Anita walked into her son, Lee's bedroom. He was lying on his bed typing on his laptop. "Hey sweet-heart, I called down to the Chinese place and ordered us dinner. Would you mind running down and getting it for us. I would, but my legs are killing me tonight," she said and reached down to rub her aching, right thigh.

Lee quickly turned and saw his very gorgeous Mom, standing in the doorway. "Hey Mom, yeah I'll go, just let me finish this real quick and I'll be on my way," he said and watched Mom rubbing her long, sexy leg and Lee started growing.

"What are you writing?" Anita asked as she leaned around to look at the computer screen and Lee very promptly closed the computer. "I guess that means its private!" she laughed and gave Lee a slap on his behind.

"Ouch, don't make me come and get you, lady," he teased and watched her fifty-six-year-old face smiling at him. "I was just writing some thoughts in my journal." Lee added as he stood up and gently hugged her, enjoying her mature body in his arms and her body pressed to his.

Yeah, she was older than your normal Mom was, but she still looked amazing. Well, she was a pretty woman, but her face was starting to sag, her breasts pointed down these days and her lower body added about thirty extra pounds, without her knowledge.

Anita received him with open arms and she enjoyed their hugs, just as much as Lee did. She was a single mother of a sixteen-year-old son and a very lonely woman. Anita's husband, Ron died ten years ago and she had no desire to date or look for a man, but as of late, her body started to come alive again, thanks to her son.

"Are you writing 'nasty' things in there?" she teased and looked over her small, black eyeglasses and her warm-blue eyes, peered into his, wondering what was so private.

'He never keeps anything from me.' Anita thought as his young, maturing body felt so good against her and she could feel him on her thigh. 'You're just like your father! He was so long and so, so thick!' she moaned to herself and Anita wanted to scream. 'What's gotten into you lately? Maybe I should have a look at your journal and see what's going on.' she thought with a laugh as Lee pulled away and she felt so empty.

"No!" he said pulling from Mom, before she felt him at full hardness. "Just some thoughts, Mom." Lee laughed as he slipped on his shoes and grabbed his jacket. "I'll need some cash, I didn't hit the bank today," he added as they walked through their massive apartment and towards the elevator.

She gave him a pat on the back and gave him a fifty-dollar bill. "I was only teasing ... you be careful." Anita said and gave him a soft kiss on the side of his face.

"I'll be back in a few." Lee smiled as the elevator opened and he stepped inside.

"Bye," she waved and couldn't wait to get back to his room and maybe find out why he's been acting strange. Anita loved the extra attention and she thought that's why she was getting horny again after so many years. Lee and Anita always hugged, kissed and acted as a mother and son should, but they loved being close to each other.

She ran into his room, grabbed the computer, opened it and there it was. Lee's journal and Anita was going to break an oath with her son. She had sworn never to open his computer for any reason and she did.

'Sorry baby, but I need to find out what's going on with you.' Anita thought and she began to read...

"She makes me hard day and night and the poor thing doesn't even know. She is the light of my eye and the right side of my heart. She owns my soul and I live only for her. The one I love 'til the day I die, my sweet Anita, my sexy Mom! I want her, I need inside her, but she is the woman whom gave me life. What shall I do?" she read aloud and was shocked.

"Sweet Jesus, that's what he's been thinking about?" Anita said as her entire body shivered and she felt her pussy getting moist. "Damn baby, go bang some hot girl your age and stop thinking about such things," she said and shook her head is disbelief.

Her eyes looked back to the screen and Anita read more. "I especially love how she dresses. Her sexy 'push-up bras, are always holding up her wonderful breasts and in perfect view of my eyes. Sexy stockings or nylons are always on her legs and her tiny feet covered with four-inch heels." Anita wasn't in shock anymore, but she was amazed at his words and all he said about her.

"Damn, I've been getting him horny, but why me? He could have any girl or woman he wants, but he's got a hard-on for me." Anita said as she closed the computer and went for a drink, trying to sort through it all. "I never would have known," she said and slowly sipped the drink. "That answers a few things," she laughed, thinking of feeling his hardness on her thighs and once, he even pressed it into her sagging behind.

Anita just figured that it was just a crush, but Lee was sixteen, he should know what he wanted. "Why in the hell do you want your old mother?" she asked, sipped her wine and Anita's mind went wild thinking of Lee and his beautiful body. She heard the elevator coming up and Anita's heart started pounding in her chest.

Lee walked into the kitchen and he knew in an instant. "You read my journal? How could you, Mom? Those are my private thoughts and they were not meant to be read!" he said and threw the big bag of food on the counter. "I can't believe you, Mom! You promised me!" he yelled and Lee felt so betrayed by his Mom.

"I'm very sorry, baby. I had to find out why you've been acting so strange lately and now that I know ... I'm speechless!" Anita said with a soft, helpless voice and she quickly lit a cigarette. "Is this just a little crush or what?" she asked as he sat across from her and Anita could see that Lee was very upset with her, but this had to be addressed.

Lee just looked at her and he wanted to crawl under a rock. "I know that you're all I think about, Mom. I get so ... so ... hard for you and I have the most wonderful dreams of you too."

She reached across the bar and held his trembling hands. "Oh baby, I don't know what to say," she said pushing back her light brown, shoulder length hair and she smiled. "I think it's very sweet that you think of me in such ways, but I am your Mom and you know, things like that can't happen, baby." Anita said and she could see tears forming in her only child's eyes and she felt so bad.

Lee was ready to cry and his heart was shattered. "I know, Mom, but you um ... do things to me and I can't stop my feelings. I love you, Mom and I mean it with all my heart." Lee said with a sniff and he could see that Mom was hurting just as much as he was.

"I know, baby. Lot's of young men your age think they're in love with their mother's, but they grow out of it and go find them a sexy girl or a hot, mature lady to help them." Anita said, but see could see that Lee wasn't going for that.

"I'll never look for anyone, but you, Mom. You turn me on and I do mean you turn me on!" he said with a low, lustful growl and he could feel his thick shaft, growing hard as a rock. "Just being around you or if I talk to you on the phone ... I get so fuc ... hard, I feel like I'm going to explode!"

Anita wanted to grab Lee and give him the comfort and the love he craved, but she was his Mom. "Oh baby, I'm sorry and if it would help you," she paused to flick the ash from her cigarette and take a sip of wine. "I can stop wearing my stockings and things."

"Oh no you don't! You're to keep that sexy ass looking good and I mean it, Mom!" Lee said with a commanding voice and he saw Mom's pretty face light up.

"Is that an order, sir?" she laughed at Lee and Anita could see his father. "Your father used to love ordering me around and I should say that ... I loved it just as much." Anita said and she hoped her face wasn't that red.

"Oh really, did you play slave and master?" he asked with a laugh and his cock jumped.

Anita had to laugh with Lee and she knew that her face was red now. "Kind of, but we really enjoyed him tying me up and playing, teasing and driving me insane for hours on end," she said and could feel her face starting to flush.

"Oh shit, Mom all tied and at my mercy ... yum!" Lee said with a wink and Lee had a massive hard-on now.

"I'm afraid you have to dream that, baby." Anita said with a sad smile, as her heart sank.

"That sucks!"

"There's not much we can do, baby. I could get into a world of trouble and I would never take a chance like that." Anita said as her sexy lower lip came out and she squeezed his hand, wishing she had the nerve.

Lee was hurt by her words, but he would never give up trying. Mom was a babe and he loved her so much. "I'll never give up trying, so be ready!" he smiled and started pulling their dinner from the bag.

"I would never want you to give up 'any' of your dreams, but remember this," she stopped to finish her wine and lit another smoke. "I am your Mom and if things got out of hand," she stopped again and gave him a cool motherly look. "I will put a stop to it and I mean it, buster!" she said pointing to his face.

"I'm lost ... did you just say that I could keep trying?" he asked and hoped his ears weren't screwing with him.

"No, I said to 'never' give up your dreams, but you 'will' continue to treat me as your mother and respect me. Lots of things 'could' happen without crossing the line and if a young man were to charm an aging woman, like myself ... he could end up getting some wonderful surprises."

"Oh really!" he said in shock and he watched a little grin cover her face.

"Just keep doing things like you have been. I love how you've been treating me and all of your sweet hugs too." Anita smiled as she thought of Lee's cock rubbing against her body and how she loved it.

He walked around the counter and stepped right between her long legs to hug Mom, letting his fully-grown cock rest on her thigh. "I will always treat you with respect and love you as my Mom," he said as he brushed her light brown hair from her glasses and right eye. "I love you." Lee whispered as he lightly kissed the side of her mouth and he heard Mom let out a soft moan.

"Mmmm, my sweet baby has grown into a charming young man!" she smiled and loved the feel of his hardness on her thigh.

"I only live to please you, my sweet lady!" he said with a wink, reached behind Anita and gently caressed her left butt-cheek.

"Mmmm, I think that I'll be change and spruce myself up a bit. I have a young man buying for my affection and I should look nice for him. I wonder what color he likes." Anita said with a wicked smile, as she stood waiting for his reply and walked towards her room, with lust for a young man in her heart. However, that young man was her son.

"Tonight, I bet he'll love black and one of your 'smallest' robes!" he said as Mom away and he loved watching her aging butt wiggling and sloshing under her long robe. 'Oh fuck, this is crazy!' Lee thought, still watching her butt and full thighs.

Lee quickly set the small table in the kitchen, lit two small candles and he dimmed the lights as low as they would go. He found a cd filled with old love songs that Mom loved and got it ready to play. "That should set the mood for some romance," he smiled and took one of her cigarettes.

'This shit still feels like a damn dream!' he thought, watching his cock pulsing up and down, under his silk shorts. 'I just hope this doesn't make things worse.' Lee said to himself as he thought of how painful a hard-on could be sometimes and this was a bad one.

He heard high-heels coming down the hall and Lee stood to greet Mom. She walked into the room and she was dressed just the way he wanted. Mom had a small black choker around her neck, a small black robe around her upper body and sheer, black stockings covered her long, sexy legs.

"Very, very nice!" Lee whispered as he took her right hand and he lightly kissed it. "I hope you like everything," he said pulling Mom against his body and knew she felt his cock this time. It was practically at full hardness as Lee eased against Mom's sexy, outer thigh and she just gave him a tiny smile.

"I love all that you've done," she smiled and when Lee pressed himself against her, Anita wanted to die. Her son was rock-hard and he was ready to breed, but she was his fifty-six-year-old Mom and she was totally barren, unable to give him any children. "Oh my!" Anita smiled at him and she knew that this was a big mistake.

"Dinner is ready, if you'd like to eat," he whispered in her ear, letting his lips graze over it, as his right hand slid down Mom's back.

He loved the feel of the silk on his fingers and Mom's warm flesh under it. Lee stopped just shy of Mom's butt and he knew that he had better take his time with Mom. "I have something else for you," he whispered again, but this time, Lee kissed the side of her mouth as he pushed the button on the stereo.

"You're just like your father..." she moaned and caressed the side of his young face, hoping this was the right thing to be doing with her son. He was driving her nuts and she was as horny as hell.

He held Mom as the first song came on and her eyes started to sparkle. "What do you mean by that?" Lee asked as he held Mom and her hips started swaying back and forth, rubbing the length of his long shaft.

"You're a romantic, a tease and um ... your ... um ... your..." Anita said and her face was bright red. She was embarrassed to tell her son that she loved how big his cock was.

He held her tighter and Lee stepped in front of her. His long, stiff cock slipped between Mom's legs and it was just below her warm pussy. "What are you trying to say, Mom?" he asked with a wink and wished he were a few inches taller. "I love your heels, but..." he said running both of his hands up her back and pulled her closer. "They're pissing me off, tonight." Lee moaned in Mom's ear and kissed it.

She giggled and leaned away from him. "Awe, you poor baby! Maybe later ... if you're a good little boy, we can snuggle or something nice!"

"I'd like that, a lot." Lee said as he pulled out Mom's chair and she sat down.

"I would too." Mom whispered as she slowly ran her hand around Lee's toned stomach and Anita had a very dirty idea, but it would have to wait for now. She wasn't even sure of how far she was going to let all of this go, before stopping.

"What were you saying about me and Dad?" he asked and fixed Mom a plate of food.

Her face got red again, but she wasn't as near as embarrassed as before and Anita looked up to her son. "I love that you're so long and so thick and," she said looking at his handsome face. "If I am correct ... you are much longer and a lot thicker, than he was," she whispered and was so tempted to pull Lee's cock out and see right now, but she held back.

"Cool, I'm bigger than Dad was!" Lee said with a wide grin and he loved the shy look on Mom's face. "Maybe that will help my cause, if ... any sexy, older women were to want me," he added with a teasing wink and sat down across from her.

She just smiled and shook her head at him. "I wonder about you sometimes!" Anita laughed and her blood was starting to boil, just thinking about her son's big, thick cock and how it would make her feel.

"Can I ask you a few things, Mom?"

"Sure, you know you can talk to me about anything." Anita said as she took a small bite of her food and waited for his question.

"When Dad tied you up, what way did you like it the best?"

"Lee, that is kind of private, but if I were to ever enjoy that again with a handsome, young man," she stopped to sip more wine and Anita was getting a wonderful buzz.

"I love my hands tied behind my back," she said and licked her fingers. "On my knees and." Anita paused and gently sucked her middle finger, into her warm mouth and sucked it.

"My man taking me from behind." Anita said and her body was on fire. It slept for ten years and now, her son had awakened it a few days time.

He just looked at her and Lee could do that to Mom in a heartbeat. "Mmmm, on your knees, your hands tied up and your sexy stockings ... I would never ask for anything more!" Lee moaned and Mom laughed at him.

"Oh yeah, I bet!" she said with a smile and Anita knew if she ever let him do that, Lee would be like a puppy and never leave her side.

"Ok, I lied, but that would be something to see and enjoy!" he smiled and took a big bite of food.

"I know, I always came at least ... nine, sometimes ten times a night," she purred with need in her soft, loving voice, as she smiled at Lee and Anita hoped she wouldn't give in to him tonight. She wanted to tease and drive him crazy with want first.

He just looked at Mom with wide eyes and blood poured into his cock. "Nine or ten times a night ... wow! I bet poor ol' Dad had a hard time keeping up with your sexy ass!"

"He held his own, but if a handsome, young stud were to come along now and if he could manage to get me in that position..." she smiled and could see that he was dying to hear her next words.

"I am very sure that he would wear me out and I'd be at his mercy." Anita said as she took another small bite of food and she could see that his young mind was working overtime.

'Oh my fucking, God!' he thought as Mom's inviting words filled his ears and mind. "Do you have any young guys chasing you these days?" Lee asked knowing she didn't, but playing a game like this, might help her loosen up and he could use the help.

Mom wasn't one that could be fooled or tricked in anyway and Lee knew that. If he was going to seduce Mom, Lee knew he would have to work to get her.

"Yes, I do. My crazy son thinks that he is in love with and I'm working things out with him." Anita smiled and she didn't want to eat. She needed to fuck him, but she wanted to string it out and make things fun for them.

"Uh, would you rather go sit in the other room, so we can relax better and get closer to each other?" she asked and before the last word came from her mouth, Lee was moving them into the other room. "I'm one of those kind of people that love touching and sitting this way, is killing me." Anita said as she followed him into the room and she was pulled into his arms.

Lee was in front of Mom and he wanted to push his cock on her left leg, letting her feel just how big he was, but he wasn't sure about being this bold, so soon. "Damn, you are so pretty, Mom," he whispered and leaned to lightly kiss her on the lips.

Anita looked at him and she wanted to melt into his arms, and be swept away by love, but she kept remembering whom he was. His lips touched hers and Anita had never felt anything so wonderful in her entire life. "Oh God, that was so nice!" she moaned and every, single inch of her body was trembling out of control for her son.

"Yes, it was!" Lee said and he kissed her again. "Now, where were we?" he teased and hoped to get dear, Mom, to relax more and let go.

She sat down on the sofa and smiled at Lee. "I was telling about my crazy son and that he has a big crush on me. It is sweet and I do love all of his wonderful attention and flirting, but they have a dirty word for a Mom and a son, making love to each other." Anita said as her lower lip came out and she caressed his strong back.

"That's a shame! I love my Mom and if I could, I would love to be with her too."

"Do you really love her?" Anita asked as her caring fingers ran through his long, brown hair and her pussy started to tingle, for the first time in ten years.

He turned and lightly kissed Mom's lips. "I love mine so much, I hurt!" Lee kissed her again as his hand moved to Mom's, silky knee and he slowly caressed his way up the smooth stocking.

Anita loved his hand on her knee, but she hoped he would remember to take his time and not screw up, by rushing her. "I bet you have done things to her, that you do not even know about," she smiled and loved the look on his face. "That's right, I bet you turn her on every morning and you did not even know it!" Anita smiled at the shocked looked on her son's face.

"Ahhh, I know!" he teased and loved seeing Mom's face turning red. "I bet 'my' Mom likes my morning hugs!" he teased her and slid his hand up her leg a little more.

"When my son hugs me in the morning ... I wet all over myself!" Anita moaned as his hand slid higher up her leg, stopping on the top of her stocking and she was so proud of Lee for having self-control.

"He must be a good kid," he whispered as he leaned forward, their lips lingered together and he nibbled her sexy, lower lip and Lee felt her moan.

"Ohhh, God yes, he is the ... best!" Anita smiled as they played Lee's game and if he was trying to make her relax and enjoy this, she was and wanted more of it too. "Tell me what 'your' Mom does to turn you on," she said as their lips stayed close together, kissing, nibbling and enjoying this taboo closeness that they were sharing.

"She's the most elegant woman I've ever known in my life." Lee said with a huge smile and love in his eyes. "Every morning, before she ever comes from her room, Mom's hair and makeup are always perfect. She is so beautiful..." he stopped to caress her smiling face and lightly kissed her lips. "And, I wish she was mine!" he moaned into her panting mouth and his index finger started rubbing Mom's upper thigh, between her stocking and panties.

"She always wears the sexist things I've ever seen! I can hear Mom walking down the hall in high-heels and I instantly get hard for her!" Lee moaned as his finger continued to caress Mom's upper thigh and moving slowly towards her smooth, black panties.

"I bet that is when she really enjoys hugging you," she whispered as their lips continued to linger together and Anita did something that she could not believe. Her lips parted, she slowly let her tongue come from her panting mouth and Anita started licking his lips.

"Oh Lord, I feel like a teenage girl, on my first date!" Anita moaned as she felt Lee's hand move to the bare flesh of her upper thigh and knew it was time for something else. She wanted him to touch her, but not tonight.

"Tell me one of your fantasies about her and how it makes you feel." Anita said as she leaned, his hand came from between her legs and she hated his disappointed look, but Anita wanted this to be enjoyable and a time that her son would never forget.

"Oh wow, there's so many things I think about us doing! This is tough!" he laughed and poured Mom another glass of wine. "Ok, here goes. I'm in bed, she comes in my room to tell me goodnight, and she sees my cock is hard." Lee paused to kiss her again and sucked her tongue. "Mom lies between my legs and she jerks me off," he smiled at Mom.

"She has on her glasses and her eyes look at mine, making me so excited, that I cum all over her face!" Lee said as he turned and saw a loving smile on Mom's face.

"Mmmm, I bet she would enjoy that." Anita cooed as she looked at Lee, through the glasses that turned him on so much. "I know that I ... sure would," she cooed again as her tongue licked over his lips and excited mouth.

"When you go to bed tonight, call her into your room and um ... she could make that dream come true for you ... tonight." Anita moaned as her tongue slid into his warm mouth and Lee gently sucked it.

"Would you like that, baby? Huh? Your pretty, sexy Mom ... jerking off your big, hard cock!" she moaned as their tongues danced together and Anita was ready to cum in her new panties.

He kissed her soft, nothing rough or nothing rushed and Mom seemed to enjoy it, very much. "Oh God, yes, I would love that!" Lee moaned between their soft, loving kissing and he slid his right hand under Mom's silk robe.

"What are you doing under ... there? Oh baby!" she cried out as Lee found her left nipple and rolled the excited little bud between two of his fingers. "Mmmm, you shouldn't be touching me this way." Anita whispered as the sensations from her nipple, rushed over her entire body and to her pussy, in a spilt second.

"I think you like it, a lot." Lee smiled as he toyed with Mom's hard, little nipple and he continued to roll it between his fingers.

She just smiled as his skilled fingers, tormented her aching nipple and Anita wanted more, but she didn't want to rush something so special. "I do love it, but I've had to much wine and I'm not thinking very clear thoughts, at the moment." Anita whimpered as his fingers gently rolled her nipple and Lee began to kiss the side of her neck and ear.

"Just relax, Mom and enjoy it. You need pampered and I would love to be there for you." Lee said with a soft voice, as he lightly kissed her neck and now, his hand completely covered her breast.

"I think that one of us needs to slow down and find something else to do with his hands, until we figure out where this is going to end up," she moaned with a loving smile and Anita sat up.

He didn't want to stop, but Lee did. There was no way he wanted to piss Mom off, after a night like this and screw things up. "I will this time, but not the next." Lee whispered to Mom and he felt her chuckle at him.

"You think that there will be a 'next' time?" she teased him and Anita loved the look on her handsome son's face.

"Yes I do and I also think that we will have 'lots' of next times."

"Hum, you are a confident one, aren't you?" Anita smiled as she lit a cigarette and lightly puffed it, hoping she could resist Lee tonight and draw this out as long as she could.

He smiled, kissed Mom and stood up. "My Mom taught me to always be confident and never give up." Lee said and his stiff cock was sticking straight out and he saw Mom checking it out. "Would you like to see it?" he asked and couldn't resist turning to face Mom.

Anita knew it was wrong, but she slowly reached up and pulled Lee's shorts down his hips. "Oh God, baby ... it is a monster!" she moaned and had to fan her face, but her eyes stayed locked on her son's huge cock and Anita's pussy dripped more. "You should find a sexy lady and have her help you with this," she whispered and wanted to jump her son right there, but waiting would be the best and she resisted.

"When I go to bed tonight, I'm going to see if my Mom will help me with him."

"Mmmm, she is a lucky woman and I am very sure that she will jump to help you." Anita whispered to him as she watched his massive tool, pulsing with his beating heart. "Just have some oil and two or three towels ready. A lady hates a mess, after doing something so wonderful for 'her' man." Anita smiled and she wanted to suck him down her throat, all eleven-inches of him.

"Great, I can't wait to go home and see if she'll really do that for me."

"She will, just remember to take your time with her and you may end up being a very, very lucky young man." Anita said as she stood and moved against her son's trembling, young body. His stiffness pressed on her thigh and it was taking all of Anita's willpower to keep from loving him right then.

"I'm going shower and when I'm finished ... I'll come and tuck you in bed," she whispered as her lips found his and they lightly kissed.

"I can't wait!" Lee smiled as he hugged his loving mother tight and he never wanted to let her go.

"Remember, two towels, oil and take your time with her." Anita purred to him, pulled away and she felt so cold and empty, she hurt.

Lee watched as Mom walked away and her aging behind filled his eyes and it made him grow more. "Oh God, I hope this isn't a dream," he said and sat back down to finish Mom's wine and her cigarette.

She finished her shower and Anita walked to her son's bedroom. She knew that it was so wrong, but she needed Lee and his undying love. Anita was sick of crying herself to sleep, every night and it was time to do something about it. Anita's son loved her and for some odd reason, he was definitely excited by her aging body.

Anita looked at his door and her heart was pounding in her chest. She lightly tapped on it and walked in. Lee was lying on his bed, his cock standing straight up and it looked as hard as steel. "Oh my, what a wonderful welcome!" she smiled and walked to sit on the side of his bed, admiring his length and thick girth.

"Oh, sorry Mom, I've been dying lately and masturbating doesn't seem to help me anymore." Lee said, moving behind her as he kissed the back of Mom's neck and wrapped his arms around her excited body.

She turned to return his hug and Anita felt Lee's stiff cock against her side. "Mmmm, you are so big and hard, any woman in her right mind," she purred and brushed her lips over his. "Would love getting her hands on you and this big, beautiful thing." Anita whispered and their faces nuzzled together.