Chapter 15.1

Thinking about that made me aware that my own cock was rock hard and pushing up against my boxers. My legs were open waiting for Mom, so it was plain to see, but I couldn't close my legs. I didn't look down, hoping Mom wouldn't notice. She was smiling, looking into my eyes as I watched her breasts and her belly. She put her knee up on the bed, opening her legs. God I was hard. There's something about seeing a woman's legs part that sends tingles up and down a man's cock.

Mom turned over and sat down in front of me, leaned back against me, wriggled about to get comfortable, and then laid her head on the front of my left shoulder.

"OK," she said, "you don't have to worry about waking me this time."

I took the jar and set it on Mom's tummy, then scooped some onto the fingers of both hands.

"Oh, two hands," Mom marveled.

"Are you sure, Mom?"

"Go ahead, don't be shy. Show me how naughty you were with your sleeping mother." Mom's voice sounded strained, excited.

I placed a hand beneath each tit, pressing the cream against the bottom of each globe. I wasn't going to be shy. I was going to get right to it. I pulled my hand toward me, lifting her tits, then slid them up and over onto her nipples, grinding the cream in, twisting my palms onto nipples, bending them around in a circle, then squeezing my fingers in until I had a nipple between each thumb and forefinger, squeezing her globes and pinching her nipples at the same time.

"Ohhhhhhhh, goddd," Mom gasped.

I tugged and tugged on her nipples, and squeezed and released her tits several times.

"Ohhhhh, god, Craig."

"Too naughty, Mom?" I asked, but not letting up on her tits.

"No, its ok. You just surprised me ... I had no idea you'd ... been quite so ... such a bad boy."

"Keep in mind that," I paused to catch my breath, "tomorrow I'm going to be the best shopping buddy you've ever had." I gasped, short of breath again.

"You promise?" Mom was down to just a few words too, her breath coming in short pants.

"Yeah."

"Go ahead then, for a little longer."

"Why don't you just go to sleep?" Mom's tits were really slippery with the cream now. I kneaded them continuously.

"I can't."

"Why not?"

"Because I can't let you get too naughty."

"I'll just do this, Mom. Just go to sleep." I slowed my kneading down to a gentle massage and kept that up for several minutes.

"Go to sleep," I whispered, cajoling. "We've got a big day of shopping tomorrow, you need to rest."

I kept up my gentle massage, moving off her tits to run my hands down her sides, up to her face to rub the tension from her brow, over her shoulders and onto her breasts again. Soft, gentle, slow. I whispered to her, suggesting she go to sleep, that she was so tire, that she should think about being on a picnic laying on a blanket by a bubbling brook, with Dad and I nearby. It took a long time but Mom finally began breathing in that slow, regular way that I identified with sleep. I kept whispering and doing my gentle massage of her upper body for another five minutes or so before picking up the jar from her belly and dumping a big was of cream onto her tummy.

I set the open jar on the table beside me and turned off the lamp so the room was lit only by the light from the bathroom. Gently I set my hands down on Mom's hips, beside the large gob of cream I had piled below her navel. After thirty seconds or so, I slowly moved my hands to the center, collecting some cream onto each set of fingers and then pushing them lower on her tummy, toward the top of the pushed down nightie. I paused just above, then ventured underneath.

I could feel the fringe of her pubic hair. My cock lurched against her back on that first touch. This was so forbidden. God, the intensity of feeling tearing through my whole body, and my mind. My fingers must be near the top of her panties to encounter pubic hair already. I pushed lower, sliding outward to follow the crease between her tummy and her hips. Her pubic hair bristled against the edge of both of my index fingers. Her breathing changed. I stopped.

A moment later I pushed down further, still feeling her hair. She must have one of those little triangle panties on for her pubic to be still uncovered. Incredibly slowly, I moved my hands toward each other, closing in on her panties. More hair. Any second now I would feel the smooth material of her panties and that would be my first touch of her pussy, separated only by the thinnest barrier.

Hair, more hair, dampness. My fingers collided. My brain numbly made sense of this unexpected collision. She wasn't wearing panties. My fingers were on my Mom's bare pussy! Lurch, lurch. My cock throbbed againt her back.

I didn't know what to do. My hands were frozen in place on her hairy mound. Oh my God.

I pulled back leaving just the fingertips of each hand resting together, realizing that they were settling into a groove. Her slit! My fingers were sinking between Mom's pussy lips!

Careful. I couldn't ruin this, couldn't let it stop now. Not now. I wiggled my fingertips, barely moving, trying to work her lips open, desperate not to wake her. It almost killed me but I took my time, gradually getting her hair separated to the appropriate side so it wouldn't catch, working her lips slowly apart, the increasing moistness the best guide on my progress. Soon, my fingertips were poking down into a wet crevasse, a widening canyon that I was now able to slide my finger up and down, not just pulling apart. The wetness increased rapidly after I started doing that.

Oh, yes. Mom might be sleeping but she was enjoying this. I bet my Dad hadn't taken the time to tease her like this for many years. I used my left hand to pull that lip to the side and dug in further with my right, sliding two fingertips up and down, up and down, the full length of her slit, up and over her clit, circling and rubbing that little nub around, the same way I'd bent her nipple around on her tit.

God, I loved her pussy. The warm, wet feel of it was intoxicating. I wormed my finger into her. She was so wet, so very, very wet. I couldn't help it, I turned down to look at Mom's face laying on my chest, and kissed her, softly, on her lips. I fingered her for a while longer, working my finger into her, feeling it slip around in her soaking gash, finding the hole, and pushed my finger into her cunt.

Mom wasn't making any sounds except what could be mistaken almost like a soft humming. I positioned my longest finger near the hole and turned my face down to kiss Mom again, engaging her lips in another soft kiss. I slipped my tongue against her lips, pressing until her resistance relented and she allowed my tongue inside, just a little. Pushing in with my tongue, I slowly pushed my long finger inside her cunt, all the way until both appendages were embedded in their warm, wet targets. I swirled my tongue around in Mom's mouth, around her tongue, in a soft, gentle suck, matching my tongue with a partnered, wiggly finger. I could feel the hum rise to a low moan.

I broke the kiss only to gulp in more air, not withdrawing my finger, keeping it firmly plugged inside her. I started to tease her clit with my other hand as I snaked my tongue back into her mouth. I kept kissing her, teasing her clit, fingering her cunt, until finally, her hips began to buck, thrusting her pelvis hard against my mercilessly teasing fingers.

She came silently. Nothing louder than that enhanced humming, but her pussy was shoving hard, and then suddenly relaxed. She was still.

I withdrew my fingers. Awkwardly, I yanked the covers down beside me with my left hand. I rolled Mom over on her side and then onto her tummy, adjusting a pillow underneath her head to make her comfortable. I didn't pull the covers over her. Instead I looked at her ass, covered by the nightie. Gently, I prodded her legs, pushing them apart until they were separated about twenty degrees or so. Again, I turned my attention to her ass.

I slipped out of bed and took my boxers off. I hadn't come but they were soaked in my precum fluid. I got back into bed, ready to go to sleep but Mom's parted legs and barely covered bottom stopped me from pulling the covers up. I dropped them and moved my hands to her nightie, pushing it higher on her hips, up and over her buttocks. I paused to enjoy the sight of her bare ass, the nightie piled on her back. Mom was breathing regularly.

I turned to grab the jar of skin cream and dipped my fingers in it once more, then put my hand on Mom's right cheek and started to rub it into her bum. I grabbed some more and flung it onto her ass, snapping my fingers to make it fly off, filled them and snapped it onto her ass again. I tossed the jar aside.

"We're really going to have the best day shopping tomorrow, Mom," I whispered, rubbing the cream into her cheeks with both hands.

Mom seemed to murmur.

"Shopping," I whispered, "all day long."

I slowed down, gently massaging her cheeks, deftly running my cream covered fingers all around, along and in the crack between her cheeks, under each buttock, back down and between her legs, rubbing my fingers along the back of the slit I had so recently cherished.

The humming started.

I positioned myself between Mom's parted legs, lowering myself until my cock was aligned with the crack between her cheeks. Gently, I pushed my rod into and along her ass, slipping back and forth through her slippery, creamy cheeks.

"Oh, Mom," I cried, "I want to go shopping."

I was having trouble breathing. I wanted to slam into her but I restrained myself with enormous difficulty, my cock gouging into her assb, through her gorgeous cheeks.

"Oh, Mom," I repeated, "I love shopping with you."

I burst forth then, flooding her creamy ass in my own lotion, rubbing, rubbing until no more was left. I rolled off to the side, intending to rest for a moment before getting up to clean myself, and her, but I fell asleep.

As it turned out, we didn't shop all day. We spent the morning with Nana and Gramps and then went shopping all afternoon. Mom really made up for the time she lost in the morning and I was absolutely bagged when we got home. Not that the whole day was unpleasant. Quite the contrary. Mom tried on piles of clothes and shoes. We couldn't go past a clothes store, shoe store, purse store, bath products store, or, well, pretty much any store.

The shoe stores were OK because I got to sit down while Mom tried on their entire stock, or so it seemed. One of the highlights was watching Mom tease this one young guy about my age. She kept letting her skirt slide up and accidentally opening her legs, that kind of stuff. After sending the poor, red-faced guy off to fetch yet another pair of shoes, she would smile at me and wink as if we were in collusion. I have to admit, it was kind of exciting watching her play the sexual tease. As I bore witness I knew she was teasing me as much as him, and that I was just as much a target as she exerted the power of a sexy woman.

For the last fifteen minutes of this charade, another woman and her son were shopping in the store and both noticed what Mom was doing, although neither pointed it out to the other. I couldn't help getting involved in raising their shock level. When we were standing at the counter while Mom was paying the bill, I slipped my hand around her waist to give her a squeeze and then slid my hand down to pat her bottom before sauntering out into the mall to wait for her. I could see their shocked faces in one of the display mirrors as I left.

Another highlight was in the clothes stores. Mom tried on all sorts of outfits and some of them were great. She asked my advice about everything she tried on and I'm sure she tried some of them just to tease me and play shock jock with the young salesgirls. She succeeded in making some of them quite uncomfortable, especially in the store where she insisted that I advise her on her lingerie selections. I was embarrassed too but at least I was interested in what was underneath the silk and lace.

We crossed paths with the shoe store couple when we left that store and I again slipped my arm around Mom's waist as we walked past them. I couldn't verify it by looking in store windows but I was sure they were both watching us.

Now, guess who we encountered coming home? That's right. As we were getting out of our cab another one pulled up behind us with the shoe store couple. Evidently they were visiting parents/grandparents too and we shared the elevator for the first nine floors. Mom started chatting to the lady, unaware of our previous sightings. I couldn't resist slipping my arm around her waist again while she was talking. It was an act everyone in the elevator was acutely aware of but didn't acknowledge. Just as the door was closing I gave Mom a quick peck on the lips and though she didn't see it, the other mom and son caught my act out of the corner of their eyes.

"What was that about, you brat?" Mom slapped my shoulder playfully. "You're terrible. What will they think?"

I laughed heartily. "I know what the guy will think," I said. "He'll think, I wish my Mom was that hot."

"Well, I doubt that but that woman is certainly going to wonder what's wrong with me."

"I don't know. She seemed pretty interested, right from the first time they saw us in the last mall."

"They saw us in the mall?" Mom was surprised. "Where?"

"In the shoe store and then later coming out of that underwear place."

"Oh, my god. She'll think I'm terrible."

"Or she might want to copy you."

I swooped in and kissed Mom on the lips, taking her by complete surprise. She didn't back away, she just stood there and let me kiss her.

"Craig ... whew ... its a good thing they didn't see that ..."

I kissed Mom again, this time putting my arms around her back and kissing her longer.

We pulled apart a couple of inches. Mom put her hand flat on my chest, pulling her head back more to look at me, staring at my mouth and not my eyes.

"What's come over you?"

"You," I replied, taking her lips again in a yet longer and much more active snog.

"We can't ..."

"Ok," I interrupted her. "I'll wait until we get into our little world. I picked up the bags I had dropped and pushed the button for our floor. Mom picked up her bags as the elevator started to move.

Nana had dinner ready shortly after we came in so we ate before Mom showed Nana and Gramps what she had bought, leaving out about a third of her purchases. I can imagine what the would have said if they saw the one dress in particular. They wouldn't have said much about the underwear because they would think that only Mom and Dad would see her in it but would have freaked if they knew she had let me see her in some of it.

As usual, Nana and Gramps sat down to watch the news after dinner. Mom said she was really tired after shopping all day and was going to bed early to read her novel. I stayed because Nana would have stopped me anyway until she thought Mom was in her pajamas and in bed. If she knew I was sleeping in bed with Mom and not the cot, well ...

My grandparents went to bed after the news but I stayed up for a bit though I was eager to join Mom. I thought it would look better that way. I waited fifteen minutes until I was sure they wouldn't get up again.

Mom was in bed, eyes closed. I was disappointed to have missed her getting undressed. I had hoped she would wait to maybe give me a private fashion show. Quietly, I stripped down to my boxers and slipped under the covers, leaving the bathroom light on again so I could see a little. I laid on my back next to Mom but soon became restless. I wasn't tired.

I turned on my side and got up on my elbow, looking down at Mom's pretty face. Leaning forward, I gently pressed my lips to hers, giving her a series of soft kisses on her lips, cheek, closed eyes, and her forehead.

Mom didn't react though I didn't think she was sleeping. I kissed the side of her neck and pulled the covers down a little so I could plant a few kisses on her shoulder. I used the excuse of kissing her arm to pull the cover down far enough to uncover her chest. Mom was wearing the new silk-like nightie she had bought this afternoon after shocking the salesgirl who saw her exit the dressing room to model it for me. It was cut very low in front, exposing the sides of her breast. Her nipples poked up from underneath. I stared at them. I wanted to arouse her to make those little peaks stand up higher. And I wanted an excuse to touch them.

I began whispering like I had last night but this time as if I was talking to myself about our day in the mall, about the woman and her son and how they had both watched Mom teasing the shoe boy, about the shocked look on their faces when I had slipped my arm around waist, about letting me watch her while she tried on underwear, and about seeing me kiss her in the elevator. I leaned down then to kiss Mom on the lips, a long soft, gentle kiss. When I finished, I slid the tip of my tongue sideways between her lips, back and forth, barely inside.

I turned down to look at her nipples. I couldn't tell if I'd had any effect on them. Whispering again, I carried on about the other woman and her son.

"I bet he found a way to be get his mom alone when they got into his grandparents' apartment. I'm sure he stepped up behind her and kissed her neck." I ran my lips along the top of Mom's shoulder. "Can you imagine her shock, thoughts of you crossing her mind as her son turned her head to face him, taking her lips with his, kissing her, sliding his tongue into her mouth. I know he would be thinking of you, the way you showed your legs to that shoe salesman, pulling up the hem of your dress just that little bit, turning your feet to look at the shoes, making sure your legs opened a little more with each twist."

I kissed Mom again.

"When he turned her to kiss her again, his hand would have brushed along the side of her breast, their first sexual caress. Can you imagine how electric that first touch felt to her?" I cupped my palm and slowly slid my hand and fingers down the side of Mom's breast. "The first time her son had ever touched her tits. It was all she could think of while he was kissing her. Would he have the courage to take it into his hand, to possess it?" I slipped my hand under Mom's tit and cupped it, squeezing its bulk, sliding my thumb across her nipple.

"When he finished that first kiss, she threw her arms around his neck and kissed her son, mouth open, accepting his deeply probing tongue, pressing her breasts hard against his chest, wishing she hadn't worn a bra so her son could feel her hardening nipples." I kissed Mom again and slipped my hand under the nightie to caress her other tit, softly sliding my fingers all around before lighting squeezing her breast just as I finished the kiss.

"She was wondering what it would feel like to have his lips on her breasts, to push her tit into his mouth, wondering if that woman in the elevator, you Mom, let her son kiss her and suck her tits. Then her mother called out that dinner was ready. She had a hard time pulling herself away from her son, and an even harder time keeping him at bay. She walked to the door, thank god it was closed and that her mother hadn't walked in. She straightened her clothes and fixed her hair, cleared her throat, and walked out, telling her mother how hungry she was."

I looked down at Mom's breasts. Her nipples were standing up proudly. The one I was touching but also the other one. I think Mom liked me talking about that other mother and her son. I think it was driving a pleasant dream in her head, an erotic one.

It was certainly exciting me. I was hard as a rock. I wanted to get against her, to rub myself on her ass like I had when she'd let me rub cream all over her. Going to the bathroom and jacking off wasn't going to do it for me. I had to get her turned over.

"Gosh," I said aloud, "Mom went to sleep without putting cream on. Her skin will be all dried out by morning. I'd better put a little on her." I know it was an obvious ploy but I couldn't think of anything else.

I grabbed the jar of skin cream off the table, dabbed a little on my fingers and spread it on her shoulders, got some more and spread it down the arm nearest me, pushing the covers down as I went, doing the same when I leaned over to do the other arm.

"I better do her legs too," I said, explaining why I was about to take the covers completely off, still speaking as if she was asleep.

I began rubbing the cream on her feet, taking the time to do the whole foot, sole, instep, and toes. While I felt eager to get up her hidden treasure I took my time, enjoying the feel of her legs and the way they looked covered in a sheen once the cream was applied. It was especially exciting to do her thighs, knowing that this was the point where she would wake up and stop me if she wanted to, feeling a thrill sweep over me each time I pushed her nightie higher or pressured her legs to open a little more. She lay quietly, letting me do both thighs right up to her panties. I could feel the heat emanating from her, partly because I had leaned down and my face was less than a foot away. I could smell her.

"I better not forget to do her back," I said, rolling her over a few seconds later, making sure I managed to push her nightie up to her waist. I paused to admire her again, having immensely enjoyed the feeling of manipulating this perfectly malleable woman. The small panties stretched tightly across her buttocks, the crease between her cheeks stretching above and belied by a dark shadow under the material below. Leaning forward, I grasped the hem of the nightie and pushed it up her back, past her shoulders. Reaching underneath, I dragged it above her breast to her neck. Returning to her shoulders, I spread the nightie up, covering Mom's head hoping to separate her, to make her feel she was divorced from what happened outside, not responsible for it.

"Oh," I said, as if making a fresh discovery. "These panties are made of the same fancy material. They must go with the nightie. I better not get cream on them."

I started pulling Mom's panties down. Just a little at first so I could quit if she made a move to stop me. I wanted to be able to continue if she was wearing her panties. I mean, she looked great anyway. But Mom didn't move, even though it didn't make sense for me to remove her panties to do her back. I pulled those flimsy things down her hips and slowly worked them over her legs. Man, that was a thrill.

I was about to start her back but stopped. I pulled my boxers down and threw them aside, my cock flailing around in front of me. I spread a little cream on her lower back and began working it in. Several minutes later, as I was doing just below her shoulders, I kissed the back of her neck and started whispering again.

"It was hours before they were alone again. She stayed away from her son, hiding in the bathroom for a long time, hoping he would be sleeping when she came to bed. But he wasn't. She didn't want him to touch her. She was afraid she wouldn't be able to stop herself. God, it had made her feel so alive when he kissed her, heat spreading through her loins. That was the most intense feeling she had ever felt from being kissed. It was all she could do to break away when her mother had called. What if he'd touched her? Could she stop?"

I was straddling Mom's thighs as I worked on her back. When I leaned forward to kiss her neck, I could feel the tip of my cock graze her cheeks.

"He was waiting, wanting to talk, wanting to kiss her again, but she kept him away, telling him to go to sleep. She refused his request for a kiss goodnight, saying that they couldn't kiss anymore. She turned onto her tummy to hide her breasts, covered only by her nightie. She wondered why she hadn't left her bra on as she drifted off to sleep."

I sat back on Mom's thighs, scooped up some more cream and began applying it to her cheeks, pushing it between with my thumb. I wondered what she was thinking. Was she dreaming about that woman, laying in bed, wanting her son to touch her but not capable of allowing it? I smiled as I worked the cream between her cheeks, larding on copious amounts, knowing I was going to rub my cock through this shiny valley. Was she thinking, 'But I let my son touch me?' That thought made me quit what I was doing and return to carry on the story. I hadn't meant to leave her wondering if she was doing something wrong. How stupid of me.

"She woke with a start, her eyes fluttering open. There were hands on her, her son's hands. She could feel him, kneeling behind her, between her open legs. He was caressing her bare back, running his hands from her shoulders to her bottom. Her nightie was around her neck. He's pushed it up but she knew it still covered her breasts. She could feel his lips nibbling across the small of her back, up onto the rise of her buttocks to her cheeks, kissing them. My god. Her panties were gone! He'd taken her panties off. How long had this been going on?"

I moved back and put one knee between Mom's slightly parted legs, pushed them wider and placed my other knee inside so I was kneeling between her legs the same way as the son in my story which I continued.

"Jesus, she thought, I don't have any panties on and my legs are wide open. She was about to close her legs but realized she couldn't because he was sitting in the way. Then she thought, he'd know I'm awake if I tried to close my legs. Oh, how awful. Am I going to let him do this? Am I going to pretend to be asleep?"

I leaned closer to Mom, allowing my cock to rest on her ass.

"Her son's hands slid up her side, reaching underneath, sliding under her breasts, kneading them, pinching and pulling her nipples. God, it would be so awkward to wake up now, she thought. I'll let him have his feel. He'll have to quit soon, he must have been doing this for quite a while if he managed to get my panties off without waking me up."
Next page: Chapter 15.2
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