MOM'S TOO DAMNED SMART

The events of this story took place several decades ago--far enough back that people actually said, "Behind every great man there has to be a great woman." Well, that was certainly true of my parents. My dad was well-known enough that if I used our actual first names, many of you could figure out exactly who we are. He held several powerful positions, but it was my mom who got him the first few high-profile jobs that built his career.

That was all years before I was born, when my older siblings had still lived at home. I recall attending their weddings, but otherwise my brother and sisters weren't really a part of my life. They had their own families and jobs, and were spread out all over the country. We'd see each other once in a great while, but my health prevented me and my mom from traveling as much as we might have otherwise.

I was a "preemie" baby. Six weeks before I was supposed to be born, I was out of the womb and straight into an incubator. Naturally I don't remember that, but I do have vague recollections of spending far too much time in hospitals as a child. More times than I could count, some doctor or nurse said it was "a miracle" that I had managed to survive at all.

It wasn't just my birth, either. My health was terrible throughout my childhood. I got severely ill dozens of times, my bones were brittle and tended to break easily, and I was scrawny and undersized until about the time I turned sixteen. Between illnesses and injuries, I was hospitalized nineteen times before I reached high school.

At least six times I almost died.

It was tough on my mom, but it was unbearable for my dad. He hated that feeling of powerlessness every time he visited me in the hospital. I could see it in his face, and his expression of helpless rage would haunt me for years. Not that either of us could do anything about it, of course. I could not will myself to better health any more than he could. Still, I felt that I had somehow let my father down.

I used that as motivation in my rehab, working hard so that I could make my father proud of me.

Those prolonged hospital stays cut into time I should have been in school, and I was held back in the second, fourth, and seventh grades. My parents brought in private tutors and my mother also tutored me after that last time I was held back. That summer was rough, but it was a major turning point in my life.

I started growing rapidly, and for the first time I began to be healthy more often than not. It felt like every week I was noticeably stronger than the week before. Under my mother's excellent tutelage I finally caught up on all the education I had missed. The schools allowed me to test out of the eighth grade entirely so that I started high school that fall instead.

It had taken an enormous amount of work, and there's no way I could have done it without all that help. Those tutors really knew their stuff and explained everything well. My mother might have been an even better teacher. It was wonderful news for me and my family, but I was already sixteen--two years older than almost all my classmates--when I started my first year of high school.

It was as if my body was trying to make up for lost time, then. I grew really fast that freshman year. When I started the year, I was the shortest guy in most of my classes. By the end of the year, I was the tallest. My bones thickened and grew much stronger all through that massive growth spurt, and it was the first time I went an entire year without breaking something. However, I was awkward all the time.

It took another year and a half before I started to become somewhat coordinated physically. I still wasn't permitted to participate in sports or PE. No one thought I was trying to get out of it. I'd had gruesome compound fractures at school in the fourth and sixth grades. Some of the other students who witnessed those horrific injuries had been left emotionally scarred and had required counseling.

At home we had exercise equipment that I was allowed to use, with supervision. Over the years I had poured gallons of sweat all over those machines as I struggled to rebuild my body after each injury. Those exercises were such a part of my carefully-regimented life that I kept doing them even when I was no longer getting sick or injured. I managed to put on fifty pounds of muscle mass, but at first I didn't notice.

My focus was always on my health, and being careful to avoid injury. Plus, I was always cautious with my exercises. I wasn't suddenly pushing heavy weights or anything like that, so the muscle developed gradually over the course of a year and a half. I think I took notice because I realized girls in my school were looking my way with obvious interest.

It wasn't as if I had no interest in girls prior to that point in my life, but my health had always pushed those thoughts to the back of my mind. I was much more concerned with staying alive and trying to stay out of intensive care. Then I was finally strong and in good health, but I was eighteen and a junior in high school.

I couldn't date any of the girls in any of my classes because none of them were eighteen yet. In fact, many of them weren't even sixteen. Given my family's high profile, I simply could not take the risk of dating any of those underage girls.

So...I wound up getting involved with one of the teachers.

Now, this was before the internet, before cell phones, even before caller ID. Hell, people still used typewriters, and video cassette recorders were a new thing. So, sneaking around to hook up with Miss Winters meant we had to meet up and plan it in person. Our clandestine meetings were further complicated by the fact that she taught French and I wasn't even taking that language.

The only reason we got involved in the first place was that I ran into her outside of school, at the Montgomery Ward's store downtown. She assumed I was a college student, and she had only graduated from college two years earlier. I knew who she was, and when she started flirting with me I played along because I thought she was kidding.

When she pulled me into a dressing room and started kissing me, I realized that she wasn't kidding. I had the presence of mind to kiss her back. She was the first woman I ever kissed with tongue, and it was marvelous. After several minutes of hot kissing action, I felt the need to let her know who I was. She was shocked, but still visibly turned on.

"You won't tell anyone, will you?" she whispered nervously.

"Of course not," I replied, shaking my head and smiling at her. "We'd both be in trouble."

I was still smiling down at her as I shook my head and ran my hands down her sides. That was still novel for me--looking down at anybody. It wasn't like Miss Winters was particularly short. She shivered and then cocked her head.

"What are you thinking now?" she whispered.

"I can't believe I even got to kiss you," I whispered in reply. "You're so beautiful."

She lit up when I said that, and eagerly kissed me some more. However, she wanted more than kisses. I was so completely naïve that I did not know what she was doing when she got onto her knees in front of me and pulled out my cock. Then she was sucking it and all I could do was stare at her open-mouthed while she gave me pleasure I had never even imagined.

She was actually really skilled at sucking cock, but I wouldn't understand that until years later. I simply had no basis for comparison. Because we were still in that dressing room, she was careful to be quiet. Later she would tell me how much it turned her on to be doing that in such a public place, with the risk of being caught. When she felt me swelling in her mouth, she knew I was going to come.

"It's okay," she gasped quietly, "I want you to come in my mouth."

She took the head of my cock back into her mouth and sucked it insistently while stroking my shaft with her right hand. I bit my lip so I wouldn't cry out in ecstasy, and our eyes were locked when I erupted between her lips. Her eyes took on a vacant look as she gulped down my copious load. She moaned happily the entire time.

That was my first sexual experience, and it was far better than I had ever imagined it could be. Afterward, we checked our reflections carefully in the mirror and I waited five minutes after she left to make my own exit. We met in the parking lot a few minutes later. I sat in the passenger seat of her car so we could talk.

"I really want to take you back to my apartment," she groaned, reaching over to squeeze my thigh, "But I have two roommates and they are both teachers at the school. Can you think of anywhere we could go?"

"We could go to the park," I suggested.

She looked at me strangely and shook her head.

"That wouldn't work," she said, "We'd get caught for sure."

It took me a second to realize what she had actually been asking, and then my eyes shot open.

"Oh!" I blurted. "I just thought you meant somewhere we could talk. I umm..."

I looked out her windshield and thought for a bit, but shook my head when I came up blank. She was licking her lips and looking at my crotch when I turned my head to face her again.

"I'm sorry, Miss Winters. I've never done anything like this before," I whispered.

Her eyes shot up to my face then and she shook her head.

"Billy, when we're not at school you should call me Lorna."

"Okay, Lorna," I replied, smiling.

I still recall shaking my head and thinking it was really weird to call one of my teachers by her first name like that. It would feel completely natural just a few weeks later when I called out her name with my dick erupting deep in her tight, wet pussy. It wasn't the first time I came inside her, but it was the first time we had privacy and a bed beneath us--the first time I could afford to cry out her name when it happened.

* * *

My relationship with her isn't what this story is about, though.

Nobody else suspected a thing as Lorna and I snuck around so we could see each other after school. My mother knew something was going on almost from the beginning.

I knew she was smart, but it is difficult for me to convey that to you without giving too much away. Twice, my dad took over a major corporation that was on the verge of bankruptcy. Within a year, he turned each of them into industry leaders. It was my mother's brilliant ideas that actually made it all happen, both times.

It's not like my dad was an idiot, you understand. He really was an exceptional leader, and he deserved to be given those opportunities. However, there was no way he would have been as successful as he was without my mother's keen insight. Mom was content to let him take all the credit, and of course our entire family benefited from his success. In the privacy of our home, he constantly praised her and told me again and again, "Your mother is the most brilliant woman in the world, son."

Nobody outside of our family knew it, but Mom caught Dad having an affair. It was what really led to their divorce. He was being very careful, and outside of him and his lover nobody else had a clue. Mom not only discovered what he was doing, but she also managed to secure tangible evidence of his infidelity. Because of Dad's high public profile, and because she didn't want to cost him his job, Mom quietly divorced him and took a substantial divorce settlement.

I was unaware of the affair when they got their divorce. Like everyone else, I accepted the publicly announced reason--that they had simply drifted apart and wanted to pursue new relationships. That happened shortly after I turned seventeen. Perhaps it would have been more stressful for me, but at that point Dad simply wasn't around very often.

Mom seemed remarkably calm about the divorce. I cannot recall her ever becoming visibly upset, or crying, or anything along those lines. When she signed the paperwork finalizing the divorce and putting the house in her name, she merely had a wistful smile afterward. We had lived in that house since shortly after my sister's marriage, when we had sold the much larger house that we no longer needed.

It was about a year after the divorce that I hooked up with Lorna. I knew that my mother watched me closely all the time, because she'd had to. All those times I had been sick or injured, she had to act immediately to get me medical help. That sort of habitual vigilance simply doesn't go away, so she was still watching me closely when she noticed that I was acting differently.

I could tell that she was suspicious, but she didn't say anything outright for the first couple weeks. Despite my best efforts I simply could not keep the smile off of my face after I had enjoyed a clandestine hook-up with sexy Miss Winters. What I didn't realize was that my mother also took note of subtle changes in my body language, in the way I walked and carried myself, as well as a new confidence that I projected without realizing I was doing it.

When I had started high school, my parents had sat me down and carefully explained that I needed to be "careful" about seeing any girls. Not only was sex out of the question, but I also had to keep in mind that it was probably a bad idea to even be alone with an underage female classmate. At that time, there were a few high-profile news stories about guys my age who had been charged with statutory rape for dating a slightly younger girl in high school.

I understood that risk, as well as the additional complications because of our family's wealth and public profile. There were an awful lot of lawyers out there who would jump at the chance to sue my family for something like that, just to make a name for themselves. To this day I have to wonder how things might have gone differently. There were some really cute, sweet girls in my high school but I never dared ask any of them out.

Aside from my mother, everyone else assumed my new swagger was because I was finally healthy for the first time in my life. It wasn't until well into the summer following my sophomore year that I realized I hadn't missed a single day of class that entire school year. I hadn't even been sick once! That was simply mind-boggling to me at the time.

I had two really close friends, Ken and Toby, and neither of them ever suspected that I was seeing Miss Winters. Those guys hung out at our house regularly. It was their presence that kept my mother from asking me anything earlier, but it wound up...well, I'm getting ahead of myself.

* * *

It was a Wednesday in late September that my mother first confronted me. Lorna and I had met under the bleachers of the football stadium right after school. The noise the players made as they practiced covered the sounds we made. We both moaned quietly as we kissed and groped each other, and then she guided my right hand beneath her skirt before reaching for my zipper.

She had removed her panties, and her fuzzy little pussy was drenched in anticipation. It was only the third time we had dared to fuck on campus. She came almost as soon as my dick slid into her, and she shook through a second intense-looking orgasm just minutes later. When she felt me swelling inside her, she craned her neck so she could stare into my eyes.

"Yes!" she hissed. "Do it! Come in my pussy!"

I leaned forward so I could kiss her, and we moaned into each other's mouths as my cock erupted inside her. It was incredibly intense for both of us, but only twelve minutes elapsed from the time we met until we made our way out the opposite ends of the bleachers to get into our cars.

Nobody suspected a thing.

I got home and smiled at my mother, walking up to give her a hug and a brief smooch. To her, it was like I was announcing that I had just been with a woman. Lorna's perfume was subtle, but my mother could smell it on me. She could also smell the musky aroma of Lorna's juices that coated my cock, even through my pants and underwear. Her eyes and nostrils flared, and it was all the warning I got. She pulled back from me with a gasp and gripped my arms tightly with both hands.

"Billy! We talked about this!" she cried. "I can't believe you could do something so stupid!"

"What?" I blurted, shaking my head in confusion.

"I'm not stupid," she said bitterly. "Obviously you've been having sex with some girl."

I shook my head in protest, but then the doorbell rang. Mom let out an exasperated sigh and looked toward the door. My upper arms started to ache from the way she dug her nails into them.

"It's probably Ken and Toby," I said quietly. "Should I have them leave so we can talk?"

"No," she sighed, finally releasing me and rubbing her hands over my arms. "We'll talk later, after I've had some time to think about this. Honestly, I have no idea what to say to you right now."

It was subtle, but she glanced down at my crotch and shook her head before answering the door. She managed to maintain a bright smile as she invited my friends inside. I did not realize that it was the faint smells that had given me away.

Neither of my friends noticed.

A big reason my friends enjoyed hanging out at our house was that we had really cool stuff. We had a swimming pool in the back yard, but by then it was chilly enough that we had covered it for the winter. Inside, we had a large den with a pool table, and we had three arcade video games: Ms Pac-Man, Centipede and Defender. Those games had been out a few years at that point, but it was still really cool to have them in our house.

While my friends started a game of pool, I got onto one of the video games just so I could try to think. By then, most of the gameplay was just mindless repetition. I figured my mother must have seen something to make her think I had been with one of the girls in my school, but I couldn't figure out what it could have been. I glanced down at my shirt, arms and crotch but couldn't see anything obvious. There was no lipstick, no stains, and no discoloration. I didn't have some girl's hair sticking to my shirt.

I chewed my lip and tried to look at my reflection in the screen. That wasn't working, so I sighed and stepped away from the video game.

"I need to use the bathroom," I informed my friends.

They nodded briefly, but were caught up in their game and weren't paying much attention. In the bathroom, I looked my reflection over carefully for two full minutes before I gave up. I took off my shirt and carefully inspected it, but still there was nothing. The same was true of my pants. Then I took a quick shower and changed clothes before rejoining my friends. I felt much better in those soft shorts, but I was still preoccupied and wondered what my mother had seen.

Toby had won the last game of pool, so I played him next. We were all pretty good because we played so often, but obviously I had the advantage of getting to play whenever I wanted there in my house. I expected to struggle because I was so distracted, but instead I absolutely smoked Toby that game. He only got one shot, and he narrowly missed it before I ran the rest of the table.

"Wow," Ken said after I sank the 8-ball. "I'm not sure I want to play you when you're playing this well."

I saw his wide eyes and the way he shook his head, and realized he was serious. Then I took note of the way Toby looked at me suspiciously with his eyes narrowed. It took a second for me to realize that he was wondering if I had been toying with them all along, taking it easy on them to make them feel better about the way they played.

"I'm not that good," I assured him with a chuckle. "The table just set up really well for stripes after that break. But..." I shook my head and frowned slightly, "I'm actually not in the mood to play any more right now. Would you guys mind playing without me? There's something I really need to talk about with my mom."

I was so intensely focused on minute details at that moment--after inspecting myself in the mirror, and because I was worried about giving something away myself--that I finally caught the subtle way those guys flushed when I mentioned my mother, the way their eyes widened a fraction of an inch, and the way Toby carefully studied the balls on the table so he could avoid meeting my gaze. They were turned on at the mere mention of her!

That shocked me.

They both nodded, and I made my way out of the den to look for my mother. As I made my way down the hallway to the living room, another thought made me stop short.

Were those guys having sex with her? I stood in the living room and blinked as I thought it over carefully. It wasn't as if I had any evidence that anything was going on, but those guys had no idea that I had been seeing Lorna, either. I wracked my brain for over a minute, carefully reviewing those times when I had been away from home and they would have had the opportunity.

Eventually I shook my head slowly. As far as I could recall, there had never been any time when one of them could have been alone with her. At least, not long enough for them to have sex. I blew out a breath, only then realizing that I was relieved.

"Mom?" I called out.

"Yes?" she replied.

I followed her voice to her bedroom. She was just standing up when I got to her doorway. Evidently she had been lying down watching television. I glanced over at the screen briefly before looking at her face.

"May I talk with you?" I asked softly.

She nodded, so I stepped into the room, turned and carefully closed the bedroom door. When I turned around, she saw the look on my face and shook her head.

"This can wait until your friends leave," she said.

My eyes widened when I looked at her. I had been carefully looking for some clue, but the clues she was giving off weren't what I expected. Her nipples were hard, standing out proudly atop her large breasts. The blouse she wore was white and she wasn't wearing a bra, so I could make out her nipples and the slightly darker circles around them. She licked her lips nervously, but her eyes were slightly wider than they should be and flicked down to my crotch for the briefest of instants.

She was turned on!

My stomach lurched and I swallowed heavily. Then I shuddered as I pictured her lying back in her bed and welcoming one of my friends between her legs.

"Have you been having sex with my friends?" I blurted.

"What?" she gasped. "No! Of course not. Those boys aren't even eighteen." Her eyes narrowed then and she asked, "Why? Did they suggest--?"

"No, no," I assured her, shaking my head and holding my hands out in front of me. I blew out a relieved breath and chuckled. "It's just that they were clearly turned on just thinking about you. Sorry, Mom. My imagination just got carried away there."

She continued to look at me suspiciously.

"Are you trying to distract me?" she asked, "Trying to throw me off of what you've been doing? It's not going to work. We're still going to have that discussion."

"I--I wasn't," I muttered, but I was shaken.

Her nipples had hardened noticeably when she said, "what you've been doing." I turned and unsteadily exited her room, but felt the need to turn and look back at her. Mom was looking at my butt when I did.

As I returned to the den, I felt like I was walking through thick fog. Honestly, I cannot recall ever looking at my mother's breasts before that. Oh, I was aware she had larger breasts than most women. What had my mind reeling was that my mother had looked hot and horny, the way Lorna looked when she had me alone and wanted me to fuck her.

I wasn't exaggerating when I had told Lorna she was beautiful. Not only was she the most attractive teacher at my school, she was one of the most gorgeous women I had ever seen. My mother might just have her beat in the looks department, and it shook me to realize that was the case.

Mom had always been my angel. I couldn't count the number of times I'd awakened in the hospital to find her holding my hand and giving me a loving smile. Somehow I had missed the fact that she was a sexy woman until that afternoon. It wasn't as though her outfit was that revealing. She'd worn it--or something similar--many times before over the years.

I suppose it's possible that it was my experiences with Lorna that had opened my eyes. I'd never considered the possibility of having sex with an older woman before, and I think I was looking at my mother in that light. Whatever the case was, I had some distinctly inappropriate thoughts about my mother swirling through my brain for the rest of that afternoon.

Just to be clear, I wasn't thinking about having sex with her. I was just thinking about her as a sexy woman with an incredible body and gorgeous face. I wondered what she would look like naked, wondered what she looked like when she had sex, and I felt guilty for thinking it.

* * *

I was incredibly nervous after my friends left. My usual late afternoon workout did nothing to help me get all those worrying thoughts out of my mind. When I showered afterward, I recall shaking my head several times. I simply could not stop thinking about my mother's sexy body and wondering how I could have missed it all those years. Mom read the guilt in my expression, but for once she interpreted it wrong.

"Oh, honey," she sighed, putting her arms around me and giving me a firm hug, "I'm sorry I made you feel bad about what you did. I mean, it's perfectly natural and I should have expected it. After all, you're an eighteen-year-old young man. I should have expected you'd be horny and need some sort of release."

I let out a strangled gasp, but could not block out how wonderful her breasts felt pressed against my chest. If she had planned to put me at ease by saying what she did, it backfired spectacularly. Instead of relaxing, I was horrified to feel my dick getting hard from my mother's touch and her words. She pulled her head back, looking up at my face and letting out a sigh.

"So, who was the girl?" she asked. When I spluttered and shook my head, she added, "It's okay, Billy. I promise I won't get mad." I continued to stammer and tried to pull back from her, and her eyes widened in concern. "Oh, God, how young is this girl? Did you get her pregnant?"

I finally found my voice then.

"NO!" I gasped. "Mom, I swear, I never so much as asked out any of the girls in my high school. I certainly never had sex with any of them!"

I watched her shoulders relax and she blew out a huge breath, but then she hugged me to her again and pressed the side of her face against my chest. "Oh, thank God," she breathed.

It was all I could do not to groan in frustration. My dick was pressed against her lower belly, and it was hard. There wasn't a damned thing I could do about it. Mom stiffened and finally pulled back from me. When she bent to glance down at my crotch, she gave me an arousing view down her blouse. Her incredible breasts were almost completely displayed at that angle. I could see all the way down to her hard nipples. She licked her lips and looked up at my face, and I swallowed heavily.

She had seen me looking down her blouse.

We stood there in the living room and looked at each other's faces for a long while. Well, maybe it wasn't that long, but it sure as hell felt like a long time. Then Mom broke the spell by shaking her head.

"So, Billy, who were you having sex with this afternoon?" she asked. Her voice was almost a growl, and it made me shiver to see the look in her eyes.

"I promised I would never tell," I whispered, shaking my head slowly.

Once again her eyes and nostrils flared as she looked into my eyes. It triggered my memory from earlier, when she had done the same thing right after I came home, and that was when I figured out she had smelled the evidence on me. My own nostrils flared then. There was no mistaking the aroma of my mother's aroused pussy.

Our eyes locked and we both gulped.

"So, you're seeing an older woman for sex, and you promised to keep it a secret," she whispered.

I nodded slowly, twice.

"Do your friends know?" she asked.

I shook my head and licked my lips.

"They don't have a clue," I croaked. I cleared my throat and added, "Nobody does, Mom. Nobody but you. You're just too damned smart."

She shrugged, but that made her hard, throbbing nipples all too obvious.

"I just pay attention," she countered.

I nodded, but couldn't help letting my eyes drift down to her incredible, heaving breasts once again. It was just for an instant, but there was no way she could miss it. She also couldn't miss how my completely hard cock pulsed in the front of my shorts when I had glanced at her breasts. She let out another groan.

"I wish you hadn't done that," she whispered.

"I'm sorry, Mom," I said, shaking my head. "I'll try not to stare at you like that again."

She smiled and shook her head, and I cocked my head to the right as I tried to figure out what had her amused.

"Oh, I don't mind you staring at my tits," she chuckled. My eyes widened in surprise, and she let out another breathy chuckle. "Guys have been staring at my tits for so long, I just expect it," she explained. "No, I just wish you hadn't hooked up with this older woman you're seeing. I worry about you, baby. You know that. Now I'm going to worry that this woman is taking advantage of my baby boy."

"I'm not a baby anymore, Mom," I growled in protest.

She sighed and her eyes once more raked down my front to the obvious bulge of my erection.

"No, you are not," she said, still staring at my crotch. She actually looked a little guilty when she abruptly forced her gaze back to my face. "It's just that I've been taking care of you my whole life," she murmured, shaking her head and giving me a soft, sad smile.

That smile lasted for about a second, and then her eyes widened and she colored. About the time she started shaking her head, it hit me what she had just implied. She'd been taking care of me my whole life, and she wished I hadn't started seeing some other woman to take care of these new, sexual needs.

"I--I--I didn't mean--" she stammered.

"Of course not," I blurted.

She looked so out-of-sorts that I felt the need to hug her, so I did. Mom let out a gasp as her hard nipples were mashed against me, and my rampant erection poked her before I could pull my hips back.

"Sorry," I murmured.

She felt me pulling away from her and her hands quickly wrapped around my back, pulling me firmly against her.

"It's okay," she assured me.

I stopped trying to pull away and wrapped my arms around her back, giving her a long, loving embrace. She sighed and melted into me, but that meant that her body rubbed against the tip of my bulging cock a few times. When she turned her head and smiled up at me, I was pretty sure she had done it on purpose. We shared a brief smooch and finally released each other. Mom sighed again as she watched me retreat to my bedroom. I didn't dare look back at her.

It was all I could do to resist jacking off, and I didn't want to do that when I had those arousing thoughts and images of my sexy mother swirling through my brain. My dick was still completely hard, and I did what I always did when I wanted to make it go away. I focused on the scars on the inside of my right thigh.

They had faded somewhat over the past five years, but just looking at them brought back the horrifying memory of that day in school when the jagged edges of my broken femur had erupted out of the skin there along with a torrent of my blood. If not for the instantaneous response of my quick-thinking teacher, I would have bled to death. She'd been a medic in the Army reserves back before she had gone to college to earn her teaching certificate. None of my other teachers had her medical qualifications or training.

My erection promptly wilted as I had that sobering reminder. It was a miracle I was even alive, and I could not afford to be careless. In that context, I once again recalled my mother hovering near my hospital bed. I'd been mercifully unconscious when they had set those bones, and they put me under for the surgeries that were required to securely fasten some of the pieces back together.

Mom had let out a huge breath in relief when I finally opened my eyes to look up at her, and then she had graced me with that loving smile. She was my mother, my constant companion, and my guardian angel. It was wrong of me to look at her the way I had that afternoon. Once I had that reminder firmly in my mind, I let my shorts drop to cover those scars and figured I would be able to control my lustful thoughts.

* * *

When we met in the kitchen half an hour later to prepare dinner, it was obvious my mother had taken a shower. She still wore that thick, fluffy bathrobe and her hair was slightly damp. I bit my lip when I wondered if she had taken a cold shower to cool her ardor. I shook my head and then thought, Hell, I should have taken a cold shower. I'm already getting hard again.

The bathrobe she wore was not the least bit revealing. It covered her body down to just above her knees, and the thick cotton completely obscured her cleavage. What had my dick stiffening was the thought that she was naked beneath it. There were no panties, no bra, nothing to stop me from seeing her stacked, sexy body if that robe should happen to fall open. It didn't happen, but that's where my mind was stuck.

When we sat down at the dining room table to eat, Mom cleared her throat and gave me a serious look.

"Just so we're clear," she said, "I did not mean to imply earlier that I wanted to take care of you that way. I'm your mother, after all. It would be completely wrong for me to do something like that."

"Of course," I replied, nodding in understanding.

She blew out a huge breath in relief and said, "Good."

We both ate a few bites and I tried to think of something else to say to change the subject. I desperately wanted to stop picturing my mother "taking care" of my stubbornly hard cock. That made me think of Lorna eagerly taking care of me with her mouth or her pussy, which didn't help. However, after I recalled taking Lorna from behind under the bleachers that afternoon, I suddenly recalled that I had schoolwork I hadn't done.

"Oh!" I blurted. "I actually have some homework. I almost forgot about it."

"Is it anything I can help you with?" Mom immediately asked.

I nodded as I thought about it. "Actually, yes," I replied, giving her a smile.

We smiled at each other a lot more as we ate our dinner. It took me a few minutes to realize that I had unintentionally been giving my mother a show. We had one of those glass tabletops--actual glass, not acrylic--but we'd had it for years at that point. I wasn't consciously aware that I was glancing down through the glass at my mother's legs. There were enough dishes on the table that it wasn't like staring at her through a window.

Mom watched my face, and then watched my hard dick throbbing in my shorts each time my gaze was drawn down to her shapely legs. The way I was sitting, the thick shaft and bulbous head were clearly outlined by my thin shorts. When I finally figured it out, Mom saw me blush and she giggled.

"You're so cute," she said softly, smiling and shaking her head.

I swallowed heavily and thought about trying to hide my obvious boner, but no solution sprang to mind that wouldn't merely draw her attention to what I was doing. Then I watched her eat the last two bites of her dinner before she pushed her chair back and stood up. She looked down at my plate and nodded as she gathered her dishes.

"I'll wash these real quick, and then I'll get dressed and meet you in your room," she said.

I nodded, carefully chewing the bite in my mouth and swallowing. "Sounds good," I replied.

* * *

It's tough to look at my desk now and recall what that desk in my bedroom was like. For the past thirty years, every desk I have owned has been mostly covered with computer accessories. My monitor, keyboard, mouse, headphones, and cell phone take up most of the surface. Back then it was mostly clear space for me to spread out my notebooks, paper, calculator and text book. When I felt like drawing something, I had plenty of room to spread out blank sheets of paper or a sketchbook.

I only bring it up because I had to close my eyes and lean back as I tried to picture my old bedroom in my mind. On the other hand, I can still picture my mother with utter clarity when she walked into my bedroom that night. At the time, I didn't know it was called a "babydoll nightie" but she had this emerald-green one with a matching demi-bra and panties. Maybe it could more accurately be called a "shelf" bra, but I don't think the lingerie industry used that term back then.

She had worn that particular nightie before, and I had seen her in it. Until that night I did not realize I could see through it. It was shiny and translucent, giving me teasing glimpses of her body beneath it. The bra cradled her generous breasts and held them out in front of her, framing them and making them the center of my focus as soon as she walked into the room. I stared at the obvious points of her rock-hard nipples and swallowed heavily. Then my eyes roamed down to the tiny triangle of her panties and the long expanse of her exposed, smooth thighs.

I caught myself then and jerked my head up to look at her face, but she merely looked amused. It was also clear that she had brushed out her long, light-brown hair and it looked shiny and lustrous. She had stopped after taking two steps into my room, and I realized she was allowing me to look at her body before she came closer to help me with my homework.

I managed to fight the urge to apologize again. She had told me earlier that she didn't mind me staring at her tits, but I realized in that moment that she actually enjoyed it when I did. I shook my head and gave her a weak smile, and then she walked over next to me and looked down at the Algebra on the desk in front of me.

"Here," I said, standing up and offering her my padded desk chair, "Have a seat."

"Thanks," she murmured.

I had another folding chair over by my closet, and I grabbed it and opened it before setting it next to her. Now that she was sitting, the nightie had ridden up to expose her right hip and the curve of her bottom. I could see the thin string of her panty sitting high on her hip and thought, Those are the smallest panties I have ever seen. I wonder if they even cover her pussy.

The front of the nightie was draped over the tops of her thighs, so I couldn't actually see the crotch of those panties. That was probably a good thing. There is no way I could have concentrated on math if I had actually seen my mother's pussy lips.

Once we started discussing the Algebra problems, I managed to shift my focus there and mostly blocked out my mother's sexy outfit. We got to the last problem before she reached over and rested her right hand on my shoulder. I looked at her face, and her concerned expression made me gulp.

"Billy, I can't help but worry about you," she said softly. She shook her head and added, "If this woman's husband catches you..."

"Oh! She's not married," I blurted. I smiled and added, "In fact, she's not that much older than me."

Her lips turned up in a thin smile and I realized I had said too much. There was a cunning little gleam in her eye, and my own eyes widened when I started following the logical trail those clues had laid out for her. If I was seeing a woman who wasn't married, who was only a little bit older than me, why would we have to sneak around?She pursed her lips and her brow knitted. I chewed my lip nervously. Then it hit me; she'd figured out I must be seeing a teacher, but none of my teachers that semester fit the bill. Two of them were male teachers, and the women were all much older than me. In fact, most of them were older than my mom. I shook my head, drawing her attention back to my face.

"Mom, I promised," I reminded her. "Please don't ask me any more."

"Of course, dear," she replied with a smile.

She looked just a little too pleased with herself, and I narrowed my eyes. For once, I allowed my eyes to explore her sexy body freely. Mom sucked in a surprised breath, but I didn't stare at her too intently or for too long. At that range, the fabric was harder to see through and thus was less revealing. When I looked back up at her face, I cleared my throat.

"Was this your plan all along?" I asked. My voice was quiet but intense. "Did you pick out this outfit to show off your sexy body and distract me, so I would admit who I was seeing?"

"No," she protested softly, shaking her head. "I've worn this outfit plenty of times before, and it was never a problem for you."

"Really?" I asked, cocking my head. "You wore it with this bra and panty set?" She nodded, and I shook my head. "I can't believe I didn't notice," I mumbled absently.

My eyes drifted down to her obvious hard nipples, and I licked my lips before I realized I was doing it. Mom turned slightly in her seat so that she was facing me more directly and cleared her throat, drawing my attention back to her face. She was slightly flushed.

"Well, you certainly never looked at me like that before," she said. There was a wicked gleam in her eye when she added, "I wonder how you'll respond to my really sexy outfits."

I gulped and had to wonder what sort of scandalous lingerie she had stored up, in that closet she always kept locked.

"I'll probably come in my pants," I whispered.

Then I realized to my horror that I had actually said that out loud--to my mother! I felt my face getting hot as I blushed furiously, but she laughed merrily and put her hand on my cheek.

"Oh, baby, you just made my whole week," she chuckled. Then she sighed and looked down at my lap, feasting her eyes on the obvious hard-on in my shorts. "She's a lucky woman," she sighed.

Her hand slid down from my cheek, over my chest, and she jerked it back just before it would have settled onto the bulge of my cock. She licked her lips several times and muttered, "Sorry."

"It's okay, Mom," I assured her.

Her eyes shot up to meet mine, and she shook her head. Her incredible tits shook when she did that, and there was no way I could possibly not look at them.

"It's not okay, Billy," she whispered.

She struggled to her feet, but then the front of her sexy little nightie parted and I let out an unconscious whine. The thick, wet lips of her pussy were completely exposed, and the drenched little strip of her panties was pulled up tightly between them. Mom reached down to grab the hem of the nightie and push it down to cover herself, but that pressed her breasts together, making them even more prominent right there in front of my face.

"I shouldn't be doing this. I'm your mother," she whispered. She licked her lips nervously and we were looking right into each other's eyes when she continued, "I shouldn't be teasing you like this, shouldn't be staring at your hard cock, and I sure as hell shouldn't be imagining--"

She snapped her mouth shut and shook her head. I realized she had lost the calculating edge that she normally had. When she had said that last part, she really hadn't meant to say it out loud. However, I had to grin. It reminded me of the way I had blurted out that I would probably come in my pants if she paraded around in sexy lingerie.

"Well, I'm glad you think this is funny," Mom huffed.

It was obvious she wasn't really mad; she was being mildly sarcastic and I'm sure she could see the humor in the situation as I did. I shook my head and smiled at her, and after a few seconds she smiled back at me.

"It's just..." I sighed and shook my head again, trying to think how to express my thoughts clearly. I had a wry grin on my face when I looked at her face and said, "None of this would have happened if you weren't so damned smart. Nobody else suspects a thing. After you confronted me about it, I was trying like crazy to figure out what had clued you in. I stood in the bathroom and stared at my reflection, thinking there must be something I hadn't noticed. Then I took off my pants and my shirt and checked over every square inch, thinking one of her hairs must have gotten stuck to my clothes, or something.

"After all that careful inspection turned up nothing, I was still incredibly focused on little details. It was why I noticed that both of my friends got turned on when I told them I needed to talk to you. There was nothing obvious about it, except that I was looking so closely I couldn't miss it."

I shook my head as I recalled walking into her bedroom.

"I wondered why they would be so turned on thinking about my mom, but that made me wonder if you were having sex with them. I hadn't noticed any evidence that I had been sneaking around with this 'older woman' so I imagined you might be projecting your own guilt onto me--that you had just guessed I was fooling around when you were the one doing it."

"I would never do that," she said softly. She still looked unbelievably sexy just standing there and shaking her head. Her arousal was obvious. "No offense, Billy. Your friends are cute, but I can't even imagine I would want to have sex with them."

Our eyes locked, and then I finally got it. I swallowed heavily.

"But you can imagine having sex with me?" I whispered.

She bit her lip, and, after a moment, nodded slowly.

I picked up the folding chair and closed it up, just to have something to do. My mind struggled to process what that guilty nod implied, but I was struggling just as mightily not to picture what it would be like. Those conflicting thoughts made it difficult to think clearly at all, so I folded up the chair and put it away. When I turned around I saw my mother still standing in the same spot, staring at my boner as it waved around in my shorts.

Her hands still held the bottom edge of her nightie, but she was pushing down on it so hard that it was stretching the fabric. It made her breasts even more visible, which in turn made my dick even harder. I shook my head and blew out a breath, just to will myself to stop staring.

"Mom," I said softly, once again drawing her eyes up to meet mine, "If you keep tugging your nightgown down like that, you're going to tear it."

She let out a shaky, breathy little laugh as she released that bottom hem, but then she sighed.

"Damn," she muttered, "I've stretched it out already." She frowned and pulled the material out from her body, and I swallowed as the bottom hem lifted into the air and exposed her pussy once again. "I hope it isn't ruined," she added, dropping the fabric and letting it settle over her body.

Her eyes flared open when she looked at my crotch, and then she let out a little giggle and pointed. I groaned when I looked down and saw that wet patch where the head of my cock was drooling pre-cum into my shorts.

"It isn't--I didn't--" I stammered in protest.

"I know," she replied with a smile.

She turned and walked out of my bedroom, and I managed not to groan out loud when I saw the tight globes of her ass cheeks peeking out from the bottom of her nightie. They bobbed in and out of view with each step, but she was out of my room and out of sight after only five of those steps. I counted silently to ten, and then let out a groan of pure horniness.

I don't think I've ever been more turned on in my life. My hands trembled visibly when I reached for my waistband to push those shorts down my legs. My boner sprang out of them and waved around in front of me, and it looked absolutely enormous. The tip glistened wetly, until I picked up those shorts and wiped it clean. I shook all over as the fabric swirled over that sensitive flesh.

I took one step toward my laundry hamper and froze, whipping my head to the left.

"Oh, damn," Mom groaned from the doorway. "It's even bigger than I thought."

"Mom!" I gasped, reflexively covering my boner with the shorts in my hands.

"I'm sorry, baby," she cooed, stepping into my room once again. Her hips swayed as she approached. "I got halfway to my bedroom. Then I realized I really wanted to see your dick. I knew you'd be taking off your shorts, knew you weren't wearing underwear underneath them. I could hear you sliding them down your legs, and then I felt like I simply had to see it."

I moaned softly but didn't resist as she pulled my hands away from my body. My mother licked her lips and stared at my grotesquely swollen shaft. It was so hard that it was pointing upward slightly. My breath shot out of my nostrils in surprise when she reached down and wrapped her fingers around it. She looked into my eyes once again and her voice was soft and breathy when she spoke.

"Do you know why I had to see it, Billy?"

"No," I whispered.

"I wanted to be able to picture it clearly," she explained in that same soft voice. "I knew I was going to go to my room, tear these clothes off my body, and play with my horny pussy. I knew I would be thinking about you when I did it, and I wanted to picture this--" she glanced down at my dick throbbing in her hand, giving it a squeeze, "--when I did. You understand, don't you?"

I nodded, breathing heavily. She gave me a loving smile then and leaned up onto her tiptoes to kiss me gently on the lips. Her hand began gently stroking me as she continued.

"I realized it would be the same for you. As turned on as you are, there would be no way you could fall asleep until you took care of this. You'd be thinking about me, and probably feeling guilty about it."

I nodded, but wondered, When did she have time to think this up? The five seconds it took her to walk back to my doorway? As I looked into her eyes, I knew that was the case. She had spent those five seconds thinking about me, my dick, how horny she was--we both were--and...

My eyes shot open as my mind followed her train of thought, even as her hand started stroking me more insistently. I licked my lips and thought, ...and rationalizing coming into my room, looking at my dick, taking it in her hand... I saw the loving expression in her eyes. Unlike me, she was not haunted by guilt. She had managed to rationalize not only what she was doing now, but also what she was going to do next.

I would have spent days--if not weeks--struggling to come up with lame excuses to try to see her sexy body again. I would have been wracked by guilt for doing it, until I managed to rationalize this taboo attraction. Mom had worked through it all in seconds.

"So...now what?" I croaked.

She smiled at me and gave my sensitive shaft another squeeze, making me shiver. She released my dick and pulled my shorts from my grasp.

"Now you should lie down and get comfortable," she replied. "I'll get rid of these for you."

I kept my eyes on her as I slid back into my bed, and felt my eyes shoot open wide when she held my shorts to her face. She groaned as soon as she took a deep whiff of the wet spot in my shorts before tossing them into my hamper, and then I gulped and watched her slide her thong down her shapely legs. Her back was to me and I could clearly see her sexy butt, her glistening pussy, and even the plump little ring of her asshole when she bent over like that.

She dropped that tiny thong into my hamper and turned to fix me with a sexy smile. Then she was sliding into my bed, between my legs, and her hand once again wrapped around the base of my pulsing shaft. She feasted her eyes on my hard-on for a few seconds before her eyes locked with mine.

"You know you're not supposed to have sex with any of your teachers, right?"

I nodded and she nodded in response. Then her fist slowly slid up the length of my shaft and back down.

"Even though it's consensual, you know how much trouble she would be in if anyone ever found out," she continued. She shook her head. "It wouldn't just cost her this job, Billy, she would lose her career. No school would ever hire a teacher who has sex with her students--even if you are eighteen."

I swallowed and nodded again, but her eyes widened and her hand stopped in the middle of my shaft.

"It is consensual, isn't it?" she asked. "You both want it, right? She's not blackmailing you into--"

"Oh, no, it's consensual," I quickly replied. "She started it, but at the time she didn't even realize I was a student at the school."

Mom smiled thinly as she resumed stroking my shaft, and I realized I had once again admitted way too much. Oh, I knew she had already worked out in her head that I was having sex with one of my teachers, but I had just admitted it out loud. It didn't feel like she had manipulated me into revealing what I had, but it worried me.

"Mom," I said softly, "Please don't do anything to hurt her. I know you could easily figure out who she is and have her fired. If you do something like that..." I shook my head. The smile fell from her face and she looked somber when I whispered, "I would never forgive myself."

"I would never hurt you like that, baby," she assured me softly. "I just wanted to be sure. If anyone caught the two of you, she would be the one to suffer for it. People would just assume you were a horny 18-year-old guy who didn't know any better. They wouldn't forgive her."

I bit my lip as her hand squeezed and stroked me more insistently.

"So, you're going to be extra careful, for her sake," she continued. "It's going to be up to you to stop her sometimes, when she wants to do something particularly dangerous." She looked thoughtful for a moment and added, "Like if she wants to have sex in a public place, or on the school campus, you really need to stop--oh!"

I bit my lip, and she could read my guilty expression.

"Billy!' she hissed. "I thought you were smarter than that! Good God, I'm surprised the whole school doesn't know."

I managed not to blurt out a reply for once. Instead I took a slow, deep breath and thought before I replied carefully.

"We've been careful, Mom," I replied in a measured, deliberate tone. "Nobody suspects a thing, and we haven't done it often. When we did, we made sure we scouted out the area first. Almost half the time we've called it off when it looked too risky."

"Damn," Mom groaned, staring at the head of my cock, "I'll bet that was so intense."

She licked her lips again and I could feel her hot breath on my throbbing boner when she blew it out. Her voice was quiet but intense when she spoke.

"Does she suck your dick for you, baby? I'll bet she does. I bet she loves filling her mouth with your thick, hard cock." She stared hungrily at my dick the entire time, not looking at me to answer her question. Her eyes finally flitted back up to mine. "Does she ever tell you she feels guilty about what she's doing with you?" she whispered.

I finally stopped staring at my mother's impossibly sexy, lustful face and looked up toward the ceiling. I blew out a long breath as I thought about it, and then shook my head.

"No, Mom," I replied. "She just wishes we didn't have to sneak around like we do."

She nodded and looked thoughtful as her hand slowly stroked its way up and down my shaft three more times. Then her lips turned up in a soft smile. This time, she had been looking at my face instead of my dick.

"It's not enough for you, is it Billy?" she asked softly. When I looked confused, she added, "You're a horny 18-year-old guy. You probably need sexual release two or three times a day. I'm sure it's amazing when the two of you get together, but that's--what?--once or twice a week?"

I gave her a thin smile and shook my head, letting her know that I wasn't going to answer that question. She grinned and chuckled softly.

"Good boy," she murmured.

Then my eyes shot open. She leaned forward and planted a soft kiss on the tip of my cock! She was still grinning when she pulled her lips back from it, and her hand gave the base of my shaft a soft squeeze.

I understood that it hadn't been a mistake. Mom hadn't been out of control with lust and given in to an impulse she regretted. She respected my intelligence enough not to spell it out, but the way she looked up at my face let me know she expected me to figure out what she already had. I blinked a couple times and looked up at the ceiling as I tried to piece it all together.

Earlier, she had admitted that she thought my friends were cute, but that she could actually imagine having sex with me. She had put on the sexy nightie, but it wasn't the first time she'd worn it around me. It had been the first time I had taken notice of her breasts, though. She had assured me she did not mind me looking at them.

I blinked a few more times as the rest of it fell into place. My eyes landed on hers once again and she was looking at me intently. Her hand had slowed to an almost imperceptible pace, taking several seconds to work up and down my shaft. I licked my lips and took a deep breath.

"So, you told me you came back because you wanted to see my dick," I said softly. She nodded, and then so did I. "By the time you actually saw it, though, you had already made up your mind you needed to do more than see it. You knew I was seeing an older woman for sex--a woman I should never have sex with--and that I was doing it anyway."

"Yes," she breathed excitedly.

"You knew I couldn't see her as often as I want to, that I'm probably hard and horny all the time, and now that you caught me checking out your sexy body..."

I licked my lips and watched her nod eagerly. Her hand had picked up the pace, stroking me faster and faster as I had talked my way through it. She leaned forward once again, running her tongue around the ridge of my bloated cock head once before pulling back.

"Go on!" she urged.

"You know that I want you," I groaned. "You also knew I'd feel guilty as hell for having those thoughts about my own mother. When you let me know it was okay for me to have those...desires for Mi--" I managed to catch myself and blew out a soft chuckle. "For her," I said, making us both smile, "You were also letting me know it was okay for me to have those desires for you, since it was consensual. Half of what you were telling me about her...that was you telling me how things are going to be with us, wasn't it?"

"You're so smart," she moaned happily.

Then she leaned forward and started sucking my dick.

"Oh, Mom," I moaned.

She moaned lustily in response, looking up at me as she savored my hard cock in her mouth. I felt no guilt whatsoever, and she could see it in my face. I was looking down at the woman I loved the most in the world. Her mouth felt incredible, but I also felt like I had somehow earned this marvelous blowjob after demonstrating that my mind could keep up with hers.

I was concerned, though, that I would come immediately after she had gotten me so worked up. She pulled her lips back up my shaft with a long, wet slurp and gave me another smile. She had read the concern on my face and knew exactly what it meant.

"It's okay, baby," she gasped. "I'll get you hard again so you can fuck me."

She went right back to sucking me urgently, watching my face intently. I realized that she hadn't actually said, "I want you to come in my mouth." She had implied it, but she had implied a lot of things that day. As turned on as I was, I managed to smile when I realized that she wanted to hear me say it out loud.

I licked my lips and my voice was a low, raspy growl when I asked, "Do you want me to come in your mouth, Mom?" She let out a helpless, horny moan but kept sucking me and looking up at my face. "You do, don't you?" I continued. "I should warn you, there will probably be a lot of it. You've really got me worked up, Mom. It's okay if you can't swallow all of that hot, thick cum the first time."

"Mmmh!" she moaned, blowing a blast of hot air out of her nostrils.

She shook all over and her eyes rolled up in her head before she closed them. She kept the head of my cock in her mouth, but panted through her nose as her body quaked in orgasm. It was the first I realized her left hand had slid down to stimulate her pussy while she sucked my dick. That combination of physical stimuli, along with the way I teased her, made her come before she could get me off.

It was a revelation for me.

Up until that moment, I had never taken the lead when I'd been with Lorna. We had never been any place that we could afford to really talk dirty--in fact, we usually had to be completely quiet. It had been a different sort of turn-on for both of us, and it had made each time feel incredibly intense. I felt a strange sense of power when my dirty talk had made my mother come with my dick in her mouth.

I also knew my mother had a sensitive, horny pussy that needed attention. As soon as I thought it, I desperately wanted to see it. Her eyes fluttered open and she looked confused as I gently eased her body up off of me. Her lips released me with a wet slurp, and she sucked in a deep breath. She still looked uncertain as I carefully pushed her over on her back. I licked my lips and feasted my eyes on her obviously wet pussy. The thick outer lips were swollen and spread open after her fingers had worked it over.

"You have a beautiful pussy," I breathed. After I said it, I looked up into her eyes. "May I please taste it, Mom?"

I said it that way because she looked self-conscious. I guessed that she didn't think her pussy was all that attractive, but I really thought it looked beautiful. It also looked like it would be delicious, the way it was practically dripping with her copious juices.

"Yes," she panted.

She stared at my face as I lowered my lips to her puffy pussy and feasted on her rich, tangy juices for the first time. Her pussy had a distinctly different flavor than Lorna's, but I had enjoyed licking and fingering a woman's pussy and knew what I was doing. I don't know how good she was at teaching French, but Lorna had been an excellent instructor when it came to eating pussy. My mother gasped in shock and quickly came all over my face.

I really enjoyed the taste of her, but seeing my mother's face when she came turned me on even more. On some level I understood that it had to turn her on just as much to look down at my face--to see it was her son looking up at her while I licked, slurped and teased her sensitive folds. Lorna had also explained just how sensitive she was after she had an orgasm that way, so I gently kissed and nuzzled Mom's pussy after her orgasm until she looked ready for more.

Then I drove my tongue deep inside her and made her scream through another intense climax.

Her head shook from side to side and I couldn't resist her massive, heaving breasts. I slid my hands up beneath her nightie and filled them with hot tit flesh. Her skin was soft but her melons were surprisingly firm, given their size. I loved the way her hard nipples throbbed against my palms and looked forward to sucking on them.

Then Mom came down from her orgasm and caught her breath. Once again I had been languidly teasing her with soft kisses all over her pussy mound and outer lips. Her eyes narrowed and her lips tightened into an unhappy little pout. It was clear she was disappointed, so I pulled my mouth back and cleared my throat.

"What did I do wrong?" I asked her softly.

"It wasn't that," she replied, shaking her head and struggling to sit up.

I took her hands and pulled her upright. Her nightie fell back into place, covering her lovely pussy and helping me keep my focus on her face. She let out a loud sigh and shook her head again.

"You were amazing, Billy," she said softly, reaching out to softly stroke my neck as she looked deep into my eyes. "I can't believe you made me come that hard, that quickly. It's just..." She sighed again, "I had fantasized about what it would be like to be with you, and never imagined you as an experienced, skillful lover. I wanted to watch your face when you came in my mouth. Then I wanted to watch you squirm while I got you hard again. I wanted you to look up at my face in wonder when I rode you and made you come in my pussy the first time."

I leaned forward and kissed her.

"I'm sure I will," I murmured.

Mom let out a soft, breathy chuckle and gave me a soft smooch on the lips. "It won't be the same," she whispered. "I feel like this other woman took something away from me, Billy."

I put my hand on the back of her neck, leaning my forehead against hers, and there was heat in my voice when I whispered, "We've never gotten to do that, Mom. When she sucked me off, there was never time for her to get me hard again, and she never got to ride me. I'll bet you will look amazing on top of me."

I pulled my face back from hers, and then I let out a soft little burst of laughter. Mom looked at me curiously, so I added, "In fact, this is the first time I've ever been in bed with a woman, Mom."

Her eyes lit up at that, and for the first time since she had that last orgasm, she didn't look disappointed. She looked horny and quickly let me know that she was in charge again.

"I can't believe you've got a woman in your bed, Billy--and on a school night!"

"I'm sorry, Mom," I groaned, managing to look cowed rather than amused or aroused.

Her nod let me know I had done it the way she wanted. Then her hands pushed me back and I flopped back with my head on the pillow. My legs spread out on either side of her knees, leaving my completely hard dick waving in the air right in front of her. Mom shook her head and clucked her tongue in her mouth as she looked down at my boner.

"And will you look at this?" she huffed indignantly. "Honestly, Billy, I don't know what I'm going to do with you."

She slid down between my legs, and her mouth opened wide to swallow the head of my dick once again.

"I'm sorry, Mom--Ohhh!" I groaned. I stared down at her face and gulped. Fuck! She looked impossibly hot as she started sucking me insistently once again. I managed to find my voice, and croaked, "Oh, thank you so much, Mom. This is exactly what I needed!"

"Mmm-hmm!" she growled around my dick, and then she rapidly sucked me off the way she had intended to ten minutes earlier.

"Oh, God!" I cried out, shaking all over as I came in my mother's mouth.

That part wasn't an act. Holy shit! My mother was amazing at sucking dick! I stared at her face, and watched the base of my shaft pulsing between her lips. She was looking into my eyes the entire time as she loudly gulped down each spurt of my cum. Although I'd been teasing her earlier, I really did shoot a massive load into her mouth that first time.

She didn't spill a drop.

"Ohhh, damn," I groaned, "I can't believe you actually sucked my dick, Mom. That was incredible."

"Mmm-hmm," she moaned in agreement.

I felt her moan through my dick, but I was so sensitive it felt like that moan shot through my entire body. I shuddered in response, and her eyes lit up when she saw it. I bit my lip so I wouldn't smile. Then my mouth shot open and I shuddered again. She was sucking me just a little too insistently, and my dick really was too tender after my intense orgasm.

"Mom, you're--oh!--being a little too--oh, shit!" I gasped.

It didn't take long for her to have me squirming helplessly in my bed, exactly the way she had wanted. For me, it was a little more painful than pleasurable. Don't get me wrong--it felt amazing--I was simply too sensitive to enjoy it. My gasps and involuntary spasms really weren't an act, but I took it without begging her to stop because I knew this was what she wanted.

There was just a brief instant when she looked into my eyes suspiciously. I shook my head helplessly in response, and she seemed satisfied that I wasn't merely playing along. Then she took the head of my cock down her throat and made me gasp out loud. She looked deeply satisfied after that, knowing that she was the first to ever deep-throat me.

It took longer for her to get me completely hard than I imagined, mostly because she was intentionally applying more suction than was comfortable for me. Once she did, though, I was even harder than I had been before. My dick still felt incredibly sensitive, though. When she shed that nightie and slid up on top of me, it felt almost impossibly intense. The hypersensitive skin of my dick--particularly around the bumpy ridge of my cock head--could actually feel the slippery texture and contours of her pussy as it took me inside for the first time.

It felt like my dick was becoming much more intimately familiar with my mother's pussy than it ever would with any other woman. I wasn't humoring her when I looked up at her face in awe, but she shook her head, grinned, and playfully slapped at my shoulder.

"That's too much, Billy," she chided me.

"I--I wasn't--" I stammered. I had to swallow before I could whisper, "It's never been like this before."

Her face softened immediately.

"Oh, baby," she moaned, leaning down to kiss me.

Her massive breasts mashed into my chest and her pussy hungrily swallowed the rest of my cock, squeezing it delightfully. I let my hands slide down the silky skin of her back and gave her sexy ass cheeks a squeeze. Then I broke off the kiss and we both sucked in a gasp.

"I can't believe I'm actually inside you," I whispered.

"I can't believe how big you are," she groaned in response. "It really feels like you're stretching my pussy wide open."

"Should I apologize?" I asked.

"Don't you dare," she growled, kissing me once again. "I fucking love the way your huge cock feels inside me, Billy. You know what the best part is?"

As she asked, she sat up, and I gulped as her massive tits swayed right in front of me.

"What's that?" I managed to ask.

"We're just getting started, baby," she groaned. "I'm going to get to enjoy this big, tasty cock in my pussy every day from now on."

Mom looked every bit as amazing as I had hoped, but she rode me with...skill? Technique? I'm at a loss for words here. I never imagined a woman's pussy could do the things hers did to my dick. When she drove me over the edge and forced me to come deep inside her, I screamed and blacked out at the sheer intensity of that pleasure.

* * *

When I regained consciousness, Mom looked enormously relieved.

"I thought you were kidding, at first," she chuckled nervously.

I could see the fear in her eyes and understood immediately. Given my long and horrible medical history, she was terrified something was wrong after she figured out I wasn't playing.

"I'm sorry," I whispered. "I didn't mean to scare you."

"Oh, baby, I know you didn't," she replied.

That warm, loving smile reminded me that this was my mother--the angel who had always been there for me when I had been barely clinging onto life. Unlike those painful hospital experiences, I was able to wrap my arms around her and hug her body to mine. She sighed, and I felt like I was finally able to reassure her in a way I had desperately wanted to all those times before.

Her body molded itself to my left side, and her head settled onto my shoulder and the top of my chest like it belonged there. I watched her face while she ran her hand over my chest and down my midsection.

"You know, I never realized how incredible your body was getting," she murmured.

"Thanks," I chuckled, shaking my head.

She looked up at my face after the dismissive way I'd said it.

"I'm serious," she insisted. Then she sighed and rested her cheek on my shoulder again. "Those girls will be all over you when you go to college."

"It wasn't that," I replied with a chuckle. "It's just that you have an incredible, world-class, smoking hot body and somehow I never noticed before today. I know I've gotten into really great shape lately, but if anyone saw the two of us naked they wouldn't be able to take their eyes off you. They'd barely notice me."

Mom choked out a laugh, looking into my eyes and shaking her head softly.

"You don't have to butter me up, you know," she giggled. "I'm already going to let you fuck me every day."

"I--" I blurted, before I could stop myself. I had started to say, "I wasn't buttering you up," but of course she knew that. Instead I smiled and squeezed her to my side. "Every day, you say?"

"Mmm, yes," she purred. Her lips pursed, and she looked thoughtful for a moment. "Of course, we'll have to do something about your friends."

* * *

I managed to look apologetic the next day at school, when I explained to Ken and Toby that they couldn't come over to my house after school anymore.

"It was dumb, I know," I groaned, "I forgot to do my Algebra homework after you guys left yesterday. It wasn't until after I went to bed last night that I finally remembered, so I got up to work on it. Mom came in and saw what I was doing, and she was pissed. She told me to tell you guys that she doesn't blame you, but from now on I have to go straight home and finish all my homework first thing after school. Then I can call and let you know, so you can come over. Sorry, guys."

They simply nodded in understanding. It made sense that my mother would be upset about something like that, particularly after all the work she'd put in tutoring me in math.

An hour later, I left a signal for Lorna, letting her know I needed to talk to her at lunch time. We met in the language lab--at least, I think it was called the language lab. It was this room that had rows of long tables, where students would put on headphones to listen to recordings in whatever foreign language they were taking. She had a key, and I made sure nobody was watching when I headed in to join her there. The hall where that classroom was located was usually empty at lunch, and this was no exception.

This was the classroom where Lorna had spent a lot of time teaching me how to lick her pussy. She was able to sit at the desk in the corner where she would control the cassette recordings. With her headphones on, anyone who came in would think she was reviewing the next French lesson. They would not have been able to see me under that desk, kneeling between her legs, lapping at her delicate folds and teasing her with a finger or two.

She licked her lips and looked turned on as soon as I was alone with her, but I took her hands and spoke quietly. The color drained from her face as soon as I whispered, "My mom figured out what's going on with us."

"Oh, God!" she gasped.

I shook my head and squeezed her hands, giving her a grim smile. "She's not mad," I assured her, "and she doesn't know it's you specifically. She just figured out I have been seeing an older woman, and she suspects it is a teacher."

"Do we..." she sighed heavily, "Do we need to stop seeing each other?"

"No," I replied, shaking my head. "But we need to stop seeing each other here, at the school. Mom said she will make sure she is out of the house two or three times a week, so we can have the place to ourselves."

"Really?!?" she squeaked. Immediately, she covered her mouth with her left hand and looked nervously at the door.

I glanced at the door out of reflex, but I knew nobody had been in the hallway seconds earlier when I had come in.

"Really," I replied. "She was only disappointed that I had been taking chances by seeing you here. She told me I needed to be much more careful, for your sake. I'm sorry, Lorna." I shook my head once again, and looked deep into her eyes. "I got so caught up in being with you, and how incredible and exciting it's been, that I really didn't think how dangerous this is for you. It would cost you your career if we got caught. My mom wants you to be able to keep your job and your anonymity. So, here's the plan..."

I spelled it out for her, and she stared at me wide-eyed after I was finished.

"Damn, that's smart," she whispered.

"Tell me about it," I agreed. Then I pulled her hand up to my lips, kissing the back of it. "I'll see you tomorrow afternoon," I whispered.

Lorna bit her lip and nodded, and then carefully let me out before locking the door behind her. I walked briskly away toward the cafeteria without looking back.

* * *

My last class of the day was Algebra. Toby was in my class. It was all I could do to remain calm, and that class seemed to drag on forever. About the third or fourth time I looked up at the clock on the wall, I realized what I was doing and forced myself to stop. Fortunately, I wasn't the only student staring at the clock on the wall as our teacher droned on in his dull monotone.

Mr. Thayer always waited until the very end of class to give us our homework assignment. I always thought it was a dick move, forcing us to do all of it at home. If he'd put the assignment on the board at the beginning of class, we would have been able to work on it during class, while he gave his lecture. That way, if we had any questions or ran into trouble, we could ask him about it. When I had suggested it after the first week, he had dismissed the idea and looked annoyed at me for even bringing it up.

Sure enough, he started writing our assignment on the board two minutes before the bell would ring. I joined the chorus of groans, and looked over at Toby. He shared my grim expression and shook his head. After the bell rang, he leaned over to mutter, "I guess we won't be seeing you for a few hours at least."

"I'll call as soon as I'm done," I promised.

I managed to remain calm and cool until I was seated in my car. Then I blew out a huge breath I felt like I had been holding in for hours. My hands shook when I started the car, and I was sporting a massive boner for the entire drive home. At the time, my car had dark window tint which has since become illegal. I knew nobody could see me--see how desperately horny I was as I made that drive back to our house.

I pulled into the garage and parked my car, then leapt out and sprinted into the house. Mom was waiting for me in the kitchen, but she was wearing a disappointingly normal outfit. I stopped short and stared at her, and she walked around the counter so that I could see she was wearing a blouse and skirt. The blouse was just thin enough for me to see the lacy outline of her bra beneath it.

I blinked, and had to wonder if she'd had second thoughts. I had to swallow heavily, and my mind worked frantically as I tried to marshal my thoughts. How could I convince this brilliant woman that she was wrong if she had made up her mind never to have sex with me again?

"I hope you didn't speed on your way home, Billy," she said sternly.

"No, ma'am," I replied. "I was careful."

"Good," she murmured, nodding in approval. Then she looked at my empty hands and asked, "Where's your book bag?"

"I left it in the car."

She shook her head and frowned slightly.

"That's no good. You should bring in your books and change clothes. I'll be in to help you with your homework in a minute."

"Yes, ma'am," I replied meekly, turning and retreating to the garage.

A lump formed in my throat and a tear rolled down my right cheek as I retrieved my book bag and carried it into my bedroom. I let out a long sigh and then pulled my shirt over my head. When I dropped my slacks and boxers, my dick still stood out proudly in front of me. I looked down at it and sighed again. All day long I had expected to come home from school to find my mother wearing some salacious little piece of lingerie or completely naked. The way I had imagined it, I would already be balls-deep inside her wet pussy by now. Instead it appeared I was going to be on my own to take care of all my future mother-inspired boners. A loud gasp from the doorway drew my attention to my mother's shocked face.

"Jesus, Billy, you didn't even close your door!" she exclaimed. She shook her head and added, "When I saw your door was open, I figured you'd be dressed by now."

"I'm sorry, Mom," I groaned.

Her eyes narrowed as she stalked closer.

"Did you do it on purpose?" she asked in a quiet, intense voice. "Are you planning to tease me with your big, hard cock?"

"Tease you?" I murmured, "No."

"I'm your mother, Billy. Maybe you forgot about that, after last night. You shouldn't be parading around naked, teasing me with that incredible, tasty dick." She stared openly at my boner, making it lurch upward in response as she licked her lips. Her eyes flared and she looked back up at my face. "You can't just treat me like some horny slut, you know."

"I know, Mom," I groaned, shaking my head. "I would never treat you like that."

"Good," she replied with a nod. Then she took my arm and guided me over to my bed. "Have a seat, young man. Clearly we need to have a serious talk."

I nodded and sat down, but my dick remained stubbornly hard. It was sticking up from my lap. Mom shook her head as she looked down at it.

"We really should cover that with something," she muttered. Before I could say anything, her eyes lit up and she finally smiled. "I know!" she said brightly.

Then my eyes shot open as she slid into my lap. Her skirt promptly hid my boner from view.

"There," she said, "That's much better. Now give your momma a kiss."

We leaned toward each other and our lips met, but then her eyes shot open. So did mine. I felt the wet lips of her pussy welcoming the fat head of my cock beneath the cover of that skirt. Mom broke off the kiss with a gasp.

"Oh, no!" she moaned. "I totally forgot I wasn't wearing panties underneath this skirt! Oh! Your hard cock is inside me! Oh, God, it's sliding right into my pussy!"

I let out a shaky, breathy chuckle, even as my dick sank into the velvety perfection of my mother's soaked and horny pussy.

"What's so funny?" she demanded.

She arched an eyebrow, but her mouth shot open and she let out a sexy moan as I took her hips in my hands and guided her down onto me. Half my cock slid into her snug, drenched pussy.

"You scared the shit out of me," I growled.

She blinked and looked into my eyes, swallowing heavily before she asked, "What do you mean, baby?" Her mouth shot open again as her hips pushed forward and she took more of my hard cock. "I try so hard to be a good mommy for you," she whimpered.

I got it then. She was trying hard to stay "in character," but she had let me know what she was doing. I gave her a brief nod and murmured, "Ah." Then I cleared my throat and gave her my best "desperate longing" look that I could manage.

"I'm so sorry, Mommy," I whimpered, forcing most of my dick into her molten depths. "I know I should stop, but it just feels so good. It's all I've been able to think about all day."

"I know what you mean," she panted, bucking her hips up and down and starting to push my dick in and out of her. "I was wearing panties earlier, but they got so wet just thinking about this that I had to take them off."

I stared at her and licked my lips. Fuck! She looked impossibly hot and wanton as she rode me. It felt like I "got it" once again in that moment. The outfit she wore was something she had worn countless times before. It was the kind of thing I had seen my mother wearing most of my life, and it now served to reinforce the taboo nature of what we were doing. Even though she was fully dressed aside from her missing underwear, we were having the dirtiest sex imaginable.

My mom was sitting in my lap, taking every inch of my dick and moaning in protest the entire time.

"Did you touch yourself, after you took them off?" I whispered.

She bit her lip and nodded, driving her hips down onto me and twisting her lower body in a circle with my full length buried inside her.

"Yes!" she gasped. "I touched myself, and I came like crazy while I imagined my son fucking me!"

She shook on top of me, biting her lip and looking spectacular as her pussy gushed orgasmic juices all over my dick. Her internal muscles fluttered and squeezed me all through her orgasm, and then she sagged against me and panted onto my chest. I wrapped my arms around her and held her as I reclined onto my back.

"Oh, damn," she whispered, "I can't believe I came so fast."

"I'm sorry, Mom," I groaned.

She looked up at my face sharply when I said that, so I felt the need to continue. I looked up at her with the same helpless, horny expression as I reached up beneath her skirt and seized her hips. I guided her up and down on my cock as I spoke.

"I know it makes me a really bad son, but I'm glad this happened. Oh, Mommy, your pussy feels so good!"

"Oh, baby, you don't really want to fuck Mommy's pussy again, do you?" she asked breathily.

Her eyes flared, and it was clear from her expression that she was turned on and right back into our little game. I nodded and rolled the two of us over so that she was on her back and I was between her slightly-spread thighs. I managed to get my feet onto the floor and pulled her to the edge of the bed without my cock slipping out of her.

I held her ankles and spread her legs. Her skirt slid up and bunched around her waist, giving me an amazing view of her pussy lips welcoming my thick, veiny shaft. I let out a lusty groan, making her shiver.

"Oh, damn, Mom," I moaned, thrusting into her, "Your pussy looks amazing. I can't believe I'm actually fucking you."

"You--you shouldn't be looking at my pussy, Billy," she protested, but she spread her legs wider.

"I can't help it," I groaned, pumping my dick in and out of her snug, buttery channel. I swear it felt like she got even tighter around me.

"Oh, God," she moaned, "I just felt you get even harder! You're so dirty, Billy. I can't believe you're getting even more turned on to fuck your own mom!"

"Oh, Mom!" I cried out, leaning down to kiss her hungrily.

We moaned into each other's mouths as I fucked her hard and fast. This was what I really needed--what I had looked forward to all day. Our little game had built up the heat quite a bit, but my achingly hard cock had been dying to pound my mother's tight little pussy ever since she had left my bed the night before.

That wonderful rapid pace soon pushed me over the edge, and Mom's eyes flashed when she felt me swelling inside her. Abruptly, she broke off the kiss and gasped in protest.

"Billy! You can't come inside me! I'm your mother! What if you get me pregnant?"

That stopped me cold. I stared into her eyes in disbelief and stopped thrusting instantly. It never occurred to me that there was any possibility of that happening. Mom's hands pushed insistently on my chest, and I managed to pull out of her. Then I caught the teasing gleam in her eye and knew it was still part of the game.

"I can't believe I let you fuck me," she groaned, "But I feel like I would be an even worse Mommy if I just teased you." She shook her head and genuinely looked like she could not believe it when she added, "I can't believe I'm doing this, but I feel like I have to suck you off."

She scooted off the bed and pushed me back onto it. Then she knelt between my legs and noisily slurped on my sloppy dick. I stared at her face and shook my head. My dick had been coated with her pussy juices, and I couldn't believe how eagerly she was sucking me. About the time I cried out and came in her mouth, I realized that it wasn't necessarily the taste of her own pussy that had turned her on.

It was that dark fantasy, confirmed by her taste buds. She was sucking off her own son after he had been buried in her horny pussy.

After she finished draining me, I managed to pull her up on top of me.

"What are you doing?" she asked, looking at me curiously as I dragged her hips up past my cock and onto my chest.

"My turn," I murmured as I pulled her up onto my mouth.

"Oh!" she cried out in surprise.

Then she moaned happily as my mouth explored her tangy pussy once again. It seemed to turn her on even more when I squeezed her sexy ass cheeks and pried them open with my fingers. It certainly opened her pussy for me. I was able to really drive my tongue deep inside her. Mom shuddered and cried out twice before insistently pushing her body up away from my mouth.

"That's enough," she gasped.

I stopped trying to pull her back to me, and let her slide onto her side beside me instead. Once again it felt completely natural to wrap my arm around my mother's sexy body like that.

"That was incredible," she breathed, planting a soft kiss on my exposed nipple. "I just don't want to get carried away, Billy. You still have to get your homework done and call your friends so they don't get suspicious. Plus, I really want to continue this tonight, and I'm afraid you'll wear me out."

"Thanks, Mom," I replied. When she looked at me questioningly, I added, "That was exactly what I needed. There's no way I would have been able to concentrate on my homework if I didn't get to enjoy you like that first."

She gave me a quick, hot smooch and murmured, "Mmm. My pleasure, baby."

Mom retreated to her bedroom and put on panties before returning to help me with my homework. With her help, I actually finished everything much faster than I had expected. I also felt like I understood everything completely. When I had gotten stuck, she had explained it much better than any of my teachers had. That had included Algebra--which was the longest assignment--as well as Chemistry and Economics.

When I called Toby to let him know I had finished everything, he was surprised.

"I'm not even halfway through that Algebra homework!" he exclaimed. "I still have that Chemistry worksheet after that. I'll try to hurry, but it will be at least another half hour before I can pick up Ken and come over."

"Take your time," I replied, smiling at my mother.

She was already sliding her panties down her legs.

Our phone was attached to the wall next to the kitchen counter. As soon as I hung up, I slid over behind my mother. She was leaning against the counter, already breathing heavily in anticipation as she braced her hands on the countertop. The way she was looking over her shoulder at me, I could see the arousal in her eyes when she heard me slide my zipper down.

"It seems my friends will be a while, Mommy," I growled into her ear.

"I heard," she replied breathily. Then she moaned as I slid the head of my cock up and down the drenched folds of her pussy.

* * *

When my friends arrived, I was as relaxed and happy as I had ever been in my life. I had thoroughly enjoyed taking my mother from behind in the kitchen, and we had plenty of time to shower after that intense but quick fuck.

I remember Ken played pool particularly well that afternoon. Toby was frustrated because he wasn't playing well, but then he hopped onto the Centipede machine and beat the high score. He was really excited when he reached that milestone--that score had been tops for over a year.

"Guys! I think I'm going to beat the high score!" he had announced breathlessly.

Ken and I promptly stopped our pool contest and came over to watch him. Not only did he beat the top score, but he kept right on going for nearly twenty more minutes. It was really impressive, and it was almost as exciting for us to watch him do it as it was for Toby to have such an incredible game.

When he finally lost his last life, we all let out a groan. That brought my mother into the den.

"What's all the excitement about?" she asked.

All three of us spoke up at once, gushing about how well Toby had played. Mom smiled and bit her lip. After we finished talking all over each other, she laughed softly and came over, resting her hand on Toby's shoulder and making him blush.

"Congratulations, Toby," she said breathily, "That's really impressive."

"Thanks," he murmured.

Mom was dressed in another blouse and skirt, but at that range we could tell she wasn't wearing a bra. My friends struggled not to get caught staring, but they weren't good at hiding their interest or their arousal. I raised an eyebrow and Mom gave me a warm smile.

That smile didn't quite hide her competitive fire. She had been the one to set the high score on all three machines after we got them, and I just knew she would beat Toby's high score while we were at school the next day.

Mom stayed in the den with us for another fifteen minutes, teasing my friends with an incredible display of her sexy body and unfettered tits while managing to look like she was unaware of her effect on them. Then she mercifully left us alone while she started cooking dinner. It was impossible to miss the boners my friends sported as they watched her sexy ass swaying out of the room.