Chapter 3

"KNOCK ... KNOCK ... KNOCK..."

"Huh ... wha... ?" Mitch mumbled, woken out of a deep sleep by the knocking at his door.

"Wake up, lazybones." Without even being asked this time, his mother opened his bedroom door and stepped into the room. "I don't want you sleeping the day away." As Mitch rolled over onto his back and rubbed the sleep from his eyes, his mother strode across the room and opened his blinds, the early morning sunshine streaming into the room. The last thing he remembered was having another one of those dreams about his mother, this one where she was riding him to one orgasm after another while dressed in a black leather corset and thigh-high boots. As his eyes quickly got accustomed to the light, he looked at her, hoping he'd see her wearing the outfit she'd worn in his dream. No such luck—as she stood at the window adjusting the blinds, he could see she was wearing her usual fluffy white robe, not even the sexy blue one she'd been wearing the night before.

"Wha ... what time is it?" Mitch asked, still squinting.

"It's almost nine. I knew if I let you sleep, you'd be there until noon." Mitch knew she was right—he often slept in until close to that time on weekends. His mother walked over to his bed and sat on the edge, just like she'd done last night. She leaned forward and kissed him on the forehead, and then reached forward, tousling his mop of hair. His eyes immediately went to her chest, where her mouthwatering 36Es were swelling out from the front of her gaping robe. He could tell she was wearing nothing beneath, and as she settled down, her boobs quivered delightfully, the huge mounds making him salivate. He was happy to see she made no move to pull the sides of the gaping robe closer together.

"Did you have a good sleep?" Nicole asked, her fingers tenderly smoothing out his disheveled hair.

"Yeah, it was really good," Mitch replied, knowing he'd slept like a log after jerking out multiple loads last night after seeing her in her new clothes.

"Good, then you'll have lots of energy to do what I want you to do today." Nicole smiled down at her son, knowing exactly how she planned on making use of that seemingly endless teenage energy. She'd been up for an hour, but was getting restless, wanting to put her plan in motion, and she definitely didn't want to leave her son to wake up on his own and start jerking off. She knew a thing about teenage boys, and after all, she was used to washing his spunk-stained sheets. So she'd woken him up, wanting to make sure his first load of the day was going to be hers.

"Is Dad gone?" Mitch asked, his eyes surreptitiously flicking down to his mother's partially-exposed breasts.

"Yes, he's gone. I never even heard him leave. Now, it's going to get hot up in the attic, so I figured we should get a fairly early start."

"How long do you think it will take?" It had been awhile since Mitch had been up in the attic. They'd had this big old house for as long as he could remember. His parents had renovated a lot of the interior to provide for all mod cons, but the attic remained, a huge storage space accessed by one of those old pull-down hatches with a ship's ladder stair attached. There were a couple of dormer windows up there that provided a decent degree of filtered light, but Mitch knew that even if they opened the windows, it would get hot up there in a hurry. He wasn't looking forward to spending most of the day up there.

"About two hours should do it. There's not as much to do as your father thinks. Now, I've already got breakfast going so we won't have to waste any more time." Mitch had definitely noticed the alluring scent of bacon warmly filtering into his room. "It's going to be ready in just a few minutes, so why don't you grab a shower and then come right down?" Nicole got up from the bed and strode to the door, turning towards him with a wry smile on her face. "And no dawdling in the shower." Mitch noticed her gaze flick down to his crotch, so his eyes instinctively followed hers, where he noticed his morning hard-on was tenting up his covers. He'd been so sleepy, he'd never even noticed the pronounced mound. He felt himself flushing with embarrassment as he looked back at her. "Now hurry up. I don't want my pancakes to burn." With that knowing smile on her face, his mother left his room.

Mitch would have loved to whip off a load, but he didn't want to have his mother upset with him, especially today. It was funny the way his mother had looked at his crotch when she'd made that comment about 'dawdling in the shower'. Mitch remembered the first time he'd masturbated. He'd been in the shower after a baseball game when he was much younger, rinsing off the sweat and dirt. He started washing his penis, his soapy hands rubbing over his loins. All of sudden, it started to feel really good and he felt his dink getting hard. His curiosity piqued by the intriguing new sensation, he'd kept rubbing his stiffening member, his lathered-up hands sliding briskly back and forth. And then those tingling sensations started. He wondered what was happening, and then for a couple of seconds there, he thought he was going to pass out. But he couldn't stop, and the next thing he knew, white strands of fluid were shooting from the end of his prick, and he was overwhelmed by the most exquisite sensations imaginable. Suffice it to say, Mitch started taking a lot of long hot showers after that. But today he'd have to put that adolescent hobby aside and get ready quickly.

Mitch dried himself thoroughly, brushing his teeth to get rid of his 'morning breath', and running a comb through his unruly hair. Heeding his mother's advice about what to expect in the attic, he pulled on a pair of white fitted boxers and his favorite old pair of jeans. He grabbed an old red t-shirt as well, one of the ones he usually wore when cutting the grass or doing other chores around the house. He hurried downstairs, the alluring scent of bacon and pancakes drawing him like iron filings to a magnet.

"Here you go," Nicole said, handing him a steaming mug of coffee. "There's orange juice on the table and the rest of this is almost ready."

Mitch sipped his coffee as he looked at her standing at the stove, spatula in hand. Man, how could any woman look so fucking hot, even in a plain old bathrobe. Her beautiful tits looked fantastic in profile, the front of the robe pushed out dramatically, enticing shadows falling on the underside of the massive guns, the dark shades shifting teasingly on the soft terrycloth as she flipped one of the pancakes. He hopped up on the counter so could have a better look at his mother's gorgeous MILFish body, his legs dangling over the edge of the counter. He used to do that all the time when he was little, watching his mother cook. He couldn't think of a better time to resurrect that old move, taking a sip from the hot mug as he looked at her. From his perch slightly above and right next to her, he could look right down onto those magnificent swells, which again, she seemed in no hurry to cover up as the front of her robe gaped open. As she flipped another pancake and her boobs jiggled teasingly, he could have sworn he saw a little bit of her darker areola beneath the edge of the loose robe. "Mmmm, so good," Mitch said, talking about the coffee but thinking of the fantastic view he had of his mother's sumptuous chest.

"I'm glad you like it," Nicole replied. "I think we're going to have a good day today, you and me."

There it was again, that sly little twinkle in her eye that had Mitch reeling already. "I hope so. I'm glad you think it won't take that long. I think you're right—it's going to get hot up there. I wouldn't want to be up there all afternoon."

"Don't worry," she said as she turned off the burners and started loading the last of the pancakes onto the platter next to her. "Even if it gets too hot, we can always go for a swim. I got a couple of new bathing suits yesterday too."

"You did?" Mitch asked, that nervous lump in his throat again as he thought about how he'd felt looking at the other new things she'd bought.

"Yes. I think you'll like them too. One's a white bikini, but I'm not sure if I'm a little too old to wear it. You would tell me if you think it wasn't appropriate, right?"

"S ... sure," Mitch mumbled, the hand holding his coffee cup starting to shake as he thought about his stacked mother in a white bikini. He actually had to reach out and take hold of the cup with both hands in order to stop himself from spilling it all over the counter.

"Good," Nicole said as she saw her son's nervous reaction. "Let's eat." She stepped over to the breakfast table, setting down the two big plates of pancakes and bacon. They both dug in, and Mitch didn't realize how ravenous he was until he started eating. Coated in the warm butter and maple syrup, the pancakes tasted heavenly. The salty bacon cut the sweetness perfectly, and washing everything down with the orange juice and strong hot coffee was just perfect. He ate twice as much as his mother, and wolfed down the final strip of bacon and the last pancake that she offered him.

Nicole sat watching her son eat, her mug of coffee in front of her, the warm fragrant scent wafting into her senses. She loved the way he watched her, especially the way his eyes zeroed in on the front of her robe whenever she moved. She'd purposely not worn anything beneath, anxious to have her handsome young son get in the mood for what she knew was to come—'to come', she thought, and smiled to herself at what that was going to mean in just a short time from now. She remembered looking at those pictures he had on his computer of him jerking off all over pictures of her, and how deliciously surprised she'd been by the size of his cock. Ever since she'd first seen it, she couldn't stop thinking about it—how it would feel in her hands, in her mouth, to feel the intense heat of it as she rolled her tongue over the massive head, what his silvery precum would taste like as it oozed out from his drooling piss-slit onto her tongue, and then how luxurious it would feel when he finally shot, filling her mouth with his thick sperm-laden teenage cum. She thought about how glorious it would feel to have that long hard horse-like cock stretching and filling her mature pussy like it had never been filled before, making her squirm and squeal over and over as she came time and again. She shivered with excitement as she thought about it.

"Are you okay, Mom?" Mitch asked, seeing his mother tremble as she brought her hand up and fanned her pretty face.

"I'm fine, sweetheart, just a little warm from drinking this coffee too fast. This robe is kind of warm too." She set down her coffee cup and grabbed one of the lapels of the robe in her hand and started fanning herself with it, knowing she was giving her son an even better glimpse of her round heavy breasts.

"Oh sweet Jesus," Mitch said to himself as his gaze went instinctively to his mother's chest, the mounds jiggling softly as she fanned herself with the turned up lapel, the delicious swells of tit-flesh seeming to just be calling out for his itchy hands.

Nicole had tilted her head up and closed her eyes as she tried to cool herself, giving her son free rein to feast his eyes on her voluptuous breasts. Through slitted eyes she watched him, his warm brown eyes as big as crop circles as he blatantly stared into the deep dark valley of her mile-long cleavage. She saw his hand slip beneath the table, and knew he was adjusting the growing bulge in his jeans. Yes, things were coming along just perfectly.

"Well, that attic isn't going to clean itself," she said as she pulled her robe tight around her and stood up. "You put the stuff in the dishwasher while I go and get changed. And can you open the attic hatch? I always have trouble with that. The step ladder is already up there. You better put some shoes on too. I don't know what we're going to find up there."

"Sure, Mom," Mitch replied, trying to will his stiffening cock to calm down. He hoped with his mother out of his sight for a couple of minutes, he'd be able to get himself under control. He knew it wasn't likely, but he hoped he wasn't going to be walking around with a hard-on all morning either. He wished he'd had time to whip off a load when he got up, to take the edge off, at least for a little while. "Baseball, think about baseball," he said to himself as he filled the dishwasher, remembering a line from an old Woody Allen movie. But thinking about balls and long hard bats wasn't really doing the trick, and his rearing pecker was still causing problems as he grabbed a pair of tennis shoes and made his way upstairs, adjusting the swollen member as he went, visions of his mother's big soft tits still swirling around his teenage brain.

At the end of the upstairs hallway, he found the stepladder and put it beneath the ceiling hatch. He climbed up and opened the hatch, the folding stair coming down easily until it settled on the floor of the hallway. Mitch made his way up the rickety old stair, seeing the soft morning light filtering in from the dormer windows across the front of the house. He also turned on the lights, which were nothing more than a couple of bare bulbs dangling from the ceiling. He looked around at the numerous boxes and pieces of old junk everywhere, most of them covered with a thin film of dust. He hoped his mother knew what his father wanted done, because he had no idea where to start.

"How hot is it up here already?" he heard his mother ask as she reached the top of the ladder.

"It's not too bad right—," Mitch stopped in midsentence as he turned to respond to his mother. He found himself unable to speak, and just stared as she took a couple of steps towards him and stood with her hands on her hips, looking around the room as she surveyed what they were up against. His mouth was salivating as he looked at her lush curvy body, looking absolutely incredible in what she was wearing. Her curvy rear end was covered by a pair of stretchy red shorts that fit her like a second skin and finished high on her thighs, the brevity of the shorts causing his eyes to linger on the creamy expanse of her toned thighs and long shapely legs. He took all that in in a split second, as his eyes immediately shifted to her upper half, and his heart started racing in his chest, causing his break in speech. She was wearing a brilliant white singlet, what some people call a 'wife-beater', the tight fabric of the singlet molding itself alluringly to her full hourglass figure. Beneath it he could see the outline of a lacy white bra, and he just knew from the way her breasts were standing up proudly from her chest that the bra was heavily reinforced with underwire, absolutely necessary to carry the immense weight of her 36Es. Her nipples were visible, even through the two layers of both the singlet and her bra. They stood out boldly against the tight-fitting apparel, the dark shadows beneath the protruding buds hinting at their size. He found his mouth watering as he thought what it would be like to run his hands up the front of her body and cup those magnificent breasts, and then let his fingertips toy with those stiffening nipples.

The singlet was so tight that he could clearly see the delicate pattern of the lace around the substantial cups, and the neck of the singlet scooped deeply, giving him another tantalizing view of her cleavage, the deep dark line drawing his eyes like a magnet. He couldn't believe it—he had a picture like this on his computer that he'd Photoshopped her into, but she looked far better than the original model ever could. His mother's breasts were far bigger, even though the original model had a pretty impressive set. No, the way his mother looked in that singlet was simply outstanding, and he gave up right then and there trying to keep his cock under control. As he felt it push against the front of his confining boxers, he knew there was no way he was going to stop himself from getting a hard-on.

Nicole took her time looking around the room, keeping her eyes averted from her son so he could look at her. She'd noticed he hadn't been able to even answer her question, but realized he had other things on his mind right now, much more important things than talking about the temperature—her tits. Once she figured he'd had enough of a free show, she turned to him and stepped forward, closing the gap between them. She flicked her eyes down, noticing a definite pulsing in that bulge in his jeans. When she brought her eyes back up, she noticed he was still staring openly at her chest, his face flushed. "We haven't even started and you're already sweating. It doesn't seem that bad up here," she said, giving him another one of her quirky smiles.

"Oh ... uh ... yeah," Mitch mumbled out a reply, not even sure of what he was saying.

"But it is going to get hot in a hurry. I guess it's a good thing I wore this outfit." Nicole did a little pirouette, giving Mitch a view from all sides of her spectacular mommy body. He almost gasped out loud as he looked at her full curvy bottom, the tight stretchy shorts looking like they had two small beach balls inside them. He couldn't see any panty lines and all, and found himself gulping as she competed the turn, giving him a glimpse of her pouting mound, the cleft down the middle of it teasingly visible beneath the tight red fabric.

"Is ... is that the other outfit you said you wanted to show me?" Mitch asked, barely able to keep his eyes from bugging out of his head as he stared at his sexy mother's gorgeous body.

"Oh no," Nicole replied, turning her chest from side to side, making her 36Es wobble teasingly within the tightly-stretched singlet. She noticed he couldn't take his eyes off the heavy round orbs, and knew her substantial nipples were thrusting boldly against the front of the singlet. She'd purposely worn one of her 'smooth-front' bras for just that reason, to make sure her nipples were clearly visible. "This little outfit? No, although it is one of the new things I bought yesterday, this is just so I can stay cool doing chores."

As Mitch let his hungry eyes roam blatantly over her buxom form, he prayed that from now on his mom would have a lot of chores to do, especially if she dressed like this to do them. Nicole looked directly at him and she had that mischievous twinkle in her eye again as she spoke, "The outfit I mentioned is kind of dressy. Not super-dressy, but kind of 'fun-dressy'. Something you'd wear to go out in." She paused, and then tilted her head kittenishly to one side. "I know, since your father's away, how about you and I go out for dinner? I could kind of be your date. That would be a perfect reason to wear that new outfit. What do you think?"

"I ... I'd love that," Mitch gushed, feeling even more excited about the possibility of both seeing his mother in another one of her sexy new outfits, and of having her as his date.

"You'll have to get dressed up you know," Nicole said, teasingly tracing one red-tipped fingernail down over the muscular plates of his chest as she looked at the old t-shirt and jeans he was wearing. "You can't take me out dressed like this." She put the flat of her hand on his chest, and then slowly slid it down, her fingertips feeling the pronounced definition of his six-pack abs. She could feel her pussy twitching with need already. "Yes, if you expect a goodnight kiss from your date, you're going to have to put on a shirt and tie." She looked up at him, almost pursing her lips in a beckoning gesture. "Do you think you can do that?"

"Y ... yes!" Mitch gushed out, feeling his prick lurch in his jeans as his mother's hand on his stomach was driving him crazy.

"That's my boy," Nicole said, pleased with his exuberant reply. "I like to see you all dressed up. Are you sure you're okay? You look a little flushed." She removed her hand from his flat stomach and took a step back.

"I ... I'm fine," Mitch said, trying to compose himself, which was difficult with his prick feeling like an iron bar in his pants. "I guess it's hotter up here than I thought."

"You might be right. I'm really glad I wore this." Mitch watched as his mother looked him up and down, her lips turning up in a pleased smile. "Why don't you take your shirt off so you'll be cooler?"

Something about the look in her eyes told Mitch she wanted to get a look at his body. "Okay," he said, peeling off his t-shirt and tossing it aside. He saw his mother's gaze roam over his body, her eyes taking in his broad shoulders and defined shape. Besides his photography and computer obsessions, Mitch also worked out the little gym they had in the basement, and he knew the hours spent on the weight machine there had paid off.

As Mitch pulled his top off, Nicole let her eyes feast on the inverted triangle of his muscular torso. She loved the way the sinews seemed to flow powerfully beneath the skin of his broad shoulders and arms, her gaze following the enticing muscles of his body down to the pronounced plates of his broad chest, and then further down to the rippling abs straddling his midsection. The waistband of his white fitted boxers was teasingly visible above the waistband of his jeans, hinting provocatively at what was lying further south of the wide elastic waistband. She wanted to slide her hand right down over her son's pronounced abs and feel her fingers push that waistband aside, her fingertips searching lower for the enormous cock she now knew was lying in wait like a giant anaconda. She could almost picture how hot it would feel as she got closer and closer, her fingertips finally circling around the massive girth. She had to shake herself out of the trance she found herself in, her own face flushing, just like her son's. Her needy pussy started to feel itchy again, and she hoped she wasn't leaking into her red shorts. "Okay, we should get started," she said, finally able to compose herself enough to address the situation at hand.

"Where should we start?" Mitch asked, happy to see the pink tinge coming into his mother's face as well as she looked at him.

"Those boxes of old clothes over there need to go down. It's stuff we're giving away to charity. I've already sorted them out." Mitch picked up the first box and Nicole watched, the muscles in his broad back rippling as he bent over and lifted, his firm buttocks looking fantastic in his jeans.

They worked for about half an hour, with Nicole directing Mitch here and there. He made numerous trips up and down the attic's ship's ladder, piling the boxes to be disposed of on the second floor landing. It was starting to get hot, and he could feel himself sweating.

Nicole loved the look of her son as he worked, his body moving fluidly as he labored, his defined muscles looking even better with the fine sheen of perspiration coating his toned body, his skin glistening attractively. She felt her heart racing with excitement as she looked at him, and couldn't wait to put her plan into effect any longer. She moved over to the other side of the room from where Mitch was working, and lifted a couple of small boxes off a bigger flat box lying beneath. "Oh my," she said, drawing Mitch's attention. "I'd almost forgotten this was up here." She set the box down on top of an old table in the middle of the room.

"What is it?" Mitch asked curiously, coming over to stand next to her.

"It's the box with my wedding dress," Nicole replied, lifting the top off the big box. She drew back the clear plastic covering inside the box and drew out the dress, holding it in front of her. "I'd forgotten how beautiful this dress is."

Mitch stared, dumbstruck. He could feel himself shaking with excitement as he looked at his mother holding the dress. If she only knew how many pictures he'd Photoshopped her onto where she was wearing wedding dresses, or bridal lingerie. He didn't know what it was, but seeing her in those types of clothing always made him hard as a rock. Was it just the look of the brilliant white material, or was it the lurking promise of sexual innocence you always associated with a bride, or maybe both—he didn't care, he loved to see her in all sorts of wedding attire, and his cum towel was heavy with the numerous loads he'd jerked off picturing her this way. And now here she was, holding up her own wedding dress against her gorgeous body mere inches away from him. As she pulled it against the front of her, he felt his semi-hard prick lurch in his pants.

"I wonder if it would still fit me?" Nicole said, holding the strapless dress to her lush curvy body. "I'm not sure if the top will fit the same. I think I've gained a little weight up top, if you know what I mean." She gave Mitch a little conspiratorial look as she nodded towards her chest.

"Ohhnnn," Mitch groaned, thinking about what his mother had said about the 'little weight up top' that she'd gained.

"Are you alright, sweetie?" Nicole asked, noticing how flushed Mitch's face had become as he looked at her holding the dress against her buxom mature body.

Mitch coughed, trying to clear his throat. "Yes, I'm fine. Uh ... just a little tickle in my throat, I guess."

Smiling to herself, Nicole turned back to the open box as she laid the dress down on the table. "Oh, and all the other things I wore are in here too." She reached inside and pulled out her veil, a delicate piece of sheer lace that she set aside. Below that she lifted out an intricately detailed white merry widow, the heavily structured corset covered with delicate white lace. Like the dress, it was strapless too, with ribbon-like satin garters dangling from the bottom edge. It was so heavily structured to support the tremendous weight of her heavy 36Es that the garment could almost stand on its own, the reinforced panels and bra cups forming to the perfect shape of her lush hourglass figure. She noticed Mitch staring at it, his mouth gaping open and his eyes big as saucers. Holding onto it with one hand, she reached into the box and pulled out a pair of tiny white silk panties, actually not much more than a wickedly daring G-string. She dangled the tiny piece of shiny fabric from the tip of her index finger, letting it sway from side to side.

"I'm sorry," she said, watching Mitch's eyes follow the swaying pair of panties hypnotically, "I'm sure you're not interested in these kinds of things." As he focused on her hand, she let her own eyes flick down to his crotch. There it was; his immense cock was outlined clearly, wrenched almost totally sideways beneath the confinement of his fitted boxers. She saw a pulsing throb, and saw the bulge shift upwards, as if straining to gain the freedom it knew lay above the constricting waistband.

Mitch felt a shudder of excitement trip down his spine as he looked at the sexy lingerie she was holding. The merry widow was amazingly sexy, and the way she was holding those tiny panties, the shiny silky fabric swaying mesmerizingly before his eyes—he felt close to going off in his pants. It was exactly the kind of thing he'd pictured his mother in, time and time again. If he had a dollar for every time he'd jerked off while looking at pictures of her in lingerie like that, he'd be driving a Ferrari right now.

"Oh, and these are here too," Nicole said, setting down the pieces of lingerie and picking up a pair of sheer white stockings. The gossamer hose glistened as she draped them over one hand and ran her slender fingers along the flowing length, letting Mitch see them in all their glory. They were exquisitely sheer, with intricate lacy stocking tops that would match the merry widow perfectly—after all, she'd bought everything except the wedding dress just the day before. The old lingerie she had when she'd gotten married twenty years ago was nowhere near as nice as this, and that stuff was now stashed away in the bottom of her closet. These things ... yes, these things—she'd bought especially for Mitch.

"I'd almost forgotten how sheer these are. Here, feel," Nicole said, casually tossing one stocking over Mitch's lower arm and drawing it slowly across his hand. She could see him tremble with excitement as she teasingly drew the feather-light garment over his hand, the sheer material feeling like a million butterfly kisses against his skin. Mitch could only stand there in awe as she slowly drew in the stocking, the final end dropping from his fingertips into her hand. She turned and laid them back in the box. "I remember how much I loved the way these stockings looked with these shoes," she said, turning back towards him as she held up the pair of shoes that were in the box as well. Like the lingerie, the shoes had been put there by her just the afternoon before.

Mitch looked down at her hands and felt his brain swirling with lascivious thoughts as he looked at the shoes. They were so fucking hot he couldn't believe it. They were white slingbacks, with a sinfully pointy toe and a daringly slender 4" heel. He loved high-heeled slingbacks, the way they made a woman look incredibly hot as they cradled their slender feet within the teasingly sexy shoe itself, the pointy toe looking provocatively sinful, and the sky-high heel made the musculature in their calves and thighs even more defined. Like the other items she had here, he had many pictures of his mother dressed in lingerie while wearing shoes just like that. Fuck, how he loved slingbacks. For some reason, to him, there wasn't a sexier shoe in the world.