Chapter 01.2

Wendy groaned again, this time louder and deeper, and Mike guessed she was close to cumming. His jaw dropped open as he watched her free hand, which had previously been resting on her stomach, move upwards and caress one of her tits. She kneaded her flesh gently between her fingers and let her fingertips roam all over her soft skin. Finally, her fingers focused on her nipple and Mike stared wildly as she teased her nipple into a hard, drawn point on top of her tit.

By now her hand was quickly stroking her own pussy and apparently her own touch on her nipple drove her past her own control. She pinched her hard nipple and let out a long, low groan far more sexual sounding than anything Mike had ever heard before. Even if he hadn't been able to watch her masturbate he was sure that the mere sound of her moaning as she came would have been enough to make him rock hard.

He watched as her body tensed and rocked as she came and then as it finally began to relax after her orgasm passed. She lifted her hand from her pussy and Mike quickly noticed the glistening wetness of her own pussy juices coating nearly her entire hand. She lay very still with only her fingers moving across her tits as she appeared to be in a completely contented state.

Mike suddenly panicked and realized that he needed to think fast to avoid blowing his cover. He couldn't just disappear into his room or appear to be strolling down the hall. She had clearly not been expecting him until much later and had just finished cumming quite loudly. He knew that any cover story where he claimed to have been home for a few minutes would risk him getting caught as she would surely know that he had heard her.

He quickly and quietly raced down the hall and down the few stairs to the main level of the house. Still not sure that this would work, but knowing it was about his only shot, he loudly opened the door and then loudly closed it again. He rumpled his backpack and coat as if he was just coming in and stamped his feet a few times for good measure. He desperately hoped she would hear him and come out to meet him so he wouldn't have to risk going upstairs to find her. He feared that she would somehow just automatically know he had seen her by his expression or body language if he had to go back up to her room.

He rumbled around in the refrigerator and let out a silent sigh of relief when he heard Wendy walking down the hall toward the kitchen. With his head still in the refrigerator he tried his best to compose himself so he wouldn't look guilty when he turned to greet her.

"You're home early," Wendy said as she walked into the kitchen.

"Yeah," Mike said as he grabbed a can of pop and steeled himself to turn around. He tried to casually not look directly at her as he talked for fear of giving away his dirty little secret. He told her about how his studies had gone better than expected and how he felt about as ready as he could be for the test.

"Great," she said, "care to join me downstairs for a little TV?" Mike finally drew the courage to look at her as he told her no and said that he would probably just head up to his room and go to sleep.

She was wearing her thick, white terry cloth robe that Mike had seen her wear thousands of times before around the house. It was tightly knotted around her waist but that didn't stop Mike from glancing at the triangle of bare skin exposed on her chest by the robe. Almost as quickly as he glanced he looked away in fear of getting caught and in shame at feeling like he was about his mom. As she said goodnight and went downstairs Mike had to suppress a groan as he thought to himself that she must be naked under her robe.

He couldn't make it to his room fast enough and quickly shut the door tightly. He knew that it probably wasn't smart to do what he was about to do in an unlocked room, but even though the bathroom door had a lock and his room didn't he had never before used the lock on the bathroom door so he knew using that would raise a lot of suspicion if he was caught.

He had been very careful and methodical about when and where he would jerk off ever since getting caught by Tori and had almost always waited until his mom was asleep or away, but now he was too horny to care. Almost as soon as he shut the door he began removing his pants and boxers. By the time he got to his bed he was pulling off his shirt and laid down completely naked. He gripped his cock firmly and his mind immediately raced back to the image of seeing his mom masturbate.

It only took a couple of strokes before his cock erupted with a massive amount of cum that ended up all over his stomach and sheets. After he had pumped all the cum he could out of his cock he simply released his cock and lay flat on his back letting his mind replay what he had seen over and over.

As he lay there his mind began replaying the scene with different endings. First he had pulled out his cock and jerked off before finally cumming at the same time as her. Then she had noticed him but had continued pleasuring herself all the while staring into his eyes. The next time he replayed the scene she noticed him and beckoned him to the edge of the bed. Once there they both continued masturbating until Mike eventually shot his cum all over her stomach and tits.

By now his cock had grown hard once again. He resumed his grip on his cock and began stroking again as his mind continued its instant replay with each version become more and more intense.

Mike frantically stroked his cock as his mind played a scene with his mom sucking on his cock as he fondled her soft tits. He was surprised at how quickly he felt his second cumshot approach and he knew he wouldn't last long. In his mind he pulled his cock out of her mouth just as the first spurt of his cum shot out. His cum landed across her tits and she jerked his cock as it shot the rest of his load onto her neck and finally face. Just as he finished cumming in his mind his cock shot his second load of cum all over him. He stroked out the last of his cum and thought about Wendy sucking on his cock lazily as his cum coated her tits and face.

This second cumshot seemed to relieve the sexual energy he had built up. Almost as soon as he finished cumming he was quickly struck by a huge wave of guilt and regret. How could he have watched his mom masturbate? How could he have let himself get so excited by watching? Was he a pervert for thinking about fucking her?

He tried to push aside these thoughts as he started the long process of cleaning himself and his bed. Once he got cleaned up he was able to fall asleep quickly following the intense build up of excitement and equally intense release. Still, just before he drifted off he still wrestled with what his desires and actions meant.

The next few weeks were hard for Mike. He was very busy at school, but that wasn't the hard part. Seeing his mom as he did seemed to awaken a part of his mind that hadn't been active before. What made things hard for Mike was that his mind began, in some small ways, to view Wendy not as his mom but simply as a hot older woman. While he had never done it before, he now found himself catching glimpses of her tits or staring at her ass if her back was turned to him. Being with her now was very exciting sexually but also very confusing.

One night in particular Mike was feeling very horny. He had big exams at school each of the two previous nights and had worked each of the last two days also. He hadn't jerked off for nearly three days, practically a record for him, and he felt like he had a constant hard on as he went through the day.

He had planned on going straight to his room and jerking off as soon as he got home but Wendy had grabbed him the moment he stepped inside and asked him to help her do some shopping. Now he was trapped in the car with her with no relief in sight for hours.

They made a few stops and ended up at the grocery store. They paid and went to their car and started loading everything into the trunk. Wendy tried to balance a bag in one hand while she put another bag in the trunk when either something slipped or one of the bags started to rip. Either way Mike could see her dropping a bag and they both jumped toward the bag and tried to catch it.

A half second later they had caught the bag but Mike became keenly aware that he was now standing pressed against her with her ass pressed firmly into the front of his jeans. "Thanks," she said in relief as they set the bag down.

Before he knew what he was doing Mike stepped aside, but instead of stepping back and then aside as would be more normal he simply stepped to the side and let his growing hard on rub against her ass as he moved. He regretted doing it immediately because he was sure she would know what he was doing. With great relief she picked up their conversation right where it had left off before she nearly dropped the bag and they made their way home.

Mike was now nearly out of his mind with lust. When they got home he knew he could have excused himself and gone upstairs to quickly jerk off, but some perverted part of his brain said no. He was very aroused by having brushed against her ass earlier and he furiously planned how he could replay that scene now in their kitchen.

As they put away the groceries and then cooked dinner together Mike had several opportunities to rub against her ass or her side and he took every one. He grew braver and braver each time she ignored his actions and by the time they sat down to eat he had a raging hard on.

Dinner helped to calm him down, but as soon as they started to clear the table and load the dishwasher he picked right up where he left off. He only had a couple of opportunities but he gladly took them both. Finally the kitchen was clean and Mike had to hide his hard on from her view.

She announced that she was going to head up to take a shower and Mike watched her leave the kitchen. As soon as the water started running Mike rushed up to his bedroom and wildly jerked off as he thought about his mom soaping up her naked body just down the hall.

The rest of the night passed without incident as Wendy lounged around in her white robe and Mike tried his best to not stare. He again wondered if she was naked under the robe but forced himself to think of something else when he was afraid that she would notice the bulge in the front of his pants. Mike went to sleep that night very much looking forward to his haircut the next day.

The following day seemed to drag by as he waited for his haircut. He hadn't seen or talked with Tori since his last haircut and the anticipation built as he thought about seeing her once again and about having his mom rub her crotch and tits against him repeatedly.

The time finally arrived and he showed up a few minutes early hoping to have the chance to "accidentally" run into Tori. There was no such luck as she was busy with a customer in her space. Wendy asked Mike to sit and wait for a few minutes while she finished up her previous customer. Mike sat and thumbed through a magazine until she finally came out and settled with a pretty redhead.

He followed her back to her area and climbed into the chair and sat back as she started the haircut. He could hear Tori talking and laughing near the door as she settled with her customer. He reflected back on the feeling of her mouth around his hard cock and felt electric jolts go through him as Wendy began pressing her tits into his arm and rubbing them back and forth as she worked on the hair on top of his head.

To his disappointment he heard Tori walk out with her customer leaving him and his mom alone in the salon. He closed his eyes as they chatted and savored the feel of her rubbing up against him.

The next month passed with Mike continuing to steal forbidden touches with Wendy whenever he could. By now he had done it enough with no reaction from her that he was sure that she was unaware of his true motives. This knowledge made him a little bolder than before and he had occasionally even tried brushing his hand across her ass when he could make it look like an accident.

Only once did he think he was going to get in trouble. That one time he had tried to let his hand brush across her tits as he leaned over her from behind to set something in front of her. As soon as he did it he knew he had gone too far and the look he received from her let him know she felt the same. He held his breath expecting her to ask him what he was doing but fortunately she never did and he promised himself he would show better control in the future.

He fantasized often now about "accidentally" catching her in the shower or changing clothes. In his fantasies she would usually act upset at first and then quickly become intrigued by his curiosity. This would always lead to them fucking or to her sucking his cock.

He still felt a little guilty about having these feelings about her but had ultimately convinced himself that he wasn't doing anything to harm anyone so it couldn't be that bad. After all, they were just thoughts.

During his next haircut he sat quietly and enjoyed his mom's touches when he heard the curtain slide open. "Hi Mike," Tori said chirpily as she poked her head into Wendy's area.

"Hi," he said back trying to sound casual. This was the first time he had seen her since she had sucked his cock and he instantly grew rock hard at seeing her again.

"Are we still on for Friday?" Tori asked Wendy.

"Sure," Wendy said as she continued working on Mike's hair. "8 o'clock sound good?"

"Great, see you then," Tori happily answered. She then gave Mike a quick wink while Wendy's back was turned and added, "Bye Mike."

When Mike got home Friday afternoon he again tried to ask his mom what she and Tori were doing. He had been curious and excited about them going out together and had wanted to find out their plans, but Wendy had been oddly evasive.

Mike hung out watching TV as Wendy got ready for her night out with Tori. Mike did a double take when he first saw her after she changed her clothes. She looked hot and Mike couldn't remember seeing this outfit before. She had on a tight pair of black pants and what looked like a silk top that buttoned up the front. The top was a dark blue and the top few buttons were left open exposing what Mike felt was the perfect amount of cleavage. To set the whole thing off she wore a pair of boots with high heels that accentuated her figure and made her look sexy as hell when she walked.

"What do you think?" she said as she came downstairs. "Not bad for an old lady, huh?"

"You look great," Mike said honestly as he stopped himself from saying any of the other lewd comments that filled his mind.

She added some jewelry to complete her outfit just as the doorbell rang. She went up to answer the door and Mike soon heard Tori's voice as Wendy invited her in.

"Damn, you look hot," Tori exclaimed noticing the same things that Mike had about Wendy.

"You aren't so shabby yourself," Wendy replied. That comment alone was enough to make Mike jump out of his chair and try to act like he had some reason to go upstairs where the two women talked.

"I'll be right back down," Wendy said as she went upstairs to grab something just as Mike entered the room.

"Hey Mike," Tori said. Mike turned to her and found his words caught in this throat at the sight of her. She wore a very tight, very short skirt and a pair of spiked heel shoes. The skirt rode low on her hips and left her skin just up to her pierced belly button exposed under her tight top. The top dipped low between her tits and clung tightly to her in a way that made Mike stare openly.

"You like the outfit?" she asked quietly so only Mike could hear.

"Yes," Mike whispered unsure of what else to say.

Just then Wendy walked back down the hall toward them and Mike worried that he and Tori would look awkward after their exchange. Instead Tori picked up just as if they had been chatting easily the whole time. "...so after dinner we are going to hit this club that is supposed to be pretty wild. I know a guy in the band and he said the place is a blast so we're going to see what sort of trouble we can get ourselves into."

Mike looked at Wendy with a look that asked why she didn't want him to know that. She answered with a little shrug, "I thought you would think it was silly for me to go to a wild club like that."

"Don't wait up," Tori said as their cab arrived and they left, "I plan to keep your mom out late."

Despite what Tori said, waiting up was exactly what Mike decided he had to do. Even if it was just to catch a glimpse of Tori again at the end of the night he knew he had to stay up and see. True to her word Tori did keep Wendy out very late. Mike was beginning to think he should just give up when he heard the cab pull up out front.

He heard the door open upstairs and went up to greet them. He was a little disappointed to see that only Wendy had come inside and listened as the cab drove away outside. It only took one look at her for Mike to know that she was drunk off her ass. She didn't often get like this anymore, but every once in a while she would really cut loose while out with friends and get completely wasted.

"How was the night?" he asked.

She went into a long explanation of all that had happened to them that night. She tended to ramble on like this when she was really drunk. In short, she and Tori had a blast and Tori had hooked up with many different guys throughout the night. In the end she ended up with the phone numbers of about 6 different guys.

Mike thought she was done but then Wendy slurred, "I think I need a nightcap. Can you grab me a beer?" There were a few beers tucked way in the back of the frig. Mike went to the frig and as he walked she continued talking about the night out. However, now she started complaining about how she didn't get nearly as much attention from the men as Tori. She said she got a few dances but nobody seemed too interested. She continued on like this as Mike grabbed the beer. He couldn't believe how openly she was talking about this subject.

He handed her the beer and they sat down at the kitchen table together as she concluded, "Maybe I should just admit that Tori has aged better than I have."

Mike didn't know what to say but felt like he should say something encouraging so he responded, "Don't say that. You still look great."

Wendy laughed and took a big drink of her beer. "You're sweet," she said. "But you really can't be objective about your mom."

"Seriously," Mike said, "I've even heard some guys at school talking about how hot you are." As soon as he said the words he regretted it.

"Really?" Wendy asked with a drunkenly playful tone and a little gleam in her eye. "And do you agree with these guys?"

Mike felt like he had been hit in the gut. He didn't know what he expected for a reaction but that sure as hell wasn't it. She clearly was expecting an answer and he finally said, "Yeah, I do."

Wendy smiled an odd little smile at him and took another big swig of beer before she stood up and stumbled a little before regaining herself. Mike also stood up as she moved to him and gave him a big, warm hug. "Thanks," she whispered into his ear.

The feeling of her pressed up against him was almost too much for Mike to take. He placed his hands on her lower back and felt the cool, smooth fabric of her top under his fingers. They hugged for a long time before she pulled back and looked him in the eyes. She then moved in and gave him a kiss on the lips. They had very rarely kissed each other on the lips and this kiss left Mike surprised. The kiss was nothing overtly sexual but Mike thought it seemed to last just a bit longer than what a usual mother/son kiss would be like.

"Thanks," she softly whispered again as they parted the kiss. She picked up her beer and made her way to the stairs leading up to their bedrooms. "I think I've had about all I can take for one night," she said. "Good night."

Mike said goodnight and then stood in the kitchen by himself trying to understand what had just happened. Whatever her intent, Wendy had left him completely aroused. Mike quickly shut off the TV and all the other lights and went up to his room with his cock pressing firmly against his pants.

He heard her moving around in her room with the door closed as he went past her room and into the bathroom and figured that she was in there for the night. He quickly brushed his teeth and got ready for bed as he thought about the hug and kiss.

He shut the door to his bedroom and almost immediately began to pull down his pants so he could take care of his hard cock. He had just reached his bed when he heard a light knock on the door. Before he could say anything his mom stepped into his room. He quickly struggled to pull his pants back up and just barely succeeded before she fully stepped into the room. Even though his pants were now up his belt was undone and the button of his pants was open. He hoped it wouldn't be too obvious what he had been getting ready to do.

She had changed and was now wearing her big white robe. She stood for a moment and looked at him. He sat still and waited for her to speak. Finally she started, "Mike, I know what you do up here by yourself all the time." She paused and looked at him again before continuing. Mike felt himself flush with embarrassment as his stomach twisted into a knot and his heart started to race.

"I'm sorry..." Mike started to offer before Wendy interrupted him.

"I know you are just doing what any curious 19 year old boy would do." Another pause before she continued. "I've also been noticing the way you brush against me, the way you 'accidentally' touch my ass or my tits," she said. Mike felt another flush of embarrassment and shame. She had fucking known all along and had just let him continue on like an idiot. Suddenly he felt very stupid and young.

"At first it concerned me," Wendy continued still with the slurred speech of someone who was clearly very drunk, "but then I took it to be kind of flattering. I figured you wouldn't go to the trouble if you thought I was ugly. Mike, you're not very experienced with woman are you? Are you still a virgin?"

Mike mumbled a soft "yes" not sure where she was going. If she was just trying to embarrass the hell out of him she was doing a great job.

Her tone changed slightly as she added, "I know it is totally wrong, but honestly I was flattered that a young, good looking boy would be interested in me. Truthfully, I think about you sometimes in ways that mothers shouldn't think about their sons..." Her voice trailed off as she clearly had opened a door to him that she perhaps hadn't intended.

Mike's head was absolutely spinning. Had he just heard her right? Before he had time to even think of what to say he heard the words coming out of his mouth, "Oh mom, I think about you like that all the time."

Without another word she reached for the knot holding her robe closed. She lightly took hold of the ends of the belt and softly pulled the knot until it untied. She opened her robe slowly and let it fall to the ground behind her. Mike's mouth dropped open in shock as he stared at her.

She was wearing a lacy black bra that pushed her tits up and created very sexy cleavage. The only other thing she wore was a very small pair of black panties that hugged her so tightly Mike could see the outline of her pussy. She looked hotter than anything he had ever seen before. He stared at her lustfully and tried to memorize every part of how she looked.

She stood still and let his eyes wander all over her body. Part of Mike didn't want to look but the sight of her dressed like that was too much for him to resist. He let his gaze move all over her as he drank in the sight of her. He lingered a little while staring at her pussy. She seemed to sense his interest in that area and began a slow turn so he could see her completely. Since his eyes were already focused on that level he immediately noticed her bare ass as she turned her back to him. She was wearing a thong!

Mike had always found thongs to be sexy and exciting and never considered that she might wear them. She left her back turned to him for a few moments and he stared hungrily at her bare ass. She turned back around to face him and he raised his eyes to focus on her tits. He outlined them over and over with his eyes and stared deeply at her cleavage and watched how her tits would rise and fall with her breathing.

After he sat there for what felt like several minutes just staring at her she said, "It's OK Mike, I want you to do what you were about to do."

Something in her voice made him believe her, but he couldn't bring himself to pull out his cock in front of his mom and start jerking off as she watched. He was partly confused and partly excited now as his cock pressed angrily against his boxers and the front of his pants. His mind spun and he almost felt dizzy. He tried to figure out what he should do.

"Are you nervous?" Wendy asked.

Mike nodded silently.

"Don't be, honey," she answered, "it is completely natural I know I have been very strict with you about things like this, but I want you to be comfortable with your own sexuality." She paused again before adding, "Please touch yourself for me."

Hearing his mom say those words had the same effect on Mike as if he had gotten smacked in the gut with a board. His cock was now screaming for attention as he continued staring at his mom's hot body but he couldn't make himself touch his cock in front of her.

They stared at each other for several moments as Mike felt paralyzed. Wendy smoothly walked over to the side of his bed and she sat down on the edge next to where he lay. Without saying anything she reached out one hand and touched his hip. She looked down at the clearly visible outline of his cock pressing against his pants. As Mike lay still in shock Wendy's hand moved to front of his pants. She deftly pulled the zipper open and moved her hands to his hips. She tugged softly on his pants and Mike instinctively responded by raising his hips off the bed slightly. She tugged his pants down to about his knees and sat back up again beside him.

His cock was standing straight off of him and Wendy paused for a moment and stared at it. He felt her fingers grazing against his skin just next to his pubic hair and he groaned in excitement. He almost came the moment her fingers lightly wrapped around his shaft but he managed to restrain himself. She very lightly and delicately ran her fingers up and down the length of him before saying, "Don't worry Mike. I want you to do whatever comes naturally."

She then started to very lightly stroke up and down his hard shaft. Mike groaned again surprised that her touch could feel so much better on his cock than his own touch. He watched her hand stroke up and down before she tightened her grip slightly and increased the speed of her strokes. Almost immediately Mike knew he was going to cum. He groaned once more and gasped, "Oh God!" before his cum started to shoot out of his excited cock.

Wendy kept stroking him as he came. His cum shot out in jet after jet and landed first on his stomach and hip before landing on her arm and then finally seeping out of him and dribbling down on her hand. She stroked him smoothly until he had completely finished cumming and then she softly released him.

Before Mike had fully regained himself she stood up from the bed, leaned over and kissed him on the forehead, and said simply, "Good night." He stared at her ass as she walked out of the room and sat in total disbelief for a few seconds before she again opened his door. She tossed a small hand towel at him and said, "I thought you might want this." She then disappeared down the hall and Mike heard her start the water running in the shower.

Mike cleaned himself up and lay awake for a long time trying to understand what had just happened. After a couple of hours of laying awake Mike finally drifted off to sleep.​
Next page: Chapter 02
Previous page: Chapter 01.1