Helen finished her shower and stepped out onto the bathmat. As she reached for a towel she glanced briefly in the mirror. Sure enough Eric, her seventeen year old son, was peeping through the window. The curtain was a poor fit and there was enough of a gap to see through. Helen fumbled as she lifted the towel from the rail and bent at the waist to pick it up from the floor. She stayed that way for a few long seconds, her shapely backside and thighs directly in her son's line of sight, her puffy reddened sex displayed, before standing again and starting to dry herself. She found it necessary to pull her buttocks wide apart and dab at the drops of water caught between them, then turn round and put one foot on a stool while she meticulously dried her pubic region. It also took a long time to dry each large breast, massaging them almost as much as drying them. Helen stood naked, side on to the window for a good while longer, applying talc, deoderant, checking for wrinkles. Finally she put on her robe and bundled up her towel for the wash.

She'd been aware of Eric watching her for several months. It was all harmless stuff and she had gotten a bit of a kick out of flaunting her body in front of him. She'd often walked out of the bathroom or bedroom with her robe loose enough that it accidently revealed a breast, or else while wearing a low-necked t-shirt bent forward to talk to her son or serve him a meal, and since early that summer she had often sunbaked out the back in an almost obscene bikini. She had taken to visibly noticing his discomfort with a growing erection at such times, and he always blushed at her enquiring glances. The fact was that Helen was finding the whole thing as arousing as Eric was. She had a curvaceous body and loved male attention.

She had been a widow for three years now, but didn't think she would ever get over the loss of Stan, her husband. He had been twenty years older than her and the bond between them had been very strong. She was only nineteen when they had met and although she had been sexually active for a couple of years, sex with Stan had been a real and on-going awakening. Above all he had taught her to express herself sexually, to identify her needs, to take pleasure in serving his needs and to get him to satisfy hers. They were married for sixteen years before Stan died and had never settled into any kind of sexual routine. They were constantly experimenting and exploring and, as a result, Helen knew very well what she wanted from sex. God, she had loved the role playing; and how she missed the sheer phyical abandonment she'd developed in their intimacy. And how hard it had been to find any kind of sexual fulfilment after Stan's death. The couple of times that she'd sought sex through dates had been so remarkably dissatisfying that she'd despaired of ever meeting a man who could provide what she needed, especially now that she was approaching 40.

Her son Eric was a quiet young man without many friends. Helen knew that she was more protective of him than she should be, but needed the close relationship they had. She had been thinking for some time about seducing him - after all he was a good looking young man. Helen was sure he was ready and, anyway, she had been sexually active at his age. And wouldn't it be better for a vulnerable boy like Eric to be introduced to sex by an experienced woman who cared for him and could ensure he learned more than just the basics?

Her little display in the bathroom had left Helen feeling more than a little horny. Her nipples were still stiff from the massaging, and her labia were damp with arousal. She waited a few moments, rehearsing the scenario she had planned in her mind in the last few weeks. She then padded down the hallway, paused outside his closed door, then quickly opened the door and walked in. Eric was on the bed wearing only a t-shirt. He'd been wanking and was now frozen, mouth open in shock, one fist tightly gripping his hard cock. Helen stood with her hands on her hips in obvious disapproval and, as Eric tried to cover himself and started stammering something, she was gratified to see that his cock, like Stan's, was both thick and long - at least nine inches she judged, her nipples hardening even more.

'So this is what you do on a Sunday morning!' she said, allowing a little anger into her voice. 'First you spy on your mother in the shower and then you slink in here and masturbate!' Eric was almost crimson with shame and started to stammer again. Helen cut him off abruptly. 'Don't you think it's wicked and unnatural to carry on this way? Don't think I haven't noticed you leering at me! Do you think I want to be a victim of my son's lust in my own house?' Eric was abject in his embarrassment and had finally succeeded in covering his groin with a sheet. Softening her expression from anger to pity, Helen went and sat on the bed. Putting her hand on her son's arm consolingly, she looked at him with concern.

'I'm really sorry, mum,' he mumbled.

'Why did you do it, Eric?' her voice a little less angry. 'You've got to realise that it's wrong to sneak around perving at women. It's going to get you in real trouble.'

'I was just curious,' he mumbled again.

Helen paused as if thinking deeply. Then she said, 'Do you think about sex much, Eric.'

'Uh, sure,' he replied.

'Do you masturbate much, Eric?' her voice gentle, almost concerned. She had leaned a little closer and the neck of her robe had opened enough to allow him a glimpse of one breast.

'Uh, not really,' he said, trying unsuccessfully to ignore his mother's inadvertant and tantalising display.

'Once a week?' she enquired, noticing his cock moving against the sheet.

'Uh, sometimes more,' he confessed in a shamed whisper. Yeah, a hell of a lot more, thought Helen. More like five times a day to judge from the sticky tissues in his waste bin.

'What were you thinking about just now when I came in the door?' No answer. Helen stroked her son's arm soothingly and leaned closer saying in a concerned coaxing voice, 'Were you thinking about me?' Her robe was now open enough at the neck for her son to see both slightly swaying breasts with their hard nipples.

'Uh-huh,' Eric half grunted, looking down at the sheets, his face crimson.

'Look at me Eric,' Helen said quietly. He didn't move and, taking his chin in her hand, she tilted his face up to hers, noticing how his eyes lingered on her tits, and said in a firmer tone, 'Look at your mother when she's talking to you.' Eric couldn't hold her gaze and as his eyes moved away she tightened her grip. His eyes darted back to hers, a hint of fear in them. 'Tell me exactly what you were thinking, Eric, as you were masturbating.' The tone of her voice and her look demanded a response and her son swallowed awkwardly. 'You need to be able to talk to your mother. If I know what the problem is, I can help you. That's what mothers are for.' Eric nodded and, releasing his chin, Helen continued in a firm voice. 'Now tell me what you were fantasising about just now.'

'Uh, I was thinking you were in here with me, mum.'

'Yes, go on.'

'Uh, that's all.'

'What was I doing?' Helen asked gently. 'Was I naked?'

Eric reddened again, and looked down.

'Eric...' Helen said in a warning tone.

'Uh, yeah, you were naked like just before in the bathroom.'

'Look at me Eric,' she waited until his eyes met hers and then, holding his gaze, said, 'You mean I was drying myself in front of you?'

'Uh, not exactly.'

'What then?'

'Well,' he paused, flustered and embarrassed. 'You were with me.'

'I was sitting on the bed with you?' she enquired innocently. 'Perhaps I was holding your penis. Was that it?' He was silent. 'Or perhaps you were stroking my breasts? Tell me, Eric.'

'Yes, I was touching your body, like you were when you were drying yourself.'

'And?' She said, her eyebrows arched.

'And you were touching mine,' he said, his eyes dropping to his lap again but not without pausing to look at her breasts.

'Listen Eric, I know it's normal for a boy your age to be curious.' He was looking at her again. 'But I'm worried about where these perverted thoughts might lead you.' His expression was startled and ashamed again. 'I think you might do something foolish if these kind of imaginings go on.' Her hand tightened on his arm. 'It's a real worry for me and I've been wondering what we should do about it. What do you think we should do, Eric?'

'I don't know, mum,' he whispered.

'Well, I think that the best way to deal with curiosity is to get things out in the open. You need to tell me if you are curious about something. And when strange thoughts are occurring in your imagination, you need to discuss them with me, regardless of how disgusting or perverted they may be. Do you understand?'

'Uh, yes mum.'

'You need to be able to talk to me about these things, no matter how embarrassing or shameful. And I'll help you. But if you hold anything back or hide things from your mother, you'll be in danger of becoming a sick animal unable to control your emotions.' Her son nodded, his eyes again looking at her breasts. 'Now Eric, you say that in your imagination, we were both sitting naked on the bed, touching each other. Yes?'

In response to her demanding tone, his eyes were once more raised to hers. 'Uh, yes.'

'Very well then,' she said standing up and, without warning, shrugging out of her robe. She stood naked before Eric, enjoying the surprise and disbelief on his face. God, she was hot. Her nipples were like bullets and her parts were so damp she was afraid she would squelch when she sat down. 'Now Eric,' she said bending down and tugging back the sheet, 'take your top off.' As he hesitated and then pulled his t-shirt up, momentarily tangling his arms, she gazed lustfully at his rigid dick, reassessing its size as at least 10 inches. Her face was composed by the time Eric finally got free of his t-shirt, and she sat down matter of factly, seemingly unaware that her thigh was against his and that his breath was coming in short pants. 'So,' she continued. 'Where were you touching me?'

Eric gulped and said, putting his hand out hesitantly, 'On the breast.'

'Like this?' Helen said, taking his hand and putting the clammy palm over her breast. He nodded jerkily and, continuing to hold her palm over his, she started massaging making sure that he did it the way she liked, covering all the soft flesh with gentle squeezes. She then took her hand away and made sure he continued the way she liked before continuing in a detatched voice. 'And I suppose you had your other hand on my hip...' she took his hand and held it against her buttock, 'And were sucking my other breast?' She put her hand behind his head and gently drew him forward until his hot mouth was encircling her nipple. He sucked tentatively and then steadily, and she felt his tongue going back and forth over her nipple. Jesus it felt good and she had to struggle to maintain a dispassionate composure. He had forgotten her first breast so Helen said, 'So you were squeezing one breast and sucking the other,' and got the response she wanted. 'You probably know that women like their nipples to be sucked gently, first one and then the other, while having their breasts massaged.' Again he readily complied, leaving wet patches of saliva over each aching nipple. Helen enjoyed her son's attentions for several minutes, then pushed him gently back.

God, it had been so long and if she got any hotter she'd have to rape him. He looked at her questioningly, face flushed and damp from being pressed against her tits, wondering what he had done wrong. 'Now, in your fantasy, while you were squeezing and sucking my breasts, I was touching you. Right?' Eric nodded but wasn't saying anything. 'Where was I touching you? On your penis? Like this?' She put her hand on his cock, loving the silky hardness and the heat, then wrapped her hand around the base. Her fingers couldn't quite encircle it - God, he was even larger than Stan had been and she felt a gush of juice drench her cunt. Eric groaned and she started to wank slowly back and forth. 'Was I doing this?' she asked innocently, and Eric groaned again. She stopped, put his hands back on her breast and buttock, then drew his head down to her nipple again. She started to wank him again and he sucked avidly first at one breast then the other. Helen continued to talk, 'I don't know why you think your mother would want to do this with you,' Eric paused, but quickly sucked again at her breast as she didn't let up in her stroking of his thick cock. '... why she'd want to masturbate any man, let alone her own son; why she'd want to put her little hand around your penis.' She felt his cock beginning to pulse, his orgasm imminent, so stopped and gently pushed him back away from her again.

'Eric, was that all you imagined us doing?' His eyes were glazed but with an effort he focussed on her. 'I would guess that you were fantasising about more than that, given that you've been perving on me for weeks and weeks now.' He nodded. 'So what else was going through your grubby little mind?' She had hardened her voice and he looked bewildered again. 'Well?'

'Uh, you were... licking me,' he said in a dry whisper.

"What? Licking you? Your penis?' He nodded. 'Uuggh!' she shuddered. 'How disgusting!' Her son looked incredibly ashamed and crestfallen. 'Oh well,' she said in a resigned voice. 'If I'm going to help you, I suppose we'd better keep going... Now, was I kneeling on the floor between your legs?' He looked at her dumbly, then nodded jerkily. Helen shifted onto the floor and knelt between his legs, making sure that her steaming cunt was wedged gratifyingly over one of her heels. 'So I held your penis and licked it? Like this?' Helen leaned forward and, holding the wonderful tool at its base, licked it up and down a couple of times, flattening her tongue against the hot shaft. God, she wanted to have it deep in her mouth. 'That is so depraved,' she said sitting back and looking harshly up at her panting son, still grasping his slickened cock firmly. 'I can't believe you thought in your fantasies that I would do that for you. I suppose you imagined me sucking it too, and not just the tip but the whole foul-smelling thing? Well?'

'Yes, mum,' Eric said guiltily. 'Except I was standing up, not sitting down.'

Helen was pleased that he was finally getting the hang of things. 'OK then, stand up,' she said, not moving so that when he stood, he had to hunch over slightly so that his cock didn't poke her in the face. 'Like this?' Helen said and, angling his cock down, put the silky head between her lips and slid forward. The flared glans pushed her mouth deliciously wide and she mashed her cunt against her heel as hard as she could. She kept moving forward on the magnificent pole, hesitating only briefly as it pressed past the back of her mouth and into her throat. The last couple of inches presented a challenge, not just because of the amazing girth, but because he was clearly a good inch bigger than Stan had been. She had a moment of doubt, but managed to accommodate the massive tool. She sucked and constricted her throat on it for a few marvellous seconds, before pulling slowly back and letting it pop out of her mouth. Looking up at her son, she wiped her mouth and said, 'I can hardly believe that a son of mine would want his mother or any woman to behave so unnaturally. Where did you get such ideas?' He just gaped at her and she continued, 'Did I keep putting your ugly thing in my mouth?' He nodded dumbly. 'I can't imagine even you thought I would do it willingly, so I expect you had your hands on the back of my head and in my hair, and you were pushing me down all the time.' She bent down and put the tip of his cock to her lips again, but it was a moment before she felt his hands on the back of her head. She didn't move until he pushed her down and even then she only went as far as he pushed her.

After a few seconds, she once again had the coarse pubic hair of his belly against her face and was working the ridges of her throat against his magnificent shaft. When she needed a breath she pushed back against his hands until most of his cock was out of her mouth and stayed there until he hesitantly pushed her down again. But he soon got the idea and started to push her down his cock and pull her back up. She couldn't resist the splendid meat and sucked and licked at it constantly, relishing the taste and wanting things to go on and on. It wasn't unusual for her to cum while giving head to Stan and now, with her cunt grinding down on her heel and this spectacular cock sliding in and out of her mouth, she could feel the beginnings of an approaching orgasm. His hands were now tangled in her hair and the painful tugging as he guided her up and down his cock was only inflaming her lust. All too soon she felt his cock pulse and throb and pulled back so that he shot his load into her mouth rather than her throat. God, it was good to taste cum again and she savoured each jet. When he had finished, she let his slimy cock slip from her mouth and, swallowing most of her son's offering, stood up facing him. Even though she hadn't cum, she was highly aroused. 'I suppose you wanted to kiss me so you could taste your own semen,' and ignoring the surprised look on his face, she pressed against him, her nipples rubbing his chest, poking her tongue against his teeth as he kissed her, making sure she transferred a good dollop of the salty jism. God his mouth tasted sweet and she had to force herself to pull away.

'Now, Eric,' she said sitting back down on the bed and drawing her son down beside her. 'I hope that acting out that grubby little fantasy has demonstrated how unpleasant it can be giving in to your desires.' She was all business like. 'I also hope that you can now see that I am someone who can help you, so don't be shy in confiding in me when you are disturbed by these base and unnatural longings.'

'Uh thanks, mum. I will. And I'm sorry about today.'

'Alright Eric,' she smiled in a martyred way. God, she needed to be fucked sooooo badly. 'Now, hand me your underpants there behind you, and I'll clean that messy slime from your penis. Personal hygiene is most important.' She took his scrunched up jocks from him and, holding the deflated cock in one hand, started to wipe it in long slow strokes, squeezing and dabbing in a clinical manner. Jesus, even limp it was like a fucking hose pipe. She was careful to wipe all around and underneath the stiffening shaft, and then the scrotum with its plum sized balls. She was determined to get those into her mouth before too long! By the time she had finished he had a raging hard on again and she looked at him disappointedly. 'Eric, I can't believe this! What dirty thoughts are going through your mind now? We've only just finished dealing with one manifestation of your perverted lust and now, even in the presence of your mother, you are clearly unable to control your grubby little urges!'

'Oh mum, I'm sorry. I just can't help it. Your hands feel so good.'

'My goodness, Eric, you are hopeless!' she said in despair. Then, with a resigned sigh, 'Tell me what you are fantasising about now.'

'Aw mum,' he replied. 'It's really embarrassing.'

'Does it involve me again?' she asked, sighing and forcing herself to release his hard cock. He nodded guiltily. 'I suppose it's something worse than what we just did,' she speculated. He just looked at her and after a pause, when it was clear he wasn't going to say anything, she added, 'What do you imagine could be worse than making me suck on that revolting penis?'

'I'm sorry mum. It's just that I have this recurring thought of us, uhh... you, know, being together...'

'You mean, having sex,' she said for him.

'Uh huh.'

'Oh Eric,' she said in disappointment. 'Is this something that you think about a lot?'

'Yes, mum. Sorry.'

'And how do these unhealthy thoughts start?'

'Well, mum. Different ways.'

'Such as?'

'I guess I think about you sitting on top of me while I'm lying back on my bed,' he said, once again going all red.

'OK then,' she sighed after a pause. 'Lie back and let's see how we go this time.' He lay down in a flash, his enormous cock lying on his stomach, stretching past his navel. 'You can't have imagined I would just come in and impale myself on your wretched penis,' she said hand on hips doubtfully. 'Something that size could do serious damage to a delicate woman like me, especially if it went in dry. And I certainly wouldn't be at all moist at the prospect of having sex with you.' She walked over to the head of the bed and looked down at the clueless face of her seventeen year old son. 'You would have been thinking you needed to put lots of saliva on my vagina, making sure I was well lubricated before I could possibly let your penis near me.' She stared at him and he nodded. Then she quickly straddled his face and lowered her muff onto his mouth. He soon got the idea and he could feel his tongue probing in her swampy bush. 'You need to put lots of saliva all over the opening,' she encouraged, 'and deep inside the tunnel, as well.' Oh sweet Jesus, she thought as his tongue slid around her ripe swollen gash. If he finds my clit it will be all over in a moment. 'Just getting a woman's vagina wet isn't enough preparation for sex,' she said trying to keep her voice level. 'You need to make sure her breasts are well massaged and her nipples rubbed.'

His hands came up to her breasts and she put hers over them, making sure he did it the way she liked. After a moment she had to lean back and steady herself she was so dizzy. His hands went on kneading her pillowy tits and everytime his fingers closed over her nipples it sent a tingling jolt straight to her cunt. Despite herself, she was beginning to lose her self control and she started to grind her cunt into his face, moving it back and forth on his mouth, rubbing her clit against his nose, leaving long streaks of her wetness. Finally she got a grip and paused, composing herself before saying, 'I'm sorry, Eric, I just can't get any enthusiasm for what you want to do - the thought is just too repulsive. It's impossible for me to be properly prepared.' Her son's face collapsed in anguish and disappointment and she savoured it a moment before sighing. 'No doubt you'll just masturbate even more - or worse! - if we don't satisfy this nasty little curiosity. I guess I'll just have to try and go along with it as best I can.' Relief then excitement came quickly into the boy's face as she moved back to his groin, took his dick in one hand, and positioned herself over it. She guided the cock head to her cuntal opening and wiped it back and forth between her labia. Once it was slick, she quickly inserted it and lowered herself until it was wedged halfway in her. God it felt wonderful - it had just been too long and her cunt spasmed and clamped around the delicious intruder. Helen groaned and Eric looked up in alarm.

'Mum! Are you OK?' he asked worriedly.

Helen opened her eyes and focused on his concerned features. 'It's better that we go through this and get it over with,' she gasped in a pained self-sacrifing tone, 'than have you going around with evil thoughts filling your mind.'

'It looks like it's really hurting, Mum,' he said in some alarm.

Helen just gave him an accusing grimace, then sunk down till her hips were touching his, groaning again. Sweet Jesus - she had never been so filled up! Her cervix was pulsing and the lips of her cunt were splayed so far open she wondered if they would ever close together again. 'What now?' she gasped.

'Uh, you move up and down,' Eric replied. 'But mum, it looks like you're having trouble.'

'Well, you can't expect me to enjoy it! The thought alone of what we are doing is enough to make me feel ill; but actually doing it is positively sickening, especially with a deformed penis like yours that seems designed for the sole purpose of giving women pain.' Helen moved gingerly up and down a few inches, then leaned forward, dangling her tits in the boy's face. 'It might help if you suck my breasts again - at least it will be more tolerable for me and help me take my mind off the discomfort.' Eric latched on in an instant and as she fucked up and down her nipples were pulled back and forth between his lips till they felt stretched way beyond their normal size. Helen was soon on the verge of orgasm. Eric was now thrusting to meet her and the fucking was becoming erratic and frenzied. Helen came with a heaving panting shudder, her entire insides clenching and spasming. Eric looked worried for a moment but continued to pound into her cumming himself while she was still cresting and setting off another tremor through her entire body.

Afterwards, as she lay panting and limp, he was apologetic and consoling. He hadn't meant to hurt her and he was sorry he'd made her have sex with him. He could see now that his thoughts had been wrong, and so on. She gathered her composure and went straight to the bathroom to 'make herself clean again'. As she stood in the shower, the hot spray soothing her still tingling skin, she marvelled over how good it felt to fuck again and wondered why she had waited so long.

The rest of the morning, Eric kept mostly to himself, tiptoeing around her whenever he ventured from his room. For her part she ignored him except for the occassional accusing glance. After lunch she announced that as it was such a warm day she was going to sunbathe - it would make her bruised body feel better. Eric looked suitably guilty as she went to her room to change. The bikini she'd bought was miniscule and on her voluptuous curves looked particularly obscene. The little white triangles of the top barely covered her nipples, let alone her large cushiony breasts, and if she did it up tightly (as she did whenever Eric was around) her breasts bulged around it. The bottom was a lewd g-string. The front was tiny and didn't even cover her pubic hair (which she liked bushy and never trimmed); and the thong in the back wedged mostly in the cleft of her buttocks. Eric always got an instant hard-on whenever she appeared in it and lurked around watching her. And today was no different. As soon as she was out on the secluded patio, he appeared, hovering about as she struggled with the lounge, settled, applied tanning lotion, lit a cigarette and started flicking through a magazine. After a half hour, she let the back of the lounge down and lay on her stomach, legs slightly splayed. She waited a couple of minutes then looked over her shoulder at Eric, whose eyes were riveted on her crotch where her pink hairy labia were bisected by the thong. 'Get me a juice, will you darling?' He snapped to and walked into the house, unsuccessfully trying to disguise the lump in his pants. Helen waited until he had set down a glass by her side then asked him to rub tanning oil on her back. He could hear her gulp, but he barely hesitated. As he picked up the bottle, she reached back and untied the string of her bra. 'I don't want any pale lines spoiling my tan,' she explained. God, his hands felt good on her skin! At her direction, he rubbed the lotion in slowly and deeply with wide circular motions. He did her back, then legs, then, boldly and decisively, her buttocks. Helen wondered if the dampness she felt in her cunt was visible to him as he gazed at the parted junction of her thighs.

When he had finished, she looked up to thank him and halted in mid-sentence, a frown coming to her face. 'Eric! I can't believe it!' she said in angry disbelief. 'You have an erection again!' He immediately reddened and started to mumble an apology, but she cut him off. 'What happened this morning should have been enough to pacify any normal curiosity for at least a week. What is wrong with you!' He started to reply, but again she cut him off. 'I am beginning to think that there is something seriously wrong with you.' Narrowing her eyes, she asked coolly, 'What were you thinking about just now?'

'Nothing really, mum. It must just be the heat or something.'

'Don't lie to me!' In her outrage, Helen was now raised up on her elbows, her tits, free of the loosened bikini top, swinging heavily. 'You were thinking those kind of thoughts again, weren't you?'

'Aw mum, I couldn't help it...' Eric's eyes were travelling rapidly from her face to her breasts.

'You were thinking about me again, weren't you? Your poor mother, more than twice your age, who you've already abused twice today?' she accused. He hung his head and nodded. 'God help you Eric!' she said in despair. 'What exactly were you thinking this time?' He started to stammer, but in his humiliation, couldn't put the words together. 'It must have been something pretty depraved to have incited your lust after such a short time,' she snorted. 'Let's see, it can't be that you want to put your penis in my mouth or vagina - those particular curiosities have already been satisfied.' She looked pensive for a moment, then her eyes widened in shock. 'Oh Eric!', she gasped. He looked at her blankly. 'You animal! You want to put it in my bottom!' He started to protest, but she wouldn't be interrupted. 'I ask you to rub a little lotion on my back and before I know it you're fantasizing about holding me down and ramming that wretched penis in between my buttocks!'