She lay in the bed looking up at the ceiling, feeling more frustrated, ignored, and unappreciated than ever. She had worn her sexiest lingerie to bed that night, a black lace outfit that was very low cut and showed off her D cup breasts to their best advantage, but it was all for nothing. She had worn the lingerie hoping that her husband of 20 years would notice her and want to fuck her, something that she desperately wanted for two reason – first, to rekindle their love life which had died unexpectedly more than a year ago, and second to help her control and overcome the illicit thoughts she’d been having about their 16-year-old son for the past three months or so. She had always thought that her son was a handsome young man, and when she got a glimpse of him naked and saw how well-endowed he was (just like his father), that sowed the seed of desire that had since blossomed into a full-grown obsession. Just thinking about her son’s cock inside her made her pussy wet, and tonight was her last chance to quench the fire she had for her son and reignite the fire between her and her husband.

But her husband had ignored her, and now as she lay in bed listening to him softly snoring she knew what she had to do. She got out of bed quietly so as not to wake him, padding barefoot out of their bedroom and down the short hallway to her son’s room. She opened the door to his room quietly, then tiptoed over to his bed where he was sleeping on his back. She stopped and stood next to the bed, looking down at him for a moment, letting her eyes drink in the sight of him. He was wearing nothing but his boxer shorts, the sheets tossed over to the side, and as she let her eyes run down his body and settle on the bulge of his flaccid cock in his shorts she could feel her pussy starting to get wet. She sat down gently on the side of the bed, her heart pounding in her chest as she reached out to put her hand on his chest, rubbing it gently as she whispered to him to wake him up.

“Honey ... wake up, honey, it’s Mommy,” she said, rubbing his chest as she whispered. “Wake up, honey, I need to talk to you,” she said, rubbing a little harder.

“Huh? Wha ... Mom?” he said as he woke up, feeling her hand on his chest and looking up to see his mom sitting on his bed next to him, her big tits nearly falling out of a very sexy black lace outfit, the top so sheer that even in the dark of the room he could see the outline of her big, dark areolas beneath the thin material.

“Shhhhhhh, be quiet, honey, we don’t want to wake your father,” she said, putting her finger to his lips for a moment to shush him, then moving her hand down to his chest and rubbing it again.

“What’s wrong, Mom?” he asked, his voice a hushed whisper. ’Why is she rubbing my chest like that?’ he thought to himself.

“Nothing, honey, I just ... I just needed you ... to talk to you ... for a few minutes, that’s all,” she said, stammering a little as she fought to keep herself under control as she rubbed her hand over his chest, running her palm over his nipples.

“About what, Mom?” he asked, still whispering. Her hand rubbing across his nipples felt good, and he felt his cock beginning to respond inside his boxers.

“Well, honey, I ... I need your help with something, that’s all,” she whispered, not knowing how to say what she wanted to say. “Will you ... will you help me, honey?” she asked, looking into his eyes, trying not to sound as desperate as she was.

“Sure, Mom,” he replied, nodding. “What is it?”

“You’ll help me? No matter what it is that I need ... help ... with?” she asked, her heart about to beat out of her chest, her pussy soaking wet by now and her nipples hard as rocks.

“Sure, Mom, no matter what,” he said, sitting up on his elbows to look at her. “So what is it?” he asked again.

She ran her hand down his chest to his stomach and began rubbing it as she continued, looking at him with a mixture of desperation and desire in her eyes. The moment had come; it was now or never. She slid her hand down to his crotch and gripped his cock through his shorts as she spoke, her voice a hushed whisper so low that he could barely hear her.

“This, honey. I need this,” she whispered, her mouth hanging open as she squeezed his cock. She could feel it growing in her hand, and it only made her want him more.

“Mom! What...” he began to say a little too loudly, so she put her free hand over his mouth to silence him while she kept her grip on his growing cock with the other.

“Shhhhhh! Not so loud, honey, you’ll wake your father!” she whispered, her eyes wide. She kept her hand on his mouth as she continued, pulling and tugging on his cock harder as she spoke.

“I need you, honey, I need your cock,” she said, the desperation and desire plain in her voice. “I know it’s wrong, but I need your cock inside of me in the worst way! Your father hasn’t paid any attention to me in more than a year, and you’re so big and strong, so handsome, and your cock is ... is so big, I just ... I just have to have it inside me!” she said as she pulled on his cock, feeling it growing bigger, thicker, and harder beneath her hand. She pulled her other hand away from his mouth to let him speak, putting a finger to his lips to remind him to whisper as she did.

“But Mom, that’s so wrong,” he said.

“I know, honey, I know, but I just can’t help it!” she said, reaching inside the fly of his boxers and pulling his cock out and wrapping her fingers around it, squeezing firmly as she pumped it slowly. “I want you so badly, I just ... I just can’t control myself any longer!” she said, looking him in the eyes as she spoke. “Don’t you want me, honey?” she asked, her voice soft and low as she pumped his now fully erect cock in her hand.

‘Damn, his cock is big! Just like his father’s!’ she thought to herself.

“Mom, I...” he started to say, stopping when he looked down at her big tits and noticed that one of them had fallen out of her lingerie, the nipple hard and erect.

“Don’t you want me, too, honey?” she asked again, noticing where his eyes were as she spoke. She pulled her other breast free, letting them both hang down in front of her as she pulled harder on his cock. “I think maybe you do, don’t you? At least your big cock is telling me you do,” she said, one side of her mouth turning up in a smile as she spoke, still tugging on his cock.

“Mom...” he began to say, but she cut him off again.

“You don’t have to do anything, baby, I’ll do it all,” she said, pulling on his cock as she spoke. “You just lay back and let me take care of you, honey, I’ll take care of both of us!” she said, pushing on his chest to get him to lay back. As soon as he did she climbed onto the bed, lying on top of him and straddling his hips, one leg on either side of him, propped up on her elbows. Her big tits were pressed against his chest as she rubbed her pussy against his cock as it lay on his abdomen, her face inches away from his, and she moaned softly as she rubbed her clit against the head of his cock.

“Ohhhhhh, my God, that feels so good!” she moaned, struggling to keep her voice low. “Your hard cock feels so good against my pussy!” she whispered, looking into his eyes as she rubbed it against his hard cock. “Doesn’t that feel good, honey?” she asked, whispering.

“Yes, it does,” he replied, giving in to what he was feeling. She rubbed her pussy up and down against the underside of his cock for a moment without speaking, looking into his eyes, her mouth slightly open as she enjoyed the sensations of her pussy rubbing against his hard shaft.

“Do you want Mommy to fuck you, honey?” she whispered, her voice so low he barely heard her words. “Do you want Mommy to put your cock inside her pussy and fuck you?” she asked again, gasping slightly as she spoke. “Tell me, honey, tell me that you want me to fuck you, and I will,” she said, looking him in the eyes as she spoke, still rubbing on his cock.

“Yes,” he replied, his own voice just as soft.

“Tell me, honey, tell me that you want me to fuck you,” she said, her breathing coming a bit faster now.

“I want you to fuck me,” he whispered, his cock so hard by now that it ached. She smiled down at him as she replied.

“I’m going to put your cock inside me now, honey,” she said, reaching down between them and picking up his cock as she lifted her hips up, rubbing the head up and down her slit as she spoke. “But you have to be quiet, okay? We don’t want to wake up your father,” she said, her voice a low whisper.