Chapter 1

"Gee you're pretty, Mom."

I turned to look at my son, Mike, where he sat on the edge of my bed watching me, at my dressing table, put on the finishing touches before we went out to our meal and movie.

"Why, thank you very much. What suddenly brought that on?"

"I don't know. I suppose I just suddenly realised how beautiful you were. I'm going to feel so proud when we go out tonight." Mike blushed as he said this and my heart went out to him.

I placed my hairbrush down and stood and moved to sit beside him where I put my arm round his shoulders and hugged him to me and replied,

"And I'll be very proud to be with you too. It's a pity that your Dad couldn't be here to celebrate with us. He was looking forward to it and he was so disappointed when they had to sail again so quickly. Still never mind - we'll have a good night anyway."

It was Mike's 14^th birthday two nights before and we were going out to celebrate. We had waited till tonight for the school holidays to begin so as we wouldn't have to get home so early. My husband, Mike Snr., was the captain of an oil tanker and spent most of his life at sea, getting home for short spells at irregular intervals. I was allowed to accompany him on his voyages but, since Mike's schooling was so important, long periods of separation had become the way of life of our family. The re-unions were great, a bit like having honeymoons a number of times a year, and went some way towards making up for our having to be apart.

"I'll just slip my blouse on, grab a jacket and we're ready to go." I was fully dressed from waist level down but, not wanting to mess up my blouse, was only wearing my bra on top.

"Um... before you... no... it doesn't matter." Mike started to say something but halted mid-sentence, once again looking embarrassed.

"What were you going to say?" I asked.

"It doesn't matter." Came his reply.

"No. Go ahead. You know you can ask me anything. Don't be embarrassed." I encouraged him.

"Since you've only got your bra on would you take it off and let me see your breasts." Mike blurted this out and then looked away and sort of cringed, expecting major rejection from me.

I was a bit shocked and wondered what had suddenly brought this request about. Mike and I had a somewhat unusual relationship brought about by our loneliness caused by Mike Snr. being away so much. I worked part-time as an editor for a publishing house and earned quite good money and Mike Snr was extremely well recompensed for his work and lifestyle. We all lived very well in a large two bed-roomed apartment, both with king-size beds with en-suites, a well-appointed and modern kitchen and excellent dining and living areas with the latest in furniture and appliances. Since we both missed Mike Snr. so much we had got in the habit, since Mike Jnr. was very young, of regularly sleeping together for comfort and company. There was never anything sexual or illicit about our actions and I don't think it had ever occurred to either of us that we were doing anything unusual and Mike Snr. was well aware of our actions and had no problems with it. I usually slept in a tee shirt and a loose pair of shorts and while Mike had never seen me naked, or even partly so, he had occasionally seen me in my underwear and had never seemed to be particularly interested in my body. I guess he had grown up without me really noticing.

"Mike! What's suddenly brought this on? You've seen me in my under clothes before and never seemed too interested. Why the sudden change?" I tried not to sound pissed off when I replied, not wanting to embarrass him too much or appear too forbidding.

"I'm sorry Mom. I don't know what came over me. It was just seeing you in your bra and suddenly realising how great you look. It made me want to see more of you. I really am sorry. Please forgive me and try to pretend I never asked." Mike sounded as if he was not too far from tears and I felt quite sorry for him.

"I'm not angry. I just hadn't realised that you had begun to change into a man. It's probably not right but I love you so much and I hate refusing you anything. If I was to show you it would have to be a total secret between me and you." I wasn't sure why I said this but the die was now cast.

"Do you really mean it Mom? Of course I'll never tell anyone. As if I would!" Mike suddenly looked a lot more cheerful and less embarrassed.

"I'm not really sure about this, but, I suppose... It will only be for a minute anyway as we will miss our booking if we don't get a move on." I, somewhat reluctantly, raised my hands and unfastened the clasp between my breasts, holding the cups in place, until, with a deep breath, I let them fall free and sat with my breasts bare to my son's gaze.

Mike looked at them with wonderment in his eyes. He finally stretched out his hand and, with his forefinger, he traced a circle around the aureole of the breast nearest to him.

"They are even more beautiful than I imagined. Could I touch them? Please." Mike looked at me with pleading eyes and I found it impossible to say "No", so I just nodded.

With both hands cupped Mike took the weight of both breasts and held them tentatively for a few seconds before brushing my nipples with his thumbs, causing them to pucker up and begin to harden, and making me wonder at his sudden knowledge.

"Did I get fed by these when I was a baby?"

"Yes. I breast-fed you for nearly a year and we both seemed to get a lot of love and enjoyment from it. I think that's when a mother and baby bond so closely." I answered his question and was not too shocked when he bent down and took a nipple into his mouth and sucked it for just an instant before turning absolutely scarlet and releasing me and dropping his hands in total confusion.

"Oh God! I'm so sorry Mom. I don't know what came over me. Everything I do seems' to go wrong." Mike buried his face in his hands and his shoulders shook in mortification.

I laughed and reassured him,

"It's ok. You've done me no harm. And it's not as if that's the first time you've ever had your mouth there - it's just been a long time. Now lets get ready and go out." I was trying to make a bit of a joke about it to relieve the tension. "Shoo!"

Mike got up and went out and I quickly replaced my bra and put on my blouse. I wasn't too sure about why that had just happened or how I felt about it but I decided that the best thing would be to pretend it never occurred and make no future mention of it. I joined Mike and our cab soon arrived to take us to the restaurant where we had a perfectly lovely meal before going on to the movie theatre. I had let Mike choose the restaurant and movie and I was touched when he chose one's that he knew I would enjoy so I made no protest when he lifted his arm and placed it round my shoulders. I played along and leant a little towards him, actually enjoying the feeling of closeness, and I was not at all surprised when his hand 'accidentally' fell onto my breast. I pretended that nothing untoward was happening but I was relieved when he made no further advances and the movie finally finished.

We held hands while we stood and waited for our turn for a cab and continued to do so all the way home. When we got inside Mike turned to me and thanked me very much for his night out and I couldn't resist giving him a quick, not quite, motherly kiss and saying goodnight. When I was curled up under the duvet my hands seemed to find their own way under my shorts and tee shirt, my erect nipples and very wet and swollen pussy proving that I had not remained completely unaffected by what had happened earlier, and just a few minutes of manipulation with my fingers brought me to a much-needed orgasm. I was amazed at the strength of my climax and how wet the top of my thighs and the whole area round my cunt had become. It hadn't been my husband that I was fantasizing about and when I had calmed down I felt very guilty about why I had masturbated and I vowed never to think about my son in such a way ever again.

Chapter 2

As was usual on Saturday mornings we started the day with a cooked breakfast and then we both got stuck in and cleaned our apartment. We had learnt that if we did this very thoroughly once a week then only minimal attention was required during the rest of the week. If we worked hard we could be finished by noon or soon after and, after a visit to the supermarket and a light lunch and coffee in town, we were finished all the necessary duties and we both had the rest of the weekend to relax in. On a regular basis, probably more regular than was good for us, we got a take-away meal and just slobbed around watching videos in the evening, and this is what we decided to do. No mention of yesterday's happenings was made during the day and it was as if it had never occurred, much to my relief.

I headed off to bed first and was almost asleep when my door opened wider and Mike came in his nightwear.

"Do you feel like some company tonight, Mom? I feel a bit lonely tonight and miss Dad."

I flipped back the covers to let him join me and we were soon settled down and the light was out after a quick goodnight peck. I was on my side facing away from my son and there was a space between us but, even though there was no physical contact, just knowing that the other was there comforted both of us and we were totally at ease in each other's presence.

I was not sure exactly how long I'd slept or what woke me but suddenly I was aware that Mike had shifted closer to me and his arm was lying over me. I was a bit alarmed when I discovered that not only was his arm over me but that his hand was gently cupping my breast and, in an unconscious reaction, my nipple had become hard and erect. I lay there frozen and too frightened to move and I gradually became aware that Mike was sound asleep. I slowly relaxed and thought about it and found that, despite my previous vows, I really didn't mind what was happening and I went back to sleep.

Mike surprised me with a tray laden with juice, toast etc and I woke to the delicious odour of freshly brewed coffee that literally had my mouth watering. I held the tray and Mike climbed back into bed and we shared breakfast and when we were finished I put the tray on the bedside table and we decided to relax under the covers for a while longer. I lifted onto one elbow and leant over and gave Mike a kiss to thank him and then asked,

"What brought that on? It was a nice surprise." And without waiting for a reply I went on, "I suppose you're buttering me up for something. Now come on admit it and tell me what you're after. In fact I think I'll torture it out of you." And not giving him time to respond I began to tickle him.

Mike was extremely ticklish and I soon had him curled up and begging for mercy and I finally took pity on him and stopped. Mike calmed down a bit and sat up and without warning he leapt on me and returned my tickling. I was as vulnerable as him and I was quickly in the same state that he had been just a short time before, curled up and helpless. I didn't know how it happened but my tee shirt slid up and I was bare from my shorts to just below my breasts and further my further struggles soon had one of them exposed. Mike paused and then placed his hand on me and began to squeeze and fondle my breast and I quickly responded, my nipple becoming engorged and erect. I managed to pull myself together and removed his hand saying,

"I don't think that this is such a good idea. It's time we got up, now off to your shower and let me have mine." Mike quickly pulled back from me and got out of bed and, trying to keep turned away from me, headed back to his own bedroom. He almost succeeded but I saw that he had an erection and it was driven home to me that my son was definitely maturing.

We spent a quiet Sunday, going for a drive, a stroll in the country and a bit of a picnic lunch while there and then returning to relax in front of the TV before bed. That night we both stayed in our own rooms and I was off to work next morning before Mike climbed from his bed and I spent a long day at work trying, in vain, for a major part of it, to explain to a budding author that most his novel needed rewriting to make it acceptable to 'Joe Public'. As a result of this, I was gratified, when I got home, to be greeted by the delicious odour of roasting meat and my depression soon disappeared when I realised that I could relax with a drink and then dine on a home-cooked meal that I hadn't had to prepare myself.

"Go and get changed while I fix you a gin and tonic. Dinner is all under control but it'll be about an hour before it's ready." Mike called out to me from the kitchen and I shouted my thanks as I went to my room to change into jeans and a tee shirt. I returned to a LARGE gin and tonic and I managed to pour two of them down before sitting down to roast beef, roast veges, mashed potatoes and fresh asparagus and carrots. It was as good as it looked and I opened a bottle of red wine to go with it and allowed Mike to share it with me.

By the time I dropped into my lay-z-boy I was not feeling much pain and I dozed and wound down until it was time to retire. By the time I actually headed to my bed the frustrations of the day were just a distant memory and I climbed in feeling good. After lying there for a while I decided that I needed to share how good I felt and I went into Mike's room and hopped into bed with him. We spoke quietly in that totally relaxed half awake/half asleep state and I explained how much he had done to retrieve my day from being totally and utterly depressing. After a kiss and a hug I rolled over and prepared for sleep and I hadn't laid there, almost asleep, for very long before I felt Mikes arm slowly slide over me as he moved closer.

I expected Mike to once again hold my breast through my tee shirt and so I was a little shocked when his hand moved down to the hem of my shirt and insinuate in underneath and slowly slide up my bare tummy till he was holding my naked tit. Mike must have been sure that I was asleep and I did nothing to alert him that I wasn't, especially since I was actually enjoying his touch and could feel my excitement rising. Mike must have been able to feel my nipple hardening and swelling and I had to concentrate not to make some sound that would alert him to my being awake. The way I was lying meant that I had one hand down near my groin and I managed, slowly, ever so slowly, to move it until I was cupping my pussy through my shorts and, while I couldn't move much without giving the game away, I did manage to press hard and squeeze, probably just arousing and frustrating me more, but gratifying just the same. I could feel the crotch of my shorts becoming distinctly damp and knew that I would also be giving off an arousal odour and I hoped that Mike wouldn't smell it or, failing that, wouldn't realise the implications.

Next morning I woke and slipped off to work without disturbing Mike and thankfully my day went a lot better and I was a whole lot happier when I returned home to yet another meal, I could rapidly get to like this and all to easily get used to the attention. Mike Snr. phoned after our meal and we all had long chats, unfortunately leaving each of us realising how much we missed each other, and the news that it would be almost another month before the ship returned to port close enough for him to return home was a bit depressing but the fact that we would have a full week together this time at least gave us something to look forward to.

The rest of the week went by the same way and on Friday I phoned Mike and told him hat I would take him out for a meal as 'a thank you' for his cooking during the week. We had another great meal out and once again went to the movies where Mike made no pretences about putting his arm round me and placing his hand on my breast. When we got home I knew that Mike would come to my room and I wasn't disappointed as he joined me almost as soon as I had climbed into bed.

As soon as I turned the light off Mike slid his arm over me and with no hesitation he slid his hand down to the bottom of my tee shirt. Straight away I sat up and Mike recoiled in some alarm - I think I may have shocked and frightened him a little.

"It's quite warm and I hate it when my shirt gets rucked up round my armpits and neck. I think I'll take it off - you've already spent a lot of time exploring my breasts so it won't make difference." I let Mike know that I was aware of his previous incursions and didn't mind them too much.

When I lay back down Mike managed to wrap both arms round me and I went to sleep feeling his breath on the back of my neck, both my breasts being gently fondled at the same time and with what felt suspiciously like an erection just touching my bum.

Chapter 3

Saturday passed as usual and we spent the afternoon in the park and spent our normal Saturday night watching videos and when I went off to bed Mike made no pretence and as soon as he was changed he came into my room. I was about to climb into bed when he came in so, without saying a word, I lifted my tee shirt over my head and dropped it on the floor and climbed beneath the duvet. Mike joined me and without hesitation placed his arm over me and we lay there chatting as he groped my breast until I turned the lamp off.

After a short time, during which I relaxed and feigned sleep, Mike withdrew his arm and I waited anxiously to find out what he intended. When I felt his hand find its way onto my buttock I almost squeaked in surprise but I managed to prevent myself from making a sound or moving and alarming him. My son slowly and carefully investigated my bum, through the cloth of my shorts, running his hand over both cheeks and gently pushing into my crack but, when I felt his hand move lower and then try to insinuate his fingers in under the leg opening, I thought that enough was enough and I moved and made sort of wake up noises. Mike quickly removed his hand and we both sank into sleep.

Sunday we spent the day lounging around the apartment, reading the Sundays', snacking and having the occasional glass of wine and when we headed off to bed it was separately and I felt somewhat relieved to be sleeping alone. After work on Monday I returned to yet another meal and I was beginning to regret that Mike would eventually have to return to school.

That evening I left Mike at home while I went to visit friends and when I returned he was already in bed. I used my en-suite and had just got into bed when Mike came in and joined me. I sat up and removed my top and turned the light out and when I lay back down I moved closer to Mike to make it easier for him to reach my breast. It came as no surprise when he soon released my breast and returned to my bum.

"Would you like me to lower my shorts for you? I think we would both enjoy it more."

"Gulp! That would be great!" Mike removed his hand and I pushed the back of my shorts down below the swell of my buttocks and eagerly anticipated the return of his exploring fingers.

The feel of his fingers going over every square inch of my naked flesh was highly arousing and I was in danger of climaxing just from this and when he inserted his fingers in the crack between my cheeks and slowly slid them down towards my wet and open pussy I panicked a little and, reaching behind me, I pulled his hand away and whispered,

"I think that's far enough. If we're not careful this could lead us into very deep and dangerous waters. I don't think we should go there."

I felt Mike sigh and pull back and roll over to face away from me. I lay there, on edge, dying to rub myself to orgasm, but not prepared to do so while my son could realise what I was doing and, even when I felt Mike begin to move rhythmically, I still didn't feel right in joining him. He began to move quicker and finally he groaned and shook for a few seconds and I knew that he had erupted. I was certain in my mind that what he had groaned out was 'Oh Mom' and I wondered what we were doing to each other in his fantasy. It crossed my mind that I wouldn't mind dong anything with him and I was shocked at how my feelings had changed in just over a week. I decided that my husband had been away far too long and that I wasn't the type to be able to go without sex for any length of time. I badly needed fucking long and hard or I didn't know where my desires might lead.

I woke early on Monday morning and lay there for quite a while thinking about going to work and running over the happenings between me and Mike and pondered the implications of anything further happening. I was sorry that he was still sleeping as I would have liked to talk it over with him but he looked so peaceful and content lying there that I didn't have the heart to disturb him. My feelings for my son were jumbled; on one side were my strong motherly love and pride and opposing them was my incestual desire and lust that had grown in me. I weighed up the implications of allowing Mike to take further liberties against what would happen if we were found out and what we would all loose and I decided, reluctantly, that we would have to put a stop to it all.

With my mind finally made up I resolved to discuss things with Mike after work and I gently pulled the covers back to head for the shower. I was not worried about appearing topless in front of my son, as he had already extensively examined my bare breasts, but when I sat up I realised that I had not pulled my shorts back up over my bum before dropping off to sleep and, during the night, they had worked down and I had kicked them off during my sleep and they were lost somewhere in the covers at the foot of the bed. I looked round at my son and was relieved to see that his eyes were shut, apparently still sleeping, and as my gown was draped over a chair on the far side of the room, I quietly crept over to it in all my nakedness being very careful not to wake my son. I went into my bathroom and closed the door and had my morning pee and, after turning the shower on, I returned to sort out some underwear. Mike was sitting up in bed and he grinned at me and said,

"Morning, Mom. Sleep well? I did - had a great sleep. Got a great wake-up as well, too. You really do have a magnificent bum. Beautiful."

I was a bit speechless - I wasn't sure whether Mike was referring to feeling me up last night or seeing me this morning. Maybe he wasn't as sound asleep as I had thought and I decided to ignore him in the meantime and order him to his own bed.

"Morning Mike. Yes, I slept great as well, thanks. Now how about heading back to your own room and letting me get organised for work. We need to have a talk about everything tonight."

He obligingly departed and I showered, dressed and eventually headed off to the office. I seemed to be getting a bigger and bigger workload and my part-time job now seemed to be full time with today being no exception. It was late in the afternoon before I managed to take a break and, as I sipped my coffee at my desk, I thought over this mornings' decision again and decided that I had made the correct one.

Very tasty pasta was on the menu that night and after we had eaten and cleaned up we retired to the lounge in front of the TV.

"Mike, it's time we had a talk about what has been happening between us."

"Err... how do you mean, Mom?"

"I don't want you to say anything until you've heard me out and then we can discuss my decision if you want." I had decided to tell him what I had decided with out him interrupting me and possibly talking me out of my decision, "What we have been doing over the last week or so has been very nice and quite exciting but it's not very appropriate between a mother and her son. Society definitely frowns on it and we could cause ourselves all sorts of trouble if anyone found out and reported us. I'm still happily married to your father and we have a very satisfying sex life when he is home. It's just unfortunate that his work keeps him away for so long at a time and I'm sure that if I hadn't been missing him so much nothing would have ever occurred between me and you. Most of what we have done was brought about by our sleeping together and I should have put a stop to it long ago but I hadn't really realised that you were so quickly changing to a man. I'm sorry for not doing something sooner but I'm afraid that we're going to have to sleep in our own beds from now on. And there definitely can't be any further sexual occurrences between us."

Mike sat there with a look of abject disappointment on his face and if it hadn't been so serious I probably would have giggled at the look that my speech had incurred. I wasn't sure what he had planned for that night but he was quite definitely sad to be missing out on it.

"I suppose that I can see where you are coming from, Mom. I'm sad that's it's over but I can understand why you are reluctant. It not fair on Dad either, I suppose, especially as he's only away so much to provide so well for us. Oh well - it was great while it lasted." He smiled at me and I was forced to giggle at his 'devil may care' attitude. Typical horny teenager - he'd have it off with anybody, given half a chance.

Chapter 4

The rest of the school holidays passed with Mike feeding me well and with us treading somewhat carefully round each other. I was careful to be fully clothed and modest at all times when my son was around and after Mike had been back at school for a few days his homework load and the fact that he was back amongst female students seemed to have taken his mind off me and we slowly slipped back into our old relaxed ways. We were true to our vow to sleep separately and the couple of weeks till Mike Snr.'s return soon passed and he finally arrived home for a week.

We were both at the airport to pick him up off the plane and it felt great to have him with us again. We spent the rest of the day just being together and getting re-acquainted until Mike Jnr. left to stay with his friend for that night. I guessed that my earlier comment to him about our sex life had hit home and he had thoughtfully decided to leave us alone together.

I was fairly certain that my husband didn't play around in all those overseas ports, as he was always exceedingly horny when he got home. Mike hadn't been gone more than a few minutes when his father picked me up, carried me into the bedroom and threw me backwards onto our bed. Without giving me time to even think about undressing he yanked my dress up round my waist and dragged my panties down to my knees and buried his face in my crotch. I was soaked down there as I had been looking forward to this for days and I could smell the odour my pussy was giving off showing him how ready I was. Mike was unfastening his belt as he licked and chewed on my cunt and when he had his trousers lowered he wasted no time in crawling up and just sticking his cock into me.

There was no finesse, no chat, little kissing just good solid fucking. Mike seemed to be intent on driving his whole cock right through me and I was just as keen as he was that he should succeed. Neither one of us could last very long and the sweat from his face had only just started to drip onto me when we both reached our orgasms. Mike's whole body stiffened and I could feel him ejaculating deep inside me, groaning and shaking with the excitement and pure pleasure of it. I was well into my climax as this was happening and I think I felt every one of the spurts he managed, each one setting off little bursts of pleasure deep inside me. We lay clinging together for some time after we had subsided back to earth and Mike finally rolled off me and said,

"Well, now I know I'm home. I've been looking forward to doing that for weeks. I hope you realise that I haven't even jerked myself off for almost two weeks to save that up for you. You are going to think all your Xmases have come at the same time for the next week and by the time I head back to sea your pussy is going to be so tender that you probably won't walk properly for a week after I'm gone."

"I hope you're not all talk! Why don't you get yourself organised and I'll go and make up a whole pile of snacks and we can take our clothes off, eat, drink wine and fuck ourselves silly all night. Let's make the best of our son being away."

By the time Mike Jnr. returned next afternoon we had nearly fucked ourselves out. It wasn't going to take a week for my poor cunt to feel the effects, it had taken less than 24 hours. We seemed to have made love in every conceivable place and position and I was worried that the whole apartment stank of sex and what would Jnr think. My fears were groundless as Mike Jnr. didn't even seem to notice anything odd but I'm sure that he was aware of how carefully I was moving about and I was willing to bet that he guessed why.

Since I had been putting in so many hours I had no qualms about demanding the week off and I spent a lot of time with my husband. We explored the surrounding countryside, sometimes with a picnic lunch and sometimes we visited pubs of cafes, but, however we fed ourselves, each day we managed to find some secluded spot to make love in and I spent so much time on my back on the grass I was lucky not to develop 'Grass Burns'. That could have been a bit embarrassing. It was also pleasurable to be fixing meals for both my men and I had a very enjoyable week playing housemother until the regular heartbreak of departure and separation arrived again. This time it was to be almost 3 months before Mike Snr expected to be home again