"Oh no darling" mum said as she slipped out of her dress, "You mustn't look at me getting undressed"

"Okay mum" I grinned and sat up in bed to watch,

Her beautiful, big breasts bulged out almost over the top of her skimpy little bra as she reached for her drink and she smiled at me over the top of her glass,

"You're looking"

"I can't help it mum, you're beautiful"

"No I'm not" but she giggled and turned round to look at herself in the mirror,

"I've got wrinkles and my boobs are far too big"

Dragging my eyes away from where the little pink vee of her thong disappeared down in between the curves of her bottom, I looked at her reflection in the mirror and smiled,

"You haven't got any wrinkles mum" I said softly, "And your breasts are perfect"

"My bum's too fat" she ignored me and turned round to look over her shoulder into the mirror,

My cock jerked in appreciation as I looked at the tiny vee which was the front of her panties, I could see the shape of her completely shaven slit through the nylon.

"You've got the body of a twenty year old mum"

She giggled and bent to kiss me,

"Rubbish darling and you know it is, but keep telling me anyway" Then her lips touched mine in a kiss, she tasted of the alcohol and moaned softly as I snaked my tongue between her teeth.

"No darling" she breathed into my mouth, "We shouldn't, it's wrong"

"What's wrong about it mum?" I asked as I stroked the flesh of her thigh just above the top of her stocking,

She didn't pull away though, not even when I moved my hand round onto her bottom, she kissed me again as I stroked her curves and followed the tiny strip of nylon down into the valley between her legs,

"If you didn't want to do it mum" I whispered, "You wouldn't be wet"

"I'm not wet"

"You're fucking soaking mum"

"It's because you're doing things to me" her voice was barely audible, "You're touching me"

"I told you mum, you're beautiful"

"But you were looking at that girl all night"

"Yes but she was pretty mum, you're beautiful"

She looked somewhat placated and sat beside me on the bed, her head resting on the headboard and her beautiful long legs stretched out beside mine,

"She got you hot and bothered didn't she?"

Our lips touched again and she made no attempt to move when I stroked the swellings of her breasts,

"She kept flashing her panties at you"

We kissed again and I sucked the saliva from her tongue,

"Would you like to take her to bed?" she asked,

"Of course, wouldn't you?"

I knew about mum's bi-sexual adventures in the past and she smiled as I ran my thumb very lightly over the shape of a nipple through the thin lacy bra.

"Yes" she seemed to think about it first though, "But I'd want her to wear stockings for me"

"Would you take her panties off with your teeth?"

"I'd kiss them first" she moved against me and moaned very softly as I eased one breast out from it's lacy cup, "And I'd smell her fragrance through the nylon"

I dipped my head and kissed her swollen nipple,

"I bet she'd love you to do that" I whispered, "I think she'd wrap her legs round your head while you were kissing her panties"

Using just the one hand that I had around her back, I opened the fastening of her bra and she giggled softly,

"You're being very naughty aren't you?" she said as she sat up long enough for me to slip it off her shoulders,

"I just want to see your breasts mum," I whispered as we kissed again, "And to feel them against me"

"I'm not taking my knickers off"

"You look great with them on" I told her, "I can see right through them"

"Really?" her hand was on my stomach now and I felt my penis jerking as if it was hoping for her touch,

"You know I can mum, I can see everything"

"Tell me exactly what you can see" her hand moved very slightly and her finger tips slipped just under the coverlet,

I sat up to touch my lips to her ear and I felt a jolt of pleasure as her fingers touched my prick,

"I can see your cunt lips mum"

She gasped and I felt her fingers closing around me, "Are they nice?"

"They're beautiful, all soft and wet and fragrant" I whispered, "And waiting to be kissed"

I nibbled her ear lobe and moaned as her hand moved up and down very slowly over my penis,

"That feels good mum, you're so gentle"

"It's been a long time since anyone kissed me -- there"

"Where mum?"

"You know, where you said"

"Do you mean under your panties?"

She nodded and kissed my neck, "Yes"

"Say it mum, I want to hear you say where you want to be kissed"

"My cunt darling" she breathed into my ear, "It's been a long time since anyone has licked my cunt"