Chapter 1

"Oh, Mom!" Billy gasped. "Oh, shit, I'm sorry! I guess I should have locked the door! "

Kathy stood motionless in the open door to the bathroom, gaping wide-eyed at her naked son as he dripped water on the tiled floor. Billy was the younger of her two boys, and she'd unconsciously continued to regard him as a mere child, despite his age. But what she was staring at now proved that at least in one critical area Billy was fully grown. His enormous, half-swollen cock hanging between his thighs would have been more at home on a donkey than on such a slender, innocent-looking young boy like Billy.

Kathy instantly felt her pussy moistening and the nipples of her firm, round tits stiffening through the thin terry-cloth of her robe as she stared at her son's big prick. Her face reddened at the same time... how could any decent woman feel sexual desire for her own son? she wondered.

"I... I'm sorry, Mom," Billy apologized. He grabbed a towel from the rack, swiftly wrapped it around his waist and edged past her into the hall. "I guess I'm getting into bad habits while Kenny's away. I'll remember to lock it next time."

Billy disappeared into his bedroom, shutting the door behind him. Kathy leaned against the bathroom wall and took a deep, quivering breath. The image of her child's huge, man-sized cock was branded in her mind's eye, and her pussy was throbbing as she thought of his cock. Her pussy was growing so wet that she could feel the moisture of her fuck-juices on her inner thighs.

Only three days before, her eldest son, Kenny had made a pass at her. It hadn't amounted to much, just a leering attempt to prolong an innocent, maternal embrace, and a warm, lecherous hand stroking her full, peach-shaped ass through her panties. But Kathy had been horrified that Kenny would want to make a pass at her.

Kenny was now spending the week with Kathy's kid sister, Debby, across town. Kathy had explained the problem frankly to Debby, who had once worked as a teacher's aide in a high school. Kathy desperately hoped that Debby would be able to help Kenny with his bizarre desire to fuck his own mom. Though, Kathy knew, it wasn't really so surprising after all. It would have been different if she'd been ugly, but Kathy was an incredibly gorgeous woman.

Her hair was long, wavy and golden blonde, framing a beautiful, blue-eyed, ruby-lipped face that had aged little in her thirty-seven-years, and which still earned her frequent offers to be a professional model. She was a bit taller than average, with long, show-girl legs, a slim waist and the kind of full, firm, saucily-wiggling asscheeks that men couldn't resist pinching whenever she dared to venture outdoors in shorts.

But her best features were her incredible tits. Kathy's shoulders and bone structure were delicate, almost girlish, and yet her tits were huge... two great, firm, milky-white melons that jiggled invitingly in even her most restrictive D-cup bras. Her nipples were luscious, too... a deep red in color and as wide as a baby's palm, with rubbery tit-buds that protruded nearly an inch when she was horny.

She was nearly always horny these days, Kathy thought shamefully. Ever since the divorce, she'd begun finger-fucking herself, first one, then two, then even four or more times a day. Her pussy got dripping wet when she did housework in the morning, and, even after jacking off, her cunt was frequently just as hot and wet when she went to sleep at night. Countless men had offered dates, but she'd turned them all down. The men she was really attracted to, in spite of all her shame, were her own two sons.

Yes, yes, yes! Kathy thought miserably, groaning with frustrated lust. It had turned her on so, so much when Kenny had fondled her ass she'd had to send him to Debby's or she would have wound up fucking him. And now... the completely accidental sight of her second boy's enormous cock, his massive tube of fuck-meat hanging so enticingly between his young, muscular legs.

A sudden image of herself sucking Billy's giant cock flooded into Kathy's mind. She imagined herself on her knees, whipping her fist, furiously up and down his big, stiff prick, slurping loudly and shamelessly on his cock-knob. The flush in her cheeks turned nearly crimson, and Kathy realized that she'd lost all control over herself.

'Yes, oh, yes', she thought dazedly. 'I need to fuck my own son!'

Shaking with lust, the fuck-hungry mom impulsively left the bathroom and went to Billy's room. She knocked lightly, her heart pounding in her chest.

"It's open."

She entered his bedroom, her short, terry-cloth robe swishing around her naked thighs, her big, firm tits jiggling braless as she moved. Billy was reading in bed, with the covers bunched around his waist and the light from the nightstand shining on his lean, bare torso. Kathy stared shamefully at his bulging crotch as she sat on the edge of the bed.

"What's up, Mom?" Billy asked, grinning. "You gonna give me a lecture about keeping the bathroom door locked?"

"No," Kathy whispered distractedly. "I... actually, I was going to use it as a... as a sort of opportunity, Billy. You're really getting to be a growing boy, honey. I think it's time we had a little talk about sex."

"Oh, that," Billy said, and laughed. "You can save yourself the trouble, Mom. I already know about all that stuff."

'Hmmm, you do, do you?' Kathy thought feverishly. 'Has some little teeny-bopper been fucking and sucking herself silly with your big, beautiful prick?' Suddenly, Kathy felt jealous, and that just made her hornier.

"Billy!" she blurted suddenly. "Did you know that you have an extremely large... um penis... for a boy your age?"

Billy looked at his mother curiously, surprised by her boldness. Kathy instantly felt her cunt throbbing even harder as she realized that her son was trying not to look at her big tits. Deliberately, she squirmed in a way that made her robe's waist sash loosen, so that Billy could see even more of her deep, spongy cleavage.

"Yeah, sure I knew," Billy mumbled. "I mean, I can tell from looking at other guys in gym class. Some of them even... you know... said stuff about it."

"You know, I know what it's like to be so sexually endowed, Billy," Kathy said, again nearly blurting out the words. She gestured at her tits. "I've had these since I was just a girl. Other girls used to tease me, and the boys... well, they all wanted to fuck me, Billy. It's alright to use that word with you, isn't it?"

Billy just stared at her, and his face reddened. The robe had now gaped open to her waist, exposing her navel and girlishly-rounded belly, and the inner slopes of her enormous, milk-white tits. Billy stared hungrily at his mother's tits, and Kathy suppressed a moan as she saw the obvious stiffening of his formidable young prick under the covers.

"Billy!" she blurted. "Why are you staring at Mommy's tits like that?"

"I... I can't help it!" Billy mumbled.

"Is it making you horny, son?"

Billy was too shy and confused to speak. Kathy stared, transfixed at his crotch. Her youngest son was really getting a hard-on, a cock so stiff and massive that it turned the covers over his waist into a tent. Kathy couldn't control herself. She shuddered as she slid her hand down, resting her fingers feverishly over his huge prick.

"Mom!"

"Is looking at Mommy's big tits what's causing this, Billy? " Kathy asked, feverishly squeezing his prick through the covers.

"There's no need to be ashamed of it, darling. Boys your age get stiff, throbbing cocks all the time. It's perfectly natural. Tell me, Billy, would you like to see Mommy's tits?"

Billy just gaped at her. By now, Kathy was so horny that she knew she'd go mad if she didn't start sucking or fucking very soon. Her fingers trembled as she completely undid the waist sash then shrugged the short robe off her shoulders. Billy's eyes bulged as he gazed at his mother's naked tits, at the crimson, suckable nipples protruding a full inch from the creamy surface of her incredibly firm-looking breasts.

"Oh, Mom!'

The boy's eyes were all over his mother's gorgeous naked body, and when she saw his gaze on her hairy crotch, Kathy opened her thighs wide, giving her son a good long look at her moist, gaping cuntslit.

Billy's man-sized fuck-tool bucked and throbbed under the covers, obviously as stiff as a prick could get. Kathy's mouth watered as she realized how desperately she longed to suck the salty prick-juice out of her son's hard young cock.

"Oh, son, this really is making you horny, isn't it? Oh, sweetheart, I know you can't go to sleep with a cock so stiff. It would hurt too much, and you'd have an awfully wasteful wet dream. Here, Mommy better give you some relief."

Kathy pulled the covers to the foot of the bed, exposing her boy's naked body and his gigantic, stone-hard cock. His incredibly long, fat pole of meaty cock-flesh arched stiffly over his belly, capped with a puffy, helmet-shaped knob that oozed milky pre-cum. Kathy's mouth watered as she stared at her child's magnificent cock, imagining herself slurping down his cumm.

"Oh, Billy, what a monster!" she said.

Kathy slid her robe off completely, then knelt naked on the floor, facing the bed. "Sit up here, honey. Right on the edge of the mattress. Mommy's just got to take care of that big, beautiful prick for you!"

Billy did as his mother asked, red-faced yet trembling with lust. He gazed down at her, his huge fuck-pole throbbing right in front of her face. Kathy whimpered with incestuous passion as she wrapped both hands around his prick, amazed that so much of his stiff cock still protruded from the grip of her fists.

"Does this feel good, Billy?" The shameless mother asked, jacking her son's prick with her hand, pumping her fist fast and hard up and down his huge throbbing erection. "Does it, honey? Is this making your cock feel better?"

"Y... y... yes, Mom," Billy stammered. "Oh, yes!

"It feels good to me, too, Billy!" Kathy hissed. She beat his cock-meat as fast as she could, excitedly watching the pre-cum oozing from his piss-hole. "Would you like Mommy to do something to make your cock feel even better?"

"Y... yes!"

"All right, Billy!" Kathy said. "I'm going to suck your prick for you now, honey. I don't want you to tell anyone about this, but I don't want you to feel ashamed of it, either. Because Mommy really wants to suck your prick, Billy. Mommy wants to an awful, awful lot. Will you let me, Billy? Will you please let me suck your big, fucking prick?"

Billy just moaned. Kathy dropped her hand, pressing her lips in a lewdly sucking kiss on the spongy tip of his prick. She tasted the pungent saltiness of her child's cream, and her pussy ached as she imagined how much cum was stored in his balls, how much of his hot, sappy jizz would soon spew down her throat.

Gradually, the naked mother let her lips part, making loud, wet, smacking sounds as she took her son's cock deep inside her mouth. Hungrily, she licked her tongue around the swollen length of his prick-shaft, delighting in the taste of his fuck-rod.

Kathy shut her eyes, concentrating on nothing else in the world but the taste and feel of her son's cock in her mouth. She started sucking, her cheeks flushing brightly and puckering with her suction around the tasty stiffness of Billy's fuck-meat. Kathy clung to her son's cock with her hand, holding up his wand of prick-flesh as she slurped and sucked loudly on his cock-tip.

Up and down her head bobbed, shamelessly fucking her face with Billy's giant fuck-stick. "Oh, Mommy!" Billy groaned. Dazedly, he looked down at his naked mother, shocked and excited by the spectacle of his cock-loving mom with her lips stretched to bursting around the steely stiffness of his prick.

"Harder, Mom! " Billy dropped his hands to her head, curling his fingers in her long, golden blonde hair. He bucked his lean hips off the bed, nearly choking his mom as he tried to jam his cock farther between her lips. "Harder! Oh, fuck, Mom, I'm stiff now! Suck it, Mom, suck my cock!"

Encouraged by her son's eager words, Kathy sucked his fuck-pole even harder. His hot, salty cum-juice was oozing heavily out of his piss-hole, promising a gusher of jism soon to come. Kathy bathed his prick-head with her tongue, eager to lap up and savour every drop of his spunk. His prick was growing even stiffer, pulsing rhythmically on the roof of her mouth. Kathy knew she had her son close to blowing his wad. Relentlessly, she sucked on his aching cock, the bedroom filled by the constant slurping, gurgling sounds of the frantic blowjob in progress. Her hand jacked on his fuck-rod again, frantically beating his cock up to her cock-filled lips.

"I... I'm gonna cum, Mom! " Billy yelled. He pulled her hair gently in his excitement gasping and wiggling his hips on the edge of the bed. "Ungghhh! Oh, fuck, you're such a good cock-sucker! I never knew my prick could feel this good! Please, keep sucking it as hard as you can!"

Kathy obliged her horny son, sucking his burning prick as hard as she could. Her fist was a blur as it whipped up and down his cock-shaft, urging his load of juice to spray out of his balls. Kathy moved her other hand between his thighs; sighing around his cock as she felt the heaviness of his hairy, wrinkled ball-bag. Lovingly, she fondled his congested balls, slurping and sucking madly on the rigid stiffness of his prick.

"I'm making it, Mom!" Billy cried. "Oh, fuck! Please keep sucking! I"M CUMMMMMMMING!"

Billy's creamy torrent of cum blew into his prick-sucking mother's mouth, splattering on the roof of her mouth, then shooting past her tonsils down her throat. Kathy clung happily to her boy's erupting cock, feverishly gulping and swallowing as she sucked, determined to nurse down every drop.

His jism was delicious... the tastiest cum she'd ever swallowed in her life. And his load was every bit as huge as she'd hoped it would be. A tidal wave of cream blasted again and again out of Billy's cock, making his prick pulsed wildly between her lips as it vented its load of boiling sperm.

Kathy swallowed every drop. Her swirling tongue cleaned the last traces of jism off of his prick-head. She jacked her fist up and down on his cock, as if hoping to coax out even more cream. Finally, flushed with both shame and passion, Kathy slid her wet lips off of his rock-hard saliva-dripping prick.

"Well! " Kathy exclaimed nervously. She felt a little frightened by the knowledge of what she'd just done to her boy. She Shamefully licked the stray drops of cum from her mouth. "That was... that was quite a step we just took, Billy. I hope you don't feel... feel ashamed of yourself, for letting Mommy suck your prick. "

"No," Billy murmured. "I don't feel ashamed! "

There was a long silence. Kathy continued to stare hungrily at bobby's giant prick. She realized, with an ever-worsening ache in her pussy, that his cock wasn't softening at all. If anything, his saliva-covered prick looked even stiffer.

"Why, B... Billy! " Kathy gushed. "You've still got a huge hard-on. I guess Mommy's sucking didn't really provide you the relief you need after all, did it?"

Billy didn't answer. Kathy could feel her pussy-lips pulsing in and out. Her clit felt very swollen, and Kathy knew that nothing could gratify her horny little clit-bud the way a good licking could.

"Billy, I know all this is new to you," Kathy said. She rose to her feet, her long legs flashing and her enormous tits jiggling as she joined him on the bed. "And I do want to give you a chance to explore my body. I'm going to lie down next to you darling, and you can do anything to Mommy that you like!"

Kathy sprawled on her back beside her child, wiggling her ass on the sheets, spreading her long legs very wide. Billy turned onto his side next to her, gazing wide-eyed at his spectacular voluptuous mother. Kathy whimpered as her horny child slid his hands up her waist, filling his fingers with the weighty, spongy softness of her enormous tits. Lewdly, Billy Kneaded and massaged her gentle tits, rubbing his palms across her rubbery distended nipples.

"Ungghh! Oh, Billy, that feels so good! Suck them, baby! Oh, my sweet, sweet baby, suck Mommy's tits!"

Billy opened his mouth wide and lowered his head, wrapping his lips eagerly around one wide, crimson nipple. He sucked her goose-bumped tit-cap very hard, as if he were a nursing baby again, trying to suck milk out of his mother's tits. Billy cradled her huge breast in both hands as he sucked it, coating Kathy's firm creamy tit-flesh with a slick sheen of saliva.

"Ungghhh! Oh, Billy! Suck the other one, honey!"

Billy switched boobs, sucking his mother's other enormous tit even harder than he'd sucked the first. Kathy spread her thighs even wider, shuddering and moaning as she started to buck her ass excitedly off the bed. Her pussy throbbed rhythmically, like a heart displaced between her thighs. With a low whimper of lust, Kathy cupped her drooling cuntmound with one hand, and squeezed.