Chapter 38

I lay there panting as I fought to regain my breath after the fierce fucking my mother had just given me. She had just asked me if I was ready for more as she drew her hard thick nipple back and forth against my swollen lips. I languished in the pleasantly full feeling of her thick cock still buried in my ass. I couldn't believe she had just asked me if I was ready for more.

"Oh yes, Mom," I said as I opened my lips and let my tongue flick over her large swollen nipple. "That was absolutely fantastic. Whatever you want to do with me is fine with me. I only hope I can keep up with you," I said with a smile. I was glad she wasn't ready to leave just yet. "What would you like me to do next?" I asked keenly.

"Well, I think we need to get you cleaned up first," she said as she slowly slid backwards and withdrew her big cock from the deepest recesses of my ass. I felt the sensitive membranes within me close in upon themselves as they closed over the empty void her withdrawal was leaving inside me. Her hard nipple pulled itself from my grasping lips as she slid further backwards until her cock slid totally out of my ass and her massive pendulous tits hung down and grazed against my cum-covered stomach. She shook her head slightly form side to side and her dark red hair swirled sensuously against my sides. I raised myself onto my elbows and watched entranced as my mother lowered her full red lips to my stomach and settled them onto a puddle of my cum.

"Mmmmmmm," she moaned as I watched her gather the ribbons of my discharge into her suctioning mouth. She moved over my stomach and chest until she had slurped up as much as she could. The luxurious feeling of her hair and huge heavy tits dragging over my skin combined with the intoxicating scent of her perfume to have me mesmerized under her spell of powerful womanhood. I watched transfixed as she raised her head and brought her full pouting glistening lips to mine. I closed my eyes with pleasure as her soft lips pressed against mine. I softly opened my mouth and slid my tongue forwards to press against her cum-covered lips. I tasted my own cum and pressed harder at the soft crease between her lips. She eased her mouth open and I felt my warm thick semen slide from her mouth into mine.

"Mmmmmmmm," I moaned with lust as I eagerly slid my tongue deeper into her mouth in search of more. I ran my tongue over her thick tongue and into the inner recesses of her mouth as I drew out my creamy seed. I swirled my load around in my mouth and then passed it back to her. As my lips and tongue played over her closed mouth, she teasingly kept my load from me until I started to give out little moans of protest. She finally pressed her mouth firmly back on mine and pushed the full load back into my mouth. This time I let it settle momentarily on my tastebuds before swallowing deeply. I licked her lips clean of any remaining morsels of my seed before she sat back and looked down at me. She smiled at me coyly as she watched me lick my lips.

"Now go and get yourself cleaned up and wash this cock off too," she said as she unsnapped the harness of her strap-on and passed it to me. "When you get back, I'll let you know what I want from you next," she said as she stood beside my bed and shook out her hair. With her arms raised into her hair, her huge tits thrust out beautifully in a gorgeous display of femininity. I had always had fantasies about powerful amazon-like women, and here was my beautiful, flesh and blood mother in real life making those fantasies come true.

I scurried into the bathroom and ran the sink full of warm water. I took some soap and a washcloth and cleaned myself thoroughly of the residual cum and sweat sticking to my skin. I wrapped the hot wet cloth around my spent dick and let the warm soothing sensations flow over me. When I had cleaned myself thoroughly I took her big strap-on and cleaned it of the lubrication and secretions from my ass. When I had it cleaned and dried off, I returned to the bedroom.

I was struck by the beautiful image of my mother lying back in my bed, half sitting up against the headboard, propped up by a stack of pillows. The dark coral nipples of her huge breasts seemed to be thrusting towards me in invitation. She had one long leg crossed over the other; the sheer material of her stockings shimmering in the light from the bedside table. She still wore her sky-high stilettos, the ankle strap accentuating the sexiness of her long legs. The room smelled of sex and her musky womanliness. I breathed in the intoxicating scent as I crossed the room towards her.

"Well, son," she said to me in a purring voice, "I want you to eat me again. Only this time ... nice and slow," she said as she started to draw her legs up and apart. From my vantage point at the foot of the bed, my eyes were immediately drawn to the glistening pink lips of her pussy. The pointy heels of her shoes dug into the bed as she drew her knees well up, giving me free access to her pouting womanhood. I set the dildo down beside the bed and crawled forwards between her spread legs, drawn in like a moth to the flame. I felt my nostrils flare open as I breathed in the sharp musky scent emanating from her cunt. It smelled wonderful and I moved my face closer until I was just inches away from her dripping twat.

"Is this what you want, son?" she asked as she reached down with one hand and slid a blood-red fingernail down along the length of her slot.

"Oh yes, please Mom," I answered.

"Well ... I just don't know," she said teasingly. "Do you promise to do a good job?" she asked as she swirled her fingertip around the shining lips of her pussy.

"Oh yes, Mom. Please Mom," I pleaded. "I'll do it nice and slow for as long as you want. I'll lick you all night long if you want me to."

"That's my sweet boy," she said as she lifted her finger from her dripping pussy and held it under my nose. "You like the smell of that, son?" she said as she wafted it under my nose.

"Mmmmmmm ... I love it," I said as the aroma of her womanly nectar invaded my senses.

"Do you like the taste of it?" she said as she slid her glistening finger between my pouting lips.

"Mmmmhhmmmmm," I moaned in agreement as my lips clasped around her invading digit and my tongue swirled around it, lapping up her warm juices.

"That's a good boy. Now get your tongue in my cunt and take it nice and slow until I tell you to stop." She pulled her finger out of my mouth, put her hand on top of my head, and pushed downwards. I needed no encouragement and lowered my face onto her sopping pussy-lips. I ran my tongue slowly over every square inch of her shaven crotch. She sat back peacefully against the pillows behind her and let me explore her womanhood with my lips and tongue. I looked up past her huge breasts and saw her gazing down at me lovingly thru hooded eyes. The smoldering sensuality of her look encouraged me in my efforts to bring her as much pleasure as possible. For the next half hour I licked and probed at her sensitive flesh as she sat back and languished in the gentle waves of pleasure rolling over her. I flicked my eyes up again and her eyes were closed and a warm soft glow seemed to settle on her face; her lips formed a gentle smile of contentment.

"Oh, that's so good, son," she said as she finally opened her eyes and looked down at me. "But I need to cum now. I want you to work on my clit for awhile until I cum." She reached down with both hands and pulled my head higher into her crotch until my lips were pressed against her fiery hard clit. I slid my lips over that hard sensitive nodule of flesh and sucked hard.

"Aaaiiee," she squealed. "Yeah, that's a good boy. Suck Mama's clit ... just like that," she said as she gripped my head and pushed my mouth even more firmly against her. I swirled my tongue around and around the erect spire as I sucked on it ravenously. I heard her breathing quickly become more ragged and I looked up at her big tits bobbing above me as she started to jerk and twitch. Her huge nipples were dark with engorged blood and stood out at least half an inch from the surface of her breasts. I let my teeth scrape ever so gently over the sensitive surface of her clit and it must have felt like an electric jolt of pleasure as she started to convulse as her orgasm swept over her.

"OOOOHHH ... OOOOOHHHHH ... AAAAAAHHH," she was moaning continuously as her groin bucked up against my face. I continued licking and sucking at her clit as her hands gripped my head tightly as she rode out her climax. I felt a wave of her flowing juices wash over my chin as she continued to shiver and jerk spasmodically under my pleasuring mouth. For the next minute or so, I licked and sucked on her protruding clit as she trembled and moaned as ecstasy radiated throughout her body. She finally eased up on her tight grip on my head as she started to come down from her shattering climax. I released my vacuuming mouth from her sensitive clit and lowered my tongue into her slit and licked up as much of her delicious discharge as I could. She let me search and probe within her as I gathered up her succulent nectar. I was quickly falling in love with the strong womanly taste of my mother's pussy juice. I could feel a craving for it starting to possess me already. It was just like my craving for Frank or Mr. Wolfe's thick creamy cum. I felt like I could never get enough of it to satisfy me.

"That was great, son," she said as she looked down at me cleaning her slimy crotch. "But I need a cock in me now."

Holy shit! I thought to myself ... was my mother going to give me the chance to actually fuck her? I sat back slightly as she moved to sit up. She swung her long leg over me and stood at the side of the bed with her back towards me. My eyes were glued to her round luscious ass as she reached down into her big purse and drew something out. She turned around and in her hands was a double ended dildo with a harness of some form in the middle. One end had about a 4" medium size cock and the other end had a thicker cock about 9" long. Each of the two cocks had a pronounced mushroom head.

"I had this made for your father but I think it will fit you just fine," she said as she stood at the side of the bed, towering over me. "Get on your knees, son," she instructed. I quickly got up on all fours and crawled to the side of the bed in front of her. Looking up, my face was right in front of her huge tits.

"You did such a good job eating me, I think you deserve to suck on my tits," she said as she put her hand on the back of my head and pulled my face against her huge left breast. I slipped my lips over the hot hard nipple and started sucking like a baby. I was purring with lust as I chewed and licked at the pebbly surface of her areola and thrusting nipple. After a couple of minutes, she pushed my head to the other side and I gave it a similar treatment. I could feel my own cock starting to harden again as I nursed at those massive jugs. I'd never seen such huge and hard nipples as my mother had. She moaned and coaxed me lovingly as I chewed and sucked at those protruding buttons of flesh. I switched back and forth until both tits were totally covered and glistening with my saliva.

"Okay, son," she said as she pushed me back from her swollen tits. "I'm ready to have that cock in me now." As I moved back towards the middle of the bed, she got onto the bed and kneeled beside me. She brought the double dildo down between her legs and I watched as she turned up the short end and inserted it easily into her twat. She withdrew it and I saw the whole thing glistening with a coating of her vaginal secretions.

"Here you go, there's a little extra flavor for you. Now open wide," she said as she brought the end of the dildo to my lips. I opened my mouth and she slipped it inside, the taste of her cunt honey and the 4" dick comfortably filling my mouth. Once it was fully seated with lips pressed up against the base, she reached behind my head and fastened the whole thing to my face. The face harness rested just above my upper lip so I was able to breathe freely thru my nose. The 9" thick cock protruded menacingly from the front of my face.

"There ... perfect," she said with a look of pride on her face. "Now, just lay back in the middle of the bed there." I slid my legs out from under me and lay on my back right in the middle of the bed, the big cock rising formidably above my face. I could feel my own cock rising from my groin, the nasty thought of what my mother was about to do turning me on.

"Looks like you like this idea," she said staring down at my surging cock. Her massive form loomed over me, a powerful woman in total control. I shivered with excitement as she lifted one of her long tapered legs over me and straddled my body. I watched her heavy breasts sway pendulously as she moved forwards, her knees finally coming to rest on either side of my face. I had a perfect view up into her eager box as she raised herself slightly until the tip of the upthrust cock was pointed directly at her sodden trench. She lowered herself slightly and I watched the tip of the broad mushroom head pressing against the slick opening between her begging pussy-lips. I felt my own cock surge as I watched her wet lips spread over the massive head as it slipped inside her.

"Ohhhhhhhh," she gasped as the broad crown disappeared into her gripping cunt. I felt the pressure of the contraption against my face as she started to lower herself onto the cock. I could feel enough of the sensations thru the dildo that I felt thoroughly involved in the whole nasty business. I was absolutely enthralled to be part of this "face-fucking" with my mother. I looked on enviously as her tightly stretched cunt-lips slid about halfway down the big cock.

"Oh yeah ... that's good," she said with a moan. "Nice and thick." She raised herself slightly and I watched her pink spread lips clinging to the broad shaft as she rose until just the head remained inside her. The top part of the shaft was glistening with her natural lubricant. She lowered herself and I felt the pressure increase again against my face. She took a couple more inches into her yearning box this time.

"Uunnhhh," she groaned as she raised herself again. This time she hesitated an extra second and then swiveled her hips slightly before powering her wide round ass down towards my face. My eyes were glued to her distended pussy-lips as she forced herself all the way down onto the upright cock. Her ass was sitting down fully on the base of the dildo and her flesh was pressed tightly against my face around it. My nose was almost touching her protruding clit and I could smell her intensely. It was the strong musky smell of a mature woman in heat. It flowed over me like a warm liqueur, the scent and flavor like a soothing elixir to my senses. With the small end of the double dildo filling my mouth, I felt my cock flinch and knew it was rock-hard and rising from my stomach.