Chapter 1

Jimmy Henson wasn't sure when he noticed his mother, Jennifer, as a woman for the first time. His first recollection was when he was 14 years old. It was early on a Sunday morning when he walked by the bathroom and saw her through the slightly opened door. She was standing at the vanity in her panties, her breasts bare, putting on her makeup, and getting ready for church.

Jimmy always thought that his mother was pretty but had never thought of her as an object of desire. All of that changed when he saw her that day, almost naked except for a pair of blue panties. Her breasts were medium sized and firm, with a slight perky upturn to them. The nipples were large and brown, covering most of the front of her breasts. The little panties were snug, outlining, and emphasizing the lips of her sex, forming a crease down the middle. She was the vision of every sexy woman he had ever seen.

He noticed that there didn't seem to be much, if any, pubic hair. That seemed strange to him but he figured that some women had more hair than others. Several weeks later he knew the answer when he secretly watched her shave herself while taking a bath.

From that day forward, Jimmy was totally fascinated with his mother. Even though he felt bad about it, he would peek in on her at every opportunity. He was also ashamed that he had gathered a large collection of her panties and hidden them in his lower dresser drawer under his gym clothes. Whenever he felt he could get away with it he would steal another pair from the clothes hamper and use them to masturbate.

Jimmy's adolescence masturbation fantasies were exclusively of his mother now. He would lie in his bed at night with his penis wrapped in the silk of her panties, the smell of her perfume and the vision of her body making his head spin.

As he grew older and learned more about sex, instead of fading, the fantasy occupied his every sexual thought. He could see his mother on her knees sucking on his penis. He saw her on her back with his shaft buried between her legs. He imagined her on her hands and knees with his penis sliding into her tiny anal passage.

Jimmy's peeping also grew more daring, causing him to risk being caught on many occasions. He even drilled a hole in the door to the bathroom so that he could watch her take her bath and do other unmentionable things.

When Jimmy was 17 his father and mother split. He knew that the marriage had been going downhill for several years so he wasn't surprised by the divorce, but it still hurt, forcing him to make a decision on which parent he was going to live with. Jimmy elected to stay with his mother of course.

There was one benefit to his parents divorcing; now he had his mother all to himself. He was the man of the house and childishly thought that he was all that his mother needed. He would take care of her.

Therefore, it was quite a shock when she began to date again. He was crushed that there would now be other men in her life. Obviously, Jimmy didn't like any of the men his mother went out with and he made it quite clear, often being rude when her dates would arrive. He knew that his mother was much too good for any of the jerks that she dated.

It was near the end of his senior year, and Jimmy had just turned 18 when he saw something that made his testosterone level go into overdrive. His mom had been dating this guy named Fred. He didn't even know his last name, nor did he really care. Jimmy figured that it was just a platonic relationship and would end after a few dates. The relationships never lasted very long anyway and he was proud to play a part in that.

Jimmy was waiting for his mother to get home one Saturday night as he often did. He would lie awake waiting for her to come in and kiss him goodnight as he pretended to be asleep. He loved his mother's fresh smell, the scent of her hair and her delicate perfume. Those soft lips on his cheek would send chills down his spine.

That night, he heard the front door open then close but his mom didn't come up the stairs. He got up and crept to the top of the stairs to see what was taking her so long. What he saw burned an image into his brain that would last a lifetime.

Jimmy's mother had let Fred come into the house and they were standing in the foyer together. Fred had his arms around her and they were talking quietly.

Jimmy strained to hear what they were saying.

"Come on baby," Fred whispered as he tried to kiss Jennifer.

"No Fred, I told you, Jimmy's home," Jennifer protested.

Fred would not to be put off. His hand came up and cupped a breast in one hand as he kissed her neck. "Just a quickie baby and I'll go," Fred pleaded.

"Fred," Jennifer scolded.

"Please baby, my cock's so hard it feels like it's going to explode in my pants. You know you have been turning me on all night. God, when you rubbed my cock in the restaurant I thought I would come right there. You can't leave me like this."

"I don't know," Jennifer said, softening her tone. It wasn't very nice to tease him so unmercifully but she just couldn't help it anymore. When she got excited now days she found it very difficult to control herself. Unfortunately, she had excited herself as well as Fred tonight.

She looked up at the stairs, as if that would help her make a decision.

Jimmy moved back into the shadows, hoping that his mom hadn't seen him. His penis was already hard and tenting his pajama bottoms. His heart was pounding in his chest with a combination of jealously and excitement.

When Jimmy peeked back downstairs, his mother and Fred were kissing passionately. Fred had opened his mother blouse and pushed her bra up, covering her breast with his hand.

Jimmy's head was spinning as he watched his mom's boyfriend play with her exposed breast. He watched him squeeze the soft flesh and pinch the nipple until it was sticking out like a pencil eraser. Then he watched as Fred's head bent and sucked the nipple into his mouth. He heard his mother moan and saw her grasp the back of his head, holding his lips to her heaving chest. Her eyes were closed and her face was a mask of lust.

"Oh God," Jennifer groaned, her own excitement beyond control now, causing her ignore the risk. She didn't try to stop Fred when his hand reached down and pushed her skirt up, reaching for her bare crotch. Jennifer suddenly knew that leaving her panties at home, as she often did now, was a mistake. She knew that Fred has seen her bare crotch several times tonight as she intentionally spread her legs for him.

Jennifer regretted that she had been such a slut tonight. She just could not understand why her hormones seemed to be running wild at 34 years old. Maybe it was the divorce and the opportunity to date again. Oh the other hand, maybe it was her age. She had read that a woman was at her peak when she was in her 30's. Jennifer hoped that it would not get any worse or she would be looking for men on the street.

Jimmy watched as Fred's hand moved under his mother's skirt. He tried to resist but finally gave in and pulled his throbbing penis from his pajamas. Slowly he began to stroke himself as he watched his mother and her boyfriend making love in the dim light of the foyer.