explosion. Since I'd been caught

red-handed, I made no attempt to look away. Instead, I just

continued to massage her calf as I looked into her eyes. In

the periphery of my vision, I could see her dress almost in

her lap. Jesus, what a moment! What was going to happen?

My mother pulled back a little and said, "There's a

problem here, Billy."

"Oh, shit," I thought. "Here it comes!"

"Let me remove my hose. You can't give me a proper

massage while I'm wearing them."

She didn't wait for a discussion. Instead she suddenly

got up and went into the nearby hall powder room, returning

minutes later with her hose bunched in her hand. She tossed

them on the couch and sat again. I noted that the garter

belt was with the hose as it fell out in plain view. I

suppose that she didn't give it a thought. In contrast, I

was acutely aware of her intimate undergarments lying there.

My mind was whirling. Why hadn't she protested when she

caught me so flagrantly looking under her dress? Was she

collecting her thoughts that she might upbraid me the

better?

Instead, she just smiled and said, "There! I feel

better. Back to the massage, if you please...and quit

looking under my dress!" Her warm smile took away any sting

her words might have had.

She sat directly opposite me and demurely placed her

foot back in my lap, offering me no more than her knees and

lower thighs to see. I worked for another 30 minutes,

kneading and massaging, and while I was able to get fleeting

glimpses of her thighs, I was not able to see again what I

so desired, a close-up and unobstructed view of the crotch

of her panties.

---------------------------------------------------

From that day on, I remained aware that my mother was a

very attractive and sexy woman. And, as a consequence of

that awareness, I became increasingly familiar with all her

clothes, both from the perspective of what was stylish as

well as what was revealing. I became intimately aware of

her various undergarments, not that I had many opportunities

to see her in them, but more that I couldn't resist snooping

in her lingerie drawers.

mother was a striking woman, tall - about 5 foot 10

inches - mostly legs it seemed, with athletic-looking calves

and slender thighs. I'd always anticipated that I would be

a tall man, for my father, at 6-2, was the runt of his

family. Couple that with my mom's genes and it seemed

reasonable that I'd be tall. It was not to be. At

eighteen, we were pretty much the same height. I knew just

where the tips of her breasts hit my chest.

I should mention that my mother had very attractive

breasts, a C- cup with prominent, up-tilted nipples that

were often evident despite her clothes. Sometime later I

was to learn that she was one of those women who were

blessed with exceptionally firm, youthful breasts, that

never lost much of their firmness. She is one of those rare

females that will have youthful breasts into her later

years. Like intelligence, beauty is given to us as an

accident of birth, no more than a fortuitous role of the

genetic dice. It's comforting to be part of a line of good

stock I was told, but I hadn't thought of it in this arena

of sexual attractiveness.

While my mother's figure was model-attractive, it was

her facial features that were eye catching. She had a

straight, almost aristocratic nose and a wide, full mouth.

Her prominent cheek bones set off her unusually attractive

eyes. They were hard to describe, her eyes. She had high,

full, unaltered eye brows, that were dark in color in

contrast to her natural auburn hair. But it was the eyes

themselves that caught your attention, for they were a light

green-blue with an exotic cast. At times I thought she

might have some asian blood, but I never got a hint of it in

the rest of her family. In any case, they were striking,

often dark and brooding and at times almost electric.

Without altering her facial expression, her eyes could show

humor or joy and, at times, anger. I often wondered what

she looked like when sexually aroused.

But I digress. Back to the awakening of my sexual

awareness.

I didn't set out to seduce my mother, despite the rich

and lurid fantasies I entertained. I held them as deeply

secret and guarded as one would any shameful, licentious

desire. The thought was given no more than masturbatory

acknowledgment, as frequent as that was. Still, the gap

between our thoughts and our actions remains hidden from our

conscious awareness by the strength of our denial. So while

I might have denied a plan to seduce her, my actions would

have argued differently. I set out to be her friend and her

confidant, to reduce if not break down the conventional

barriers between us. This was largely an unacknowledged

plan of mine. I don't recall thinking anything more

detailed than vague objectives of getting closer to her.

Over time, I became more open with her about my self.

I asked her opinions of things, including girls and dating

and later, sexual things. I worked at being her emotional

intimate. It wasn't difficult, for she was at heart an

emotionally trusting and open women who, it turned out, was

largely unencumbered by repressive standards. To my

surprise, we gradually became good friends. That I would

bond so closely with my mother was not surprising, given my

nature and that fact that my father was largely an absent

force in my life.

I slowly became less conventional in my own modesty.

It was not at all unusual for me to chat with my mother
wearing no more than my Calvin Kleins. I was aware that she

studiously avoided looking at my body when I was so briefly

dressed, but she never reprimanded me for inappropriate

attire.

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I became aware that when my dad was away, she usually

left her bedroom door open. I took that as an invitation

and often walked in on her to "chat." Not infrequently, I'd

catch her in her bra and panties. She'd say, "Whoops," and

slip on a robe, loosely tied. Once, as I walked into her

room, she was walking out of her large closet wearing only

an unbelted robe that swung open as she moved. From a

moment only, I saw her nude body. It was no more than a

flash that left nothing more than an after- image. It was

that after-image that I examined so repeatedly. I saw firm,

upthrust breasts, and a flash of dense pubic hair at the

base of a flat abdomen...and then she pulled the robe closed

without comment.

I'd gone in to ask her if she'd like to play some

tennis and for a moment was tongue tied, standing there,

staring at her.

"How're you doing, Billy?" she asked as she belted her

robe.

"Doin' OK, Mom," I replied, trying to sound cool and

collected when I was anything but. "You like to play some

tennis?"

"Love to," she replied. "Now?"

"Sure, now."

"OK," she tossed over her shoulder as she walked to a

tall chest of drawers and picked out a pair of small white

cotton panties. I'd become aware of what undergarments she

wore for what occasions and white cotton were for sports.

Her robe was clingy, hugging her body and buttocks. I

was acutely aware of her prominent nipples and the swell of

her rounded mons as she faced my direction. Then, glancing

directly at me for a moment, she turned away and, unbelting

the robe, she stepped into the panties, pulling them up

firmly into her crotch, snapping the elastic. It took no

more than brief seconds, but time was suspended and she

moved in slow motion.

She was standing in front of a large, south-facing

slider window, and intensely back lit. The sheerness of her

robe allowed the bright sun to highlight her body silhouette

and I could see her remarkably well through the translucent

robe. I gazed in rapt awe at the long-legged outline of her

figure, the shadow of a full breast swinging forward as she

bent to step into her panties. I thought of ripe fruit.

Suddenly it was very still in the room. I think I was

holding my breath. Was she really aware of me there? Did

she know what I was seeing? I knew her as too quick and too

smart to be unaware of how she looked. Were we slowly

escalating to a new level of intimacy? And if so, could I

ever acknowledge it?

As she pulled the robe away from her body for a moment,

I caught no more than a flash of one rounded hip and thigh

and it thrilled me. From a lower drawer, she pulled out a

pair of white tennis shorts and employing the same visual

screen of her robe, pulled them on, again pulling them tight

into her crotch. In my mind's eye. I could see her puffy

mons

In a moment, I became aware that my dick was swelling

and caught down the leg of my shorts, feeling bent and

painful. Before she looked back, I adjusted myself.

Now what? I knew she kept her bras and shirts in the

same chest of drawers. Would she select them and go into

her closet, or even into her bathroom to don them? I

watched as she picked out a brief white cotton bra and a

white T-shirt. Again, she glanced at me, and then shrugging

her shoulders as if to say, "Oh, the heck with it," she

turned away, let her robe drop to the floor where it pooled

at her feet. She quickly put her bra on, hooking it in the

back with a nimble facility that comes as the result of long

practice. Magicians, I think, have the same facility.

I saw, perhaps as never before, how narrow her waist

was and how beautifully full her hips were under her long

and delicately curved back. It was more pronounced and

exaggerated by all that flesh! It took but seconds to don

her bra, but it wasn't quick enough, for I snapped a mental

picture of a back and side view of her full breast before it

disappeared. Yet another lurch in my groin. I was a goner.

She looked back. I smiled, wanting her to know that I

had seen her, but not wanting to act snide or smart ass.

"Nice," I said.

She returned the smile and turned toward me as she was

pulling the T-shirt over her head. Again, for a brief

moment, I saw her en face, appreciating how skimpy the bra

was and how much of her breast simply appeared to ride as

much above of the cup as in it.

I don't recall who won at tennis that day. What I do

recall is the moment of watching her bend over, nude under

her robe, and lifting one foot, place it into the leg hole
of those white cotton panties. Later, looking at the panty
line under her shorts, I thought to myself, "I've *got* to

see more of her."

We had slowly grown more relaxed around each other. I

know that that sounds odd, that a mother and her son would

become more relaxed with each other, but that's exactly what

happened. I think that there has always been some

male-female sexual tension in our culture, mostly buried and

not honored, but certainly operative. And as with many

things, we aren't aware of them until they go away. It's

their absence that highlights their former presence. In

that fashion, I was very aware that many of our defenses had

been lowered.

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Some months later when I'd been away at school for what

seemed like too long a time, I called my mother just to

chat. We never said anything blatant, but there always

seemed to be a kidding undertone to our conversations,

subtly skirting around sexual things. One day she upped the

ante. "So, getting any?" she asked.

I was stunned. Was she reading my mind?

"No, dammit. You?" I was taking a chance here and I

knew it. I'd been distantly aware that in the last little

while, even when my father was home, that they were not

connecting, my mom and dad. You can't be that close to

someone and not be aware of those charged emotional states,

even when they're never discussed. Mom, I knew, was

frustrated, but we didn't talk about it. As I said, she

never complained.

"No," she answered, and then quickly added, "but we're

not talking about me. What's happening with *you* these

days?"

I was used to her fending me off in this fashion and

hardly paid it any attention. The fact of my emotional

state was that I was lonely. I missed my mom. And oh,

yes...I was horny. I decided to act out on a new fantasy.

I asked her for a date, a mother-son date.

"Mom, I miss you and knowing I won't get back home for

a couple of months, it makes it worse. So I was wondering,

would you come up and visit me? We're having a little dance

here and I don't know anyone. You wouldn't have to stay in a

hotel or anything. I've got a pull-out couch; I'll use that

and you could use my room. Will you let me take you to

dinner and then the dance?"

She made I'm-thinking-about-it noises and then said,

"Well . . . I'm not sure about the dancing part. I've

danced with you - or tried to - before and it's something

about two left feet . . ." and then she laughed.

"Mom! Come on, will you? I'm not that bad," knowing

that I really was that bad.

"All right, all right. I miss you too and I'm a little

lonely myself. I miss our talks. It's be nice to have

dinner and re-connect with you. When's the dance?"

"Two weeks...the weekend after next. Can make it?"

"Sure. Will you pick me up at the airport? I dread

tying to get a bus or a taxi."

We made the arrangements and just before hanging up, I

blurted out, "Mom, I love you and I can't wait to see you.

Gosh, a real date!"

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In retrospect, I can see that I'd been sexually

attracted to my mother for a long time, but initially too

inhibited to admit it to myself. With the pealing of that

layer of my denial, I came to accept the intense sexual

feelings I had for her, but continued to deny that I

expected or even wanted to seduce her.

Another uncomfortable foray into self honesty brought

me to that point where I knew I *wanted* to be sexually

intimate with her, but realistically, didn't imagine I ever

could. After years of viewing her on some asexual pedestal

labeled MOM, I rapidly came to see her as an extraordinarily

sexy woman. Suddenly, I was in lust.

After all, she wasn't a dummy and she wasn't some

bimbo. I had reason to believe that she was a sexually

intense person, but because of conventional morality, she

didn't feel free to share that side of herself with her son.

I'd been successful in developing and easy-going and

partially uninhibited relationship with her. There was an

unspoken sexual tease to be sure, but it remained submerged

and unacknowledged. How might I change it? That was the

question.

Crudeness would never work. That was a no-brainer.

Similarly, a frontal assault would be ineffective and worse,

insulting. While she might be more susceptible to a secret

romantic connection because of my father's neglect, it

wouldn't be with me, that was clear.

I'd thought of enticing her into something like a

nudist colony, even mentioned it a couple of times. She was

mildly interested, but I knew that that was no more than a

blind alley, an emotional cul-de-sac, and not even a very

sexual one. I feared the stiff and formal behavior I

imagined a nudist colony to be. Too, I suspected that it

would provide at most little more than an avenue for my

voyeurism but no entre into sexuality. Nothing there, I

concluded.

Would some innocent approach move me closer? I

remembered that she'd been willing to allow me to massage

her feet, even had been a bit careless in her posture, at

least at first. Might that provide an avenue of approach?

Then I remembered that my mom liked her wine. She

wasn't a lush, but it was clear that she didn't stop

drinking just because she began "to feel it." More than

once she'd said, "Why drink if you don't want to feel it. I

drink for effect." I also remembered that when tipsy, she

became something of a sloppy drunk. Not fall-down drunk,

but certainly risque often and careless of appearances. I

once overheard her say, "I drink to make my *friends* more

interesting." This wasn't a common occurrence, but I had

seen it rarely, and only with friends. Well, I was a friend,

wasn't I?

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I was waiting for my mother at the arrival gate. Boy,

she looked good as she stepped into the arrival area, an

over-night bag hanging from her shoulder and wearing a light

summer dress, uncharacteristically brief with a hem line

well above her shapely knees.

"Hi, good lookin'." I said to her as I stood there,

hands on hips, looking her over.

"Don't just check me out, guy. How about a hug?" she

asked, dropping her bag and stepping into my arms.

Whew! I'd hugged my mother lots of times, but I didn't

recall such intensity, such a full-body press. I was

acutely aware of the pressure of her breasts pressing into

my chest and more, somehow her crotch was riding on my

thigh. I distinctly felt her pubic bone as I held her close

and kissed her, first on the cheeks, and then looking at the

joy in her eyes, impulsively, I planted a wet one on her

lips. Did I feel a flash of tongue tip?

That fast. It happened that fast. I didn't have a

woodie when I saw her, but when I stepped away from that

kiss, I'd sprouted a boner. I thought I detected her eyes

flitting across my pelvis, but couldn't be sure. To hell

with it, I thought. She knows I'm not a monk.

"Have anything more than this?" I asked, picking up her

shoulder bag.

"You kidding? You ask me up for a week end, for a

dance, and you think I've got it all in that little bag.

Why I wouldn't go to the tennis club with that little bag

alone."

"A steamer?" I groaned.

"Not quite," she laughed, "but I did come prepared."

Prepared for what, I wondered. "Oh, that's OK. I

brought the Four by Four."

"You're taking me to dinner and a dance in a TRUCK?"

she asked in fake horror.

Laying my hand on my chest, I asked in mock

indignation, "Moi? Did you think I was so crass? Me? Of

course not! I borrowed a *van*."

I knew what she thought of vans...that they were thinly

disguised make-out vehicles, employed mainly by the

underclass . . . whoever they were.

She squeaked, "A *van*?" and then laughed. "Oh well,

mothers will do anything for..."

"Kidding! Just kidding, Mom. Actually, I borrowed a

friend's Mercedes sedan...the kind you like...you know,

long, sleek, and very conservative."

"A Mercedes? For me? You must really *want*

something, eh?"

I thought, "Little do you know Mom. I want to get into

your pants." But what I *said* was, "Just to be with you,

Mom, that's all I want," and gave her one of those

shit-eating grins that gives evidence to the lie.

The business of picking up her two sizable suitcases

occupied us for the next little while and it wasn't until we

were driving away from the airport, ensconced in the warmth

of the big Bronco and listening to some soft jazz that I was

able to fully appreciate her being there.

I drove over to the old river road, longer but a more

scenic, more romantic route.

"Thought I might take you right home, give you the

chance to take a nap and then clean up before going out to

dinner tonight. That sound all right?"

"Don't *leave* me. Stick around, won't you? I came

this far to spend some time with you. I can nap anytime."

"Don't worry, lady. You won't be able to get rid of

me," I promised, laying the palm of my hand on her knee,

aware of the silky soft skin on the inside of her thigh.

She laid her hand on mine and squeezed it, saying, "I

think I like dating you."

In short order we were home and the Bronco was

unloaded, her bags placed in my room. We chatted non-stop

as I watched her move about my room, making room for her

things. I knew it was her custom to get out of her

traveling clothes straight away, so I stuck around to see

what might unfold.

As I'd hoped, she began to undress, tossing things here

and there, commenting on news from back home, requiring no

more from me than an occasional affirming grunt. When she

was down to her bra and panties, she pulled her robe from a

suitcase and, turning her back, unhooked and dropped her bra

and in almost the same motion, slipped into her robe.

Still with her back to me, the robe hanging open, I

could see her hook her thumbs into the panties' waist band

and pull them down and then off, tossing them carelessly on

the bed just a short distance from me. I stared at them,

brief and rumpled, imagining that they were warm and scented

by her. I was dying to pick them up and hold them to my

face.

When I pulled my eyes from her panties and looked at

her, I noticed that she had seen where my eyes were. She

looked away, as if to relieve me of the embarrassment I

might feel, and I thought I detected the beginnings of a

faint smile.

She turned and walked into the bathroom, saying, "Just

a minute." The bathroom door would close all the way with

some effort, but it was sufficiently warped that one had to

lean on it in the last inches. She had simply pushed it

toward closed as she walked in. I knew that she would see

the door ajar by inches if she were to sit on the toilet. I

waited for her to come back and push it the remainder of the

way, but she didn't. Instead, she continued to talk to me

as if the door just cracked open was a convenience and not

an embarrassment.

For all our openness, she'd not been this relaxed with

me at home. I strained to hear her intimate sounds. I

needn't have, for when she began to pee, it was remarkably

loud. I could hear her initial tinkle followed by the

characteristic hissing sound of female urination, pee
splashing against the porcelain, ending with the less

forceful last squirts dribbling into the water. I was

enthralled with the sounds, for it called to my mind vivid

mental imagery.

As she pulled toilet tissue from the roll, I was

suddenly aware that she'd been talking the entire time and

I'd not heard a word. Oh, Lord, I hope she hadn't asked me

a question.

My heart sank when she said, "Will you?" in a tone that

indicated that this was the second time she'd asked it.

"I'm sorry," I said, "I missed that. Would you say it

again, please?"

She laughed and flushed the toilet and as she came out

of the bathroom belting her robe, she smiled and said, "I

asked if you had any of that promised chilled Champaign, and

if so, could I have some?"

We spent the next few hours catching up, first one then

the other talking, sipping inexpensive Champaign and once

again, sinking into the easy familiarity we'd discovered. I

shared with her the intense competitiveness I'd experienced

in school, the long hours I'd been putting in, trying

desperately to maintain the pace and the feeling of

isolation in a crowd. "Christ, Mom, I haven't even kissed a

girl in months!"

"Poor Uncle Wiggly," she said. The origin of that

expression was lost to me, but I knew it to be a

tongue-in-cheek sympathy.

"Yeah, poor me," I agreed, smiling. She'd never let me

sit on the pity pot long.

Looking at my watch, I whistled and said, "Even if we

rush, we're going to be more than fashionably late. You

want the shower first or shall I?"

"You go first. You know how I like to fuss. I've got

some primping to do if I'm going to impress your friends."

"You spend more time doing less making up than anyone I

know," I complained, not for the first time.

She laughed and reasoned, "You'll like the result.

Now, get going!"

An hour later, near-record time for her, we were off to

the dance, having given up on the notion of dinner entirely.

Our entrance might have been choreographed, for there was an

apparent brief lull in the music as we entered and people

were mostly standing around the edges of the floor, I

thought, just to watch us come in.

My chest was puffed up with pride and self importance,

having this knock-out woman on my arm. She was wearing a

dark green, partially iridescent dress with a flowing, full

skirt and a tight bodice, cut shockingly low. The full

upper portions of her breasts were visible and they seemed

to sway and bounce with her step. I kept reminding myself

not to stare. Sometimes it even worked.

"I must look good," mother said, "you've been staring

at me all night. Thanks." Suddenly changing the subject,

she asked, "Have you smelled my new perfume?"

I shook my head and leaned toward her neck, as if to

smell the scent behind her ear but she surprised me by

pulling the bodice of her dress away from her breasts and

leaning toward me. Suddenly I had an almost unobstructed

view of her bra-clad tits. Any forlorn thoughts I had about

being suave were lost at the moment. Cartoonists have done

well using my expression, eyes bugging and tongue lolling

out. Tres cool, that was me.

"Nice!" I gasped. I was also quite articulate.

"The perfume?" she asked, laughing and not waiting for

an answer, added, "Now, I want to dance, Mr."

Perhaps I'd had healing of a few damaged neuronal

circuits, or maybe I'd just matured a fraction, but my

dancing was remarkably improved. I could say that, knowing

that I'd not stepped on her feet, at least not as much. A

definite improvement. Keep in mind that that's a relative

statement, given my starting point. Nevertheless, we danced

and danced, initially a bit stiffly, but gradually with

greater grace and closeness. At first we chatted a bit,

mostly about nothing of consequence. You know, social small

talk . Soon, however, she placed her head next to mine and

we danced silently.

Remember that we were about the same height? Then you

can picture us, she with high heels, dropping her head a bit

to mine. I didn't give a darn what I looked like. I was in

heaven.

"Billy, introduce me to your date, won't you?" said a

classmate of mine as he moved in on us, smiling and holding

out his hand.

"Uh, Mother, I'd like you to meet John...I'm sorry

John, I don't think I ever knew your last name."

mother laughed easily and held out her hand saying,

"Hi, John. Nice to meet you. My name's Susan."

Strange, I thought. She didn't use our last name.

"Could I have the next dance, please," John asked.

mom made a production of asking my permission first and

then accepted with a warm smile.

Darn him. He was tall and looked too damn handsome.

Worse, he could dance. You know, the fast dances that had

me confounded.

For the rest of the evening, John and I danced with

Mom. He was actually a pleasant, very polite and socially

at ease fellow who, as it turns out, filled my mother's

desires for "lots and lots of dancing." But perhaps more

significantly, John caused to appear an apparent

inexhaustible supply of chilled Chardonnay wine, only a

little of which I drank, but a great deal of which mom
quaffed.

I don't ever remember seeing mother look so gay and

animated. Her eyes were shining and she laughed easily, a

deep-throated, lusty laugh as she chatted gaily with the two

of us. She has always been a marvelous story teller and in

the last hour of the dance, told us a number of outrageously

funny stories, often with herself as the brunt of the humor

and most often with deliciously naughty overtones.

The last few dances were slow and romantic and mother
insisted that she dance with her date. "You understand,

don't you John? Billy's my main squeeze...he's the guy I'm

really taken with," she said as we moved away.

I was almost floating with pride and when we moved onto

the floor, I looked into her eyes and said, "Thanks, Mom.

That meant a lot to me."

"Well, it's true," she said as she leaned forward and

kissed me lightly on the lips.

I was aware of a sheen of perspiration on her face and

upper torso. Looking down, I could see a large drop of

moisture that was trailing its way down between the heaving

halves of her breasts. I felt very warm and didn't know if

it was from the dancing or something else.

She moved closer and wrapped both arms about me,

holding me tightly to her body. Again, I was acutely aware

of her pelvis against my thigh. My hand had dropped to her

waist and then to her upper buttocks, at first by accident

but when I realized what I was feeling, I pressed a bit more

with my finger rips, feeling the firm muscles of her butt

moving under my hand. The melodic strains of a familiar

number floated around us.

"Thank you, Billy," she whispered in my ear.

"For what, Mom?"

"For everything. For this day, this dance. Mostly for

treating me like a woman. Like I'm special. Like

I'm...desirable. It's been a while." The muted refrain

seemed to wrap us in some terribly romantic cocoon as we

swayed closely together.

She moved against my erection. Part of me wanted her

to know it was there and another part, the scared-little-boy

part of me was horrified. It didn't seem to bother her, so

the lusty part of me won out. I just pulled her even

closer, allowing my hand to slip farther down on her ass.

Even though it was quite dim during the last dance, I

maneuvered us into a darker corner where we simply danced in

place, she with her back to the wall, me with my hand on her

ass, swaying side to side with the melody dimly heard.

She whispered something. I thought it was, "Oh, yes .

. ." but I couldn't be sure. I pulled my head back and

looked into her shining eyes, asking an unspoken question.

Her nonverbal answer was to close her eyes and offer her

lips to me, partly open. I lowered my mouth to hers, barely

touching. I could feel her breath on my lips and smell the

Champaign. Motionless, we stood together, breathing into

each other. Unmistakable this time, the tip of her tongue

flicked out and ran across my lower lip. I returned the

compliment. We didn't really kiss, at least as in pressing

our lips together. Rather, it was a mild version of dueling

tongues accented with heavy breathing.

I could feel her legs against me and her stomach

pressed into mine. As well, I could feel her full breasts
pushed against my chest as I ran my tongue down into one

corner of her mouth, there pushing the hardened tip just

into her mouth and then back out. In, then out, the meaning

blatant.

She groaned and then pulled back, saying, "I turn into

a pumpkin in moments. Get me out of here, please."

Minutes later, in the deep leather bucket seats of that

borrowed 560SEL, pulling away from the dance, she leaned

over and placing a hand on my arm, said, "This is magical.

I don't want it to end. Can we pretend a little longer?"

"Pretend what, Mom?"

"That I'm your date. For just right now, that I'm your

date and we're going home from the dance. For tonight,

don't call me Mom, OK? Call me Susan, won't you?"

Stopping at the exit a moment, I turned to her and

placed my finger tips on her cheek. "Susan? Yes, Susan!

Would you like to dance some more? At my place?"

The radiance of her smile thrilled me. "Yes, Bill, I'd

like that a lot."

-------------------------------------------------------

------------



Walking into my place, I turned down the lights and

switched on some soft music. Taking her in my arms, I said,

"I would like to have this dance, if you please, and then

the next dance, and the dance after that and then . . ."

She shushed me with a finger on my lips and saying,

"Yes, each of them...they're yours." Then, slipping off her

pumps, she nuzzled into my neck, whispering, "For the rest

of this magical evening, I'm yours. Ready or not, here I

come."

This time there was no proper and polite arms-length

beginning to the dance. We simply resumed where we'd left

off, body to body in that familiar shuffle that passes for

soul-felt dancing. Instantly I was acutely aware of her.

Aware of the smell of her hair and the press of her breasts
and the hardness of her pubic bone against me. And, as

instantly, I became hard. I didn't wonder if she could

tell. It was blatant.

"Susan," I asked - it sounded strange to my ear, "could

I kiss you?"

"Of course, Bill. I'd like that."

"I mean a real kiss. An adult kiss. Not some

little-boy-peck-on- the-cheek kiss."

"Of course, a real kiss. I never expected less from

you."

She closed her eyes and offered her partially open

mouth to me, her lips wet and seemingly slightly swollen. I

opened mine and kissed her lips, initially very softly, and

later with more feeling. She kissed back, making no effort

to end the kiss, seeming to melt into it all the more. We

kissed again, and we mouthed each other, breathing into each

other. I gave her my tongue again and she responded the

same way, pushing the urgent, hardened tip of her tongue

deep into my mouth.

I found my self slowly rocking my pelvis into her,

rubbing my erect cock on her thigh. I felt her push back in

a slow, grinding fashion, pushing her pubic bone into me.

"Let's sit, Bill. I want to be closer to you." She

slowly pushed me backward toward the couch and as it hit me

behind the calves and I was falling into it, she added, "Can

I sit on your lap?"

Without waiting for a reply, she half turned and

lowered her bottom into my lap, wrapping her arms about me

in the same motion, her breast under my chin, her cleavage
right under my nose.

"There! That's better," she proclaimed, reaching for

my right hand and placing it on her hip while I placed my

left hand around her bottom. She was sitting right on top of

my hard-on. She squirmed a few times as if better defining

what she was sitting on. "Isn't that better?"

"Ummph," I exaggerated and in a strained voice as if an

elephant were sitting on my chest, I replied, wheezing,

"Yesss. So much better."

"You turkey, you. I hardly weigh anything and besides,

you haven't paid enough attention to me tonight. Well, at

least not in the last few seconds. I want another kiss."

I looked up at her and mimicking her surrender, closed

my eyes and offered her my lips. She immediately ran her

tongue deep into my mouth and groaned, "God, you're

delicious," again grinding her butt on my lap.

Without thinking or conscious decision, I ran the palm

of my right hand up from her hip, across her waist to the

side of her thorax. I missed and was palming the side of

her breast. She kissed me harder in apparent approval so I

went for broke and cupped her full breast in my hand,

thumbing her erect nipple.

I don't know when we broke that kiss. Actually, I

suspect we never did. It just slid into others. I made no

pretense of touching her tit by mistake. Rather, I palmed

it and weighed it and rolled her nipple between my fingers

in as provocative a fashion as I could imagine. I wanted to

feel her breast and more, I wanted to be patently blatant

about it, that both of us would know and acknowledge that I

was caressing her breast and nipple.

We were both moaning and voicing largely incoherent

sounds. She was hugging my head and tousling with my hair

in a passionate, almost frenzied fashion. Our faces were

wet from the open-mouth kissing and licking. I had pulled

down the bodice of her dress, exposing her demi bra. Her

dark areolae were plainly visible through the lacy half cup.

Pulling the bra cup down, her hard nipple popped out as I

bent my head toward her tit.

"Yessss," she hissed, "kiss me there. Suck me, Billy.

Suck my nipple. You've been wanting to do this for a long

time, haven't you?"

"You could tell?"

Laughing, she replied, "Kids think their parents are

dumb as well as blind. Yes, I could tell. It's tough isn't

it, trying to be subtle and look at my tits at the same

time!"

All pretense had vanished. Any thought I might have

had for a negotiated seduction was out the window. This

wasn't going as I'd planned and it was wonderful. I

couldn't believe what was happening. My beautiful mother was

sitting on my lap with her breast exposed, the nipple

shining with the wetness of my saliva, groaning as she

ground her bottom into me.

"God, Mom," I rasped, "I love you so much. I can't

tell you."

"Yes, yes...I know Billy. Just love me. Hold me

tight. Kiss me."

I couldn't keep my hands off her body. She'd been

squirming around so much that her dress had ridden up on her

thighs, exposing a good expanse of leg. Holding her

skirt-covered buttock with my left hand, I ran my right hand

up and down her body, then down to her left knee and up

under the hem of the dress to the top of her thigh, above

her hose. She scrunched down farther, helping me to lift the

dress. Suddenly she was bared to her pelvis.

"Jesus, Mom! You have such beautiful legs."

Her only reply was to kiss me again and open her legs.

I flashed back to the afternoon I was looking up her dress.

Now, however, I wasn't peeping. She was showing herself to

me. It was clear that I couldn't be content just looking.

Still I hesitated. Could I *touch* her there? Could I cup

her mound in my hand? Actually feel her pussy? What the

hell! In for a penny . . .

I ran my hand up and down the soft inside of her thigh,

moving closer each time to her panties. She moaned and

pushed her pelvis at me. The side of my hand pushed against

the cushy bulge of her panty crotch. She grunted and

lurched, snapping her legs shut, trapping my hand. I tried

to pull out but she suddenly reached down and with

surprising strength, grabbed my wrist, I thought to pull me

away from her pussy. Instead, she opened her legs a little

and pulled my hand into her crotch even tighter, sawing me

up and down against her cunt, moaning constantly. "Oh, God.

Oh, God. Oh, God. Shit. Shit, Shit. Yes. There! Do it!"

I scrabbled my fingers, trying to get in under a pant

leg edge. She let go of my hand, lifting her hips as if to

help me. I gave up and grabbed the lacy crotch of her

panties and pulled downward. Again, she heaved up, and with

her free hand, helped me pull them down, first to her low

thighs and then in a tangle of limbs, off, muttering the

whole time, "Get 'em off, get 'em off."

What happened to my sedate and dignified mother?

Where'd she go and where did this lusty woman come from?

Freed of her feet, I pulled her silky panties to my

nose, inhaling the essence of her as she was groping in my

lap, fruitlessly trying to pull down my fly zipper.

"Christ! And I thought *guys* had a hard time with

girls' bras!" she complained. "Help me, dammit."

"Jesus, I can't open my pants much less pull them down

if you're sitting on me, can I?"

She laughed and said, "This isn't going smoothly at

this moment, is it?"

Heaving her off my lap, dumping her on the couch, I

replied, "No, but it's sure as hell is GOING...and right

now!"

I shucked my trousers and briefs, my hard cock sticking

up obscenely. Mother's dress and bra quickly joined the

frantic pile of clothing on the floor. Suddenly, we were

both nude, or nearly so. I was stunned at this

out-of-control passion that had overwhelmed us.

A very small, detached part of my mind was observing

the blind passion of us. No prolonged, romantic build up.

No inch-by-inch seduction. We'd fallen over the edge, both

of us, and were in some run away free-fall of lust, both

mindful of what was happening and each fueling the consuming

fires of our passion. I think we were mostly beyond words

at this point.

She reached for me, as if to cuddle again, as if to

kiss again. I pushed her back into the couch and her legs

came up. In one motion, I pulled outward on the inside of

one knee, opening her up to me, nude save her hose and

garter belt framing her wet, swollen and open pussy. I gazed

at it in absolute awe, it seemed for a long time but in fact

was probably only seconds. Then, making eye contact, I

gradually lowered my head toward her crotch, that she would

know my full intent.

I paused, studying here pussy. As I expected, she

trimmed the edges of her luxuriant pubic bush. Her lips

were bare. I looked, but couldn't see her anus. That area

lay hidden in shadow.

Smiling, she murmured, "Oh, yes!" and slouched down

even farther, arching her pelvis up to meet me.

In contrast to my usual too-fast-to-savor-the-moment

hurry, I moved as in glue, so slowly. Looking alternately

at her open pussy and then into her eyes, I continued

lowering myself slowly. I placed the palms of my hands on

her thighs, pushing them open even more. She murmured

approval, "Yes, that way."

The sometimes-rational part of my mind was boggled.

Only a little while ago, I was dancing cheek to cheek with

my mother. Not quite innocent, to be sure, but a league

from holding her legs open that I might see her better.

How'd this happen? My libido suggested that I not screw it

up by "thinking" about it.

The musky scent of her cunt wafted up to me, ripe and

intoxicating. I knew that smell. Knew it from a hundred

times that I'd picked up her soiled panties, but it was

never this erotic, this intimate. I drank in her scent as

one would savor the heady aroma of heated brandy. I pulled

it in and held it.

I felt her hands on the back of my head, pulling me

gently toward her. I gave myself to her control and allowed

her to guide me to her pleasure. She pulled my head into

her crotch and my lips first touched her pubic hair above

her slit. She rapidly corrected, pushing my head down to

the uncovered clit. I kissed it softly and she ran her

fingers through my hair as she crooned, "Oh, Billy. Kiss me

there. Suck me. Please suck me."

I pursed my lips and kissed all around her clitty,

occasionally flicking it with the tip of my tongue. Each

time she lurched, as if shocked by a small jolt of

electricity. She rolled her pelvis against my face, rubbing

on my mouth as I tongued inside the wet and swollen lips of

her cunt. At the bottom of her slit, it was a swamp she was

so wet. I curved my tongue into the pool of her secretions

and pulled some up, wetting her clit with her own juices.

Her speech had become almost guttural as she

explosively exhaled each time I drove my tongue into her.

"Unh...God, I, unh . . . needed that, unh...deeper, Billy,

unh...take me . . ."

I pulled back, my face drenched, and kneeling between

her legs, I fisted my painfully hard cock that she might see

me and again looked into her eyes. Her face was in half

shadow and her eyes were dark pools.

I could see her shift her vision to my cock as I slowly

stroked the shaft, bunching up the skin about the bulbous

head and then pulling it slowly back. I looked at her open

pussy and then at my cock before I again looked into her

eyes, asking the silent question. Her answer was equally

silent and equally unmistakable. She looked at me gravely,

then pulled her knees up and out, while running the inverted

V of her fingers down to her pussy, opening it up in

invitation.

Suddenly she clasped her crotch in her hand as if

shielding it and with a wide-eyed look of alarm, said,

"Wait! Billy, *think* a minute. Think about what we're

doing. Do you know what this means?"

I slowly shook my head, not understanding.

She rushed on after her rhetorical question, "If we do

this - and God, I want to - there's no turning back.

There's no pretending it never happened. Our relationship

will never be the same. Billy, this is a HUGE step. Are

you sure?"

"As sure as I know how to be, Mom...uh, Susan. If

you're worried I'll suddenly become some arrogant,

impossible-to-control jerk after this...relax. I'll be the

same person I've always been. I don't want to change our

relationship. Well, except this way. Do you believe me?"

With the same look of concern, she stared at me and

then slowly nodded her head. Then, her eyes softened and

she smiled and whispered, "Yes."

Leaning forward, I gently moved her hand away from her

crotch. I knee-walked to her up-thrust pelvis and bent my

cock down to her, running the head through her wet trough

and then, wielding it like a stick, I used it to thump on

her clit. I started softly but rapidly increased her clit

flogging until she was gasping and twitching.

"God damn you, Billy. Quit teasing me. You're hauling

coals to Newcastle. I'm ready, dammit." She smiled, taking

the sting out of the words and then added, "Fuck me, you

shit."

Shit? I was seeing a side of my mother I didn't know

existed.

Again, bending my impossibly hard cock, I forced the

head into her pussy, asking, "Want more?"

She answered by thrusting her pelvis at me, effectively

burying my cock deep in her vagina, ending any thought I had

of feeding it to her slowly. Who was I kidding? As if I

could have waited!

I fell forward on her, mashing her breasts under my

chest. Her hands were above her head and I grabbed each

wrist with my crossed hands and imprisoned her arms. I

supported much of my weight with my elbows, but allowed my

mass to hold her down as I thrust into the female depth.

"Feel my cock, Mom...Susan. Feel the head of my cock

slip into you...into your cunt." I emphasized the T sound.

"Feel it push open the walls of your pussy. Feel me open

you up. There! Can you feel the head of my cock touch your

womb?"

Her only answer was to grunt and thrust back at me.

Then we proceeded to rut. Short rapid strokes followed by

slow, longer strokes, occasionally pulling all the way out

and then slamming in again.

"I'm inside you. Feel me inside your woman slit."

She struggled and thrashed about, seeming to fight me,

but never so much they she actually got away. We both

supported the sham of me forcing her, almost raping her. Of

course, the bucking and rolling of her hips gave evidence to

the lie of her struggles to extricate herself.

I spoke into her ear constantly, but I can't tell you

exactly what I said. I simply gave mindless utterance to

the train of imagery marching through my head. I remember

only that it was very vivid and very lewd, just like my

dirty talk.

mother is multi orgasmic and she bucked her way through

her first cum minutes after we started fucking. Thereafter,

I controlled her orgasms, or so it seemed to me. I would

slowly build up the pace of our copulation and

concomitantly, edge into increasingly lascivious spoken

imagery, describing in lurid detail what I was thinking and

what I wanted to do with her.

"Feel my hardness. Feel my shaft...inside your pussy."

She'd throw her head back, tendons straining in her

neck, eyes closed and mouth gasping. Then, face contorted,

almost as if in pain, she'd begin whipping her head back and

forth, a wail building in her throat and she'd cum again.

We rested a few moments, my cock hard in her pussy,

still holding her wrists above her head. I whispered in her

ear, "I want you to get on your knees, facing away from me.

I'm going to fuck you from the back."

She gasped, "My ass?"

"That'll be later, little girl," giving her my oil-can

Harry voice, "Right now, I want to sink into your woman

place, that sweet, hot girl pussy, but from the back.

Doggie position."

Would my dignified mother submit to kneeling in front

of me, ass in the air, that I might fuck her like an animal?

As she was scrambling around she said over her

shoulder, "God, Billy. I love it doggie style. How'd you

know?"

Kneeling just behind her, I looked down at her very

narrow waist and her beautiful ass and replied, "Didn't.

But I do now. You're pussy looks so sweet, pooched out that

way between your legs."

"Jesus, you've got a wonderfully dirty mouth." Then

she chuckled, adding, "And I love it."

She lowered her head to her crossed forearms,

accentuating the sway of her back. With her ass pointing

up, the cheeks of her buttocks opened, I could see for the

first time her ass hole. It was tan, slightly darker than

the surrounding skin, puckered and tight looking. I wondered

if she'd ever had Dad's cock in her butt.

"You're looking at my ass, aren't you?" As if reading

my mind, she added, "I love anal sex but your father thinks

its somehow dirty."

"Susan, I've dreamed of this. Months...couple of years

even. And now we're here. It's one of those rare times when

the realization is greater than the expectation."

"Don't tease me, Billy. Touch me. I'm hungry for

you."

With the fingers of my right hand pointing down, I

hooked my thumb in her pussy and cupped her mons. I'd read

of the so-called G-spot and searched for it with my thumb.

Almost instantly I was rewarded.

"Umph...yes! Right there! God, what you're doing to

me? I can't believe this."

I rolled the pulp of my thumb over that slightly raised

tissue under her pubic bone as I fingered her clit on the

outside. With my left hand, I traced feather-light touches

around the rim of her anus. The sphincter tightened and then

relaxed. I pushed the tip of my left index finger against

her anal opening, applying constant but gentle pressure.

"Oh, God. What are you doing? I can feel so many

feelings but I can't tell where they're coming from. You're

driving me ca-RAY-zy."

Her hips were rolling and I had only to hold my right

hand still to allow her to set the rhythm and intensity. I

continued to gently apply pressure to her anal sphincter,

occasionally bending down to drop a dollop of spittle on her

softening ass hole.

"Yes, yes, yes," she chanted. "Do that. Do

*everything*!"

As she rolled her pelvis, pushing her butt back against

me, my left index finger slowly slipped into her ass up to

the first and then the second joint and finally all the way.

Curving my finger forward in her rectum, I could feel my

thumb in her pussy through the thin wall of tissue

separating those two cavities. God, I couldn't believe what

was happening!

Her orgasmic song started again, initially deep in her

chest and raising to her throat, ending in a wail. Vocal

restraint was not her strong suite. For one who was

normally so properly restrained, it clearly did not extend

to sexual passions and orgasms. I idly wondered if my

neighbors could hear her, and then dismissed it, not caring

a whit if they did.

We both slumped to a pile of entangled limbs, she

exhausted from another orgasm and me...well just emotionally

wiped out.

After several minutes, she stirred. I slowly pulled my

fingers from her body and then just hugged her ass and her

hips, softly raining kisses on her buttocks, murmuring

sounds of love.

"You're not finished are you?" she asked in a tone of

alarm, looking back over her shoulder.

Kneeling, I thrust my still-hard cock in her direction

and asked, "Does this *look* like I'm finished?"

"Oh, good! Fuck me now, won't you? From the back?"

With renewed vigor, she again pointed her butt at me.

Holding her hips in my hands, I pushed at her, but my cock

missed her pussy repeatedly until she reached back between

her legs and, taking my errant dick in her hand, guided it

to her cunt's entrance.

"There!" she declared with some pride of

accomplishment.

Then, as I slowly stroked in and out of her soggy sex,

she reached back again and caressed my balls, cupping them

in the palm of her hand.

"God, Billy! You've got huge balls!"

I suppose I took it as a judgement and said lamely,

"Uh, I guess if some of that growth went into my dick rather

than my nuts, I'd have a big cock." It's true that men are

always concerned about the size of their dicks.

"Baby, it's perfect. It just couldn't be any better.

You couldn't pleasure me more. And you know? I *want* you

to fuck my ass. If it were any bigger, I don't think I

could take it there."

We fell silent, grunts and sighs excepted, as we

continued this languorous coupling. Still holding her hips,

looking down at the beauty of my cock slipping into her

swollen cunt...in and out...in and out. The old in-an-out

game.

Riding the pleasurable plateau, content for the moment,

I remembered something she had said and asked, "Did you

really know that I was...uh, lusting for you...all those

months?"

"Sure. Oh, it shocked me at first. Thrilled me too.

But I was shocked and didn't know how I felt really. I

suppose it really hit home when you were massaging my feet

and looking under my dress. I was a little tipsy and it

gave me a thrill...that you were attracted to me."

"Then what?" I asked.

"Then what? I don't know. I was confused. You know.

Mother's duty. Conventional morality. I was horny. Your

father...well, let's leave that alone for now, OK?"

"OK, but tell me, was I so obvious?"

"Yes and no, Billy. You weren't rude or anything, but

for someone like me, someone who already loved you and who

was affection starved, I was a set up. I was very aware of

your attention. Looking for it even."

I began patting her butt with the palm of my right

hand. "Did you know about...about the panties?"

"What about them? That you liked to touch 'em? I knew

that right away, but it was a while before I saw you pick

them up to smell them. That what you mean?"

I picked up the pace of the patting. Now it was a soft

spanking, first on one cheek, then on the other. "Yeah. I

was afraid you'd find out, but I couldn't stop. They're so

erotic. I love the scent of you."

"Hmmm, that feels good on my butt." She wiggled her

ass and, glancing over her shoulder, she continued, "So, I

thought about it and decided it wouldn't hurt to enter into

a little game with you. I knew that this wasn't going

anywhere...we'd never actually *do* anything, but I enjoyed

the sexual tension."

"Changing your clothes...were you flashing me?"

"Of course. I wanted to give you a thrill. But what I

found out was that *I* was the one who was getting the

thrill. It got me wet, showing myself to you. Several

times - you may remember this - when I left you to go into

my bathroom, I had to masturbate. And that gave me a

thrill. Sitting on the toilet, fingers on my sex, knowing

you were right out there. I wanted you to know and at the

same time, I was terrified that you would know. Funny,

huh?"

Another glance over her shoulder. "A little harder,

please?"

I increased the intensity of this erotic spanking. Her

cheeks were getting pink and she was getting wetter. I

could see the sheen of her juices on my cock as I pulled it

from her tight, wet sheath.

"Did you ever think about 'doing it' when you were

playing with yourself, Susan?"

"With you?"

A harder slap. "Yes, with me!"

"I was really embarrassed then, even with myself, but

yes, of course I thought about it. I tried to think of

other things when I was masturbating. I tried to hold off

thoughts of you, but so often - sometimes stuck and unable

to get off - thoughts, visions of you would pop into my head

and whoosh! I'd get off. After a while, I gave up and just

used you all the time. I'd day dream about you and get wet

when you'd see me dressing."

Nodding in recall, I said, "I'd get so hard, it'd hurt.

I was always afraid you'd see me and be insulted. But it

was so thrilling, I couldn't stop. Did you know that?"

"That it was thrilling or that you got hard? I

certainly knew about your stiffies. And I knew it had to be

about me. One part of me was shocked I guess, but the

stronger, the sexual part I mean, was excited. I tried not

to look, but I did. I just couldn't help myself."

I was brought to a halt by the intensity of my

emotions. "I *thought* you knew and averted your eyes

because you disapproved." Laughing, I added, "I'll never

hide it again."

Wiggling her ass, she asked, "Why'd you quit spanking

me, Billy? It was just starting to feel good. And by the

way, how'd you know I *liked* to be spanked, anyway? You

seem to know a lot for a young guy!"

"I read a book once," I quipped, as if that explained

everything. I resumed the spanking, alternating one cheek

and then the other.

Arching her back, she rested her head on her forearms

again and observed, "I've quit trying to figure it out. I

mean, I'm a feminist and a strong woman, but I *love* to be

spanked. I think it's a sexual thing, you know, a pleasure

thing and it has nothing to do with feminism. A little

harder, if you please?"

Turning up the intensity current a notch, I slowly

moved to the bottom of her buttocks, to the crease where the

cheek meets the thigh. With only my fingers, I slapped the

tender area closer to her vulva.

"Oh, YES!"

Then I moved inward, right next to the fur-trimmed

swollen lips of her cunt and continued the erotic slapping,

asking, "And here?"

"Yes...no. I mean, spank me right on my pussy, Billy.

I'll come for you...it's getting closer...yes, right

there...oh, yes, yes, yes...shit, shit . . .," and her words

again degenerated into a crescendo of pleasure as she thrust

her hips further back at me. I slipped my thumb into her

cunt, pressing the soft tissue right behind her pubic bone.

Thrashing her head and beating her small fists into the

pillow, she shuddered, once, and then again, then fell into

a heap, sobbing.

I held her close in my arms, patting her head and

murmuring soft sounds of loving. "It's OK, Mom, it's really

OK. I'm here. You're all right."

She nodded her head, sobbed again and with her voice

catching in her throat, said something like, "I'm OK, Billy.

There's nothing wrong except I can't remember when I've felt

like this. It's never happened just like this before. I've

never felt so...so much. It's almost scary. But I'm

certain about one thing," and then she stopped.

"What's that, Susan?

"That I love you, Billy. I don't know if we've done

the right thing or not, but I know that I love you. And I

know that there's no going back. I'm not sure what to do

next, but I want you to know that this was one of the more

beautiful moments of my life. I want you to know that I

have no regrets about this, about us...that I love you very

much.

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