Chapter 1

All my friends just love coming to my house. Oh, they're my friends and all, but they really love seeing my mom.

I'm in high school, about halfway through my freshman year and my mom, who had me when she was eighteen, is just thirty-three, and a young-looking thirty-three at that.

Not just that, she works from home mostly, she has her own accounting business for small businesses in the city where we live, so when my friends come over, she's usually here.

My dad died when I was six and left us pretty well-cared for but Mom already had her business and she's kept it and even grown it since then.

We live in a nice house with a pool in the back and that's another reason why they like to come over to my place. That, and Mom likes to use the pool too and she looks great in a bikini.

Now if you're wondering if I scope out my own mother when she's out in the pool, the answer is yes. You should see her. Her boobs are so nice and I know they're 36-C, I've looked at the labels in her bras. And they're not the saggy kind, either. She looks like the girls in Playboy, yeah, that nice.

So, yes, I look at my mom, you would, too. She's the one I think about when I jack-off, too. I've even got a few pictures on my iPhone that I was able to take that show her naked. She didn't know I had these but I was able to take them one afternoon when she was changing for a swim.

I've also got some pics from her computer of her naked that go back a few years ago when she had this boyfriend for a while. So, I know what she looks like and she's hot.

Well, anyway, it was Progress Report time and we were sitting at the kitchen table for the usual talk one Saturday morning.

"I don't understand, Eddie. You're certainly smart enough," she said, "you could have straight A's right across the board. You're just not motivated, that's all. I just wish I could think of some way to motivate you to do better."

I know I shouldn't have but I laughed.

"What's so funny?" she asked looking rather frustrated.

I was busy looking at her beautiful breasts showing as her robe had opened somewhat, it was almost wide enough to show her nice, hard nipples.

She must have seen me looking because she pulled it closed, saying, "Eddie, I swear, I try to talk with you about your schoolwork and all you do is look at my boobs."

"Oh, come on, Mom," I said, "I'm fifteen, a fifteen-year old guy. What do you expect?"

"Look, Eddie, I'm trying to find something to motivate you to do better in school."

"Well, I was looking at something that would motivate me to do better in school," I said right back not knowing where I got the courage to say such a thing to my mother.

"If I thought it would work, well, I might just do it, I might just parade around the house all day naked if that would work."

"I can tell you it would sure motivate me a lot," I said, grinning at her.

"Okay, just what would you do if I agreed?"

When she said that my dick got harder than I think it's ever been.

"Um, well, first, I'd sit down with each of my teachers and talk with them about what they want me to do to raise my grades, you know, extra work and stuff."

"Go on..."

"And, I'd do my homework every day after school without fail."

"What if I stayed dressed until you'd shown me you did it?"

"Yeah, okay, whatever. You really mean this, Mom?"

"I don't know yet, I don't know. Would you work on your homework until I was happy with it?"

"Yeah."

"And, you would do whatever your teachers said you needed to do?"

Look, I had the hard-on of a lifetime, especially as my mom leaned over to pour herself some more coffee from the thermal carafe. Another peek at her boobs sealed the deal.

"Mom, anything you want. Yes, to all that."

"Well, I don't know what else to do. I just can't have you making these kind of grades, you'll never get into college and I'm not going to raise a failure for a son."

So she said she's think about it and when I was getting ready to leave on Monday morning, she told me to talk with my teachers and come home with a plan from them to improve my grades. I walked to my bus stop with a massive erection.

I did talk with my teachers and they were great, really helpful in writing up a plan for me to improve my grades.

As I came in the house, calling out that I was home, my heart was thumping madly. I went back to Mom's office and handed her the list.

I stood there with a bulge in my pants as she slowly read each item.

"Well, Eddie, it looks like you've kept your part of the bargain, at least so far. Why don't you get a snack and do your homework, then let me see it? If it's good, maybe you'll get to see something yourself."

I almost cummed in my pants. Could she really mean this? Maybe my mom was just leading me on, not really intending to let me see her body in exchange for my working to get better grades.

I put that idea aside and went up to my room to do my homework and some of the extra work they had suggested. Then, about five-thirty, I took my homework down and Mom and I sat at the kitchen table while she looked it over, checking every bit.

I was nervous, of course, for one, she might not accept the work I'd done. Or, maybe I'd hear her say that she wasn't going through with this after all.

She finished the last page, it was algebra, something I was close to failing, and looked up at me, then stood up and reached across to pull off her top, then put her arms back to loosen her bra which she slid off her arms.

"Well, done, Eddie, I guess you get your wish," and went back over to the counter to begin working on a salad to have with supper as I sat there astonished. My mother was stunning, she could easily be in Playboy, her boobs were really that nice. Full and round, plump and firm, each with a small, dark red nipple that was all pointy.

"Um, Mom..." I began to ask and she turned toward me as my heart beat double-time, "um, nothing."

"What was it you were going to say, Eddie, let's be honest with each other?"

"Well, you really look beautiful. I really mean beautiful, too."

She smiled and came over and gave me a hug, a hug to her chest, as my face was buried between her luscious breasts.

Then she went back over to the counter and made up our salad without another word. My face would never forget that moment, ever.

We ate supper at the kitchen table with my eyes rarely leaving my mother's beautiful breasts. She would often see me gazing at her chest and just smile, I'm sure knowing that she knew she was giving her son an enormous hard-on. My mother was beautiful and she knew it and I think she was enjoying this almost as much as I was.

The thing that surprised me the most, well, just that she would do this at all, I guess that really surprised me the most, but second to that was that she stayed that way, topless, until I went to bed. She even came up to kiss me goodnight - I'd already began stroking my dick and I'm not sure if she saw that or not - but she came in and leaned over me and kissed me goodnight, keeping her lips on mine somewhat longer than usual. It was all I could do not to reach up for her breasts which were right there so naked and so close.

After she turned out my light and closed my door, I swept the covers away and pulled my briefs down, releasing my dick from confinement and got my trusty hand lotion out of the drawer in my bedside table and began. I began on the first jack-off of the night. It took two to settle me down enough to finally fall asleep.

The next morning I had another in the shower, a quick one, and left for school, a school day filled with images of my mother's beautiful breasts.

When I got home, everything was back to normal, Mom was in her office, on the phone with a client so I got a quick snack and went up to do my homework and read a chapter assigned for the next day.

I finished it all up about five and took it down.

After looking it all over, my mom looked up at me and began taking off her blouse, then bra, releasing her breasts for me to see again. She never said a word, just did it and then went about her daily routine as I followed her around, not letting her boobs out of my sight. As she began getting things out for supper, she looked at me standing there and nodding down, said, "Don't you think maybe you should go take care of that? You look pretty excited from here."

I felt my face get warm and she added, "Go ahead, Eddie, go get off and my boobs'll still be here when you come back down."

Well, I did just as my mother suggested and watched my cum shoot up farther than I'd ever seen before, it was a great cum.

As I walked back into the kitchen, my mom turned, showing me her lovely boobs again, and asked, "Was it good? Do you think I helped?" smiling at me.

She was asking if I had a good jack-off. My own mother. And she was waiting for my answer.

"Um, yeah, yeah, really good and, uh, yes, one of the best I've ever had. Thanks."

"I'm glad I could help, Eddie. I hate to admit it but I'm rather enjoying our agreement and the ways it's affecting you," she said, grinning. "It's interesting seeing you grow up like this."

"Well, it sure is affecting me in one way, that's for sure."

"So, I see, maybe you need to go upstairs again?" she said laughing.

It was amazing. My mom and I had never talked much about sex, she let the school do that in sex-ed and I didn't even think she had any idea that I had been masturbating for a couple of years. It was obvious that I was dead wrong about that. So, I decided to just come right back with, "Might be more fun to do it right here."

She was laughing.

"Oh, Eddie. My god, you're growing up. You've talked me into taking my top off and letting you see my boobs, now you want to masturbate for me. All this so you do better in school?"

I plowed right ahead with, "Sure, if I go upstairs, I just have to try and remember what you look like and imagine it. If I did it right here, I could see how beautiful you are."

"And, I suppose I could see how beautiful you are?"

"I never thought of it as beautiful," I admitted.

"Well, to a guy, perhaps, but to a woman, a man's penis can be quite beautiful," she said as she cut up potatoes to boil for mashed potatoes.

"Well, maybe so, I just never thought of it that way," I added. "So, can I do it here?" I asked, now emboldened.

"Eddie, I don't know what's got into you ... well, I suppose I do," she said laughing as she put her hands under her breasts and lifted them a bit.

"Oh, my ... well, go ahead, it won't be the first one I've ever seen. Here, maybe this'll help," she said handing me the bottle of cooking oil as we both laughed.

I dropped my shorts and stood there for a few seconds waiting to see if she might change her mind and then pulled my briefs down and off just standing there in front of my topless mother.

"Well, you've changed quite a bit. I remember when you were little and I'd wash you there and your little penis would get longer, it was so cute. But, it's more handsome now than cute."

I dribbled a little of the oil on my hand, then sat down and started stroking up and down as I looked at my mother.

She was trying to be cool about it, continuing to make dinner but she was watching me. It was making me hornier than I'd ever been, I knew now that I wanted my dick inside my mother. I wanted to fuck her and I wanted to become her lover. She was the only one I wanted. I stroked and stroked and soon I was moaning and she had turned to watch, stopping what she was doing.

I was close, I wanted her to see, I wanted her to know what she did to me, and suddenly, I groaned and long arcs of cum went spurting up landing on my outstretched legs as I saw her eyes taking it all in.

"Geez, Eddie, I might need to go upstairs, myself," she said laughing and I did see that her face was reddened and there seemed to be a flush of redness between her breasts.

"You can do it here, Mom."

"No, thank you, I think this is enough," she said as she drained the potatoes and began mashing them with some butter and milk. "It's something I'll do later, thank you."

Still feeling brave, I added, "Let me know if I can help."

"That's enough, Eddie. Just be happy with what you've got."

"Oh, Mom, I'm more happy than you'll ever imagine," I told her as she began serving our plates leaning across me putting her plate down, almost grazing my cheek with her boob.

Then, we ate our meal together as I thought about how lucky I've become.

After supper, I told her I needed to take care of some business again and could she hand me the cooking oil again.

She just laughed and told me to go up to my room and have a good time.

"Oh, I will, I'll be thinking about my beautiful mother. Sure you don't want to watch?"

"Go on, I'm sure you can do it without me," she joked.

"But its better with you watching, Mom."

"Go do your business, I'll be here when you finish," she said so I went up and jacked-off.

Chapter 2

When I went back down, she was in the family room watching television, still topless and beautiful. I sat down next to her and put my arm around her shoulder, drooping my hand onto her breast.

"Eddie, that's not part of our agreement."

"Yeah, but it's great motivation for me."

"I'm sure it is but you can look, that's all."

"I was hoping to kiss them, they're so pretty."

You can see that the more Mom was around with her boobs out, the hornier and bolder I was getting.

"Well, thank you for saying they're pretty, a woman my age appreciates that but kissing them is off-limits."

Then she took my hand away as well.

We watched several shows though much of my attention was looking sideways at the rise and fall of my mother's breasts as she breathed. I simply couldn't help but move my hand down and rub the bulge in my shorts.

"Eddie, my god, are you horny again?"

"Mom, it never stops, I'm always that way. I'm fifteen and it's just the way I am, I could do it again, right now."

"Go ahead, I know you're dying for me to watch you again."

So, I pulled my shorts down along with my briefs and sat there with my dick in the air for a few seconds before I began stroking up and down as she watched.

"You're gonna get sore, let me get you some lotion," she said and she got up and came right back with a bottle of hand lotion and held it out to pump some into my hand.

"It'd be real nice if you did it, Mom. You know I'm really trying in school."

"You don't stop, do you?" she said with a sigh and pumped the lotion onto her own hand and wrapped her fingers around me and began masturbating me.

I've done it hundreds, maybe thousands of times, but just never knew how much better it could feel when someone else did it for you. It was heavenly, my heart beating madly with each movement up or down of her hand on me.

Nothing, nothing had ever felt that good and it only took a couple of minutes for my cum to begin spurting up out of me as her hand moved over me.

"OH, MOM, OH, OH, oh, uh, mmm, mmm, oh, thank you, mmm, that was so good," I moaned as she leaned over and gave my dick a quick suck. It was surprising that she did that and my heart almost stopped. But, then, she sat back up and reached over to pull up a handful of tissues to clean us up.

"Maybe that'll hold you for a while. I have to admit that though it's been ages since I've done that, well, now don't get all excited about what I'm about to say, but, well, I did rather enjoy it. Maybe not as much as you but still..."

"You can do it anytime you want, Mom," I told her grinning.

"I thought you might say that," she laughed, adding, "you're pretty predictable, Eddie, you and every other male in the universe."

"But, Mom, you love me and I love you. It was so nice when you did it for me, it makes me feel really close to you."

"Well, I'm going up to bed to read, come say goodnight when you're ready."

So, I went up and read a few chapters in my schoolbooks that got me ready for what was to be covered in the next few days. Then I went down the hall and rapped on my mom's door.

"Come in Eddie," she said and I went in and stood by her bed. I had on my briefs which is what I sleep in and, as you might guess, an erection was lurking beneath in a somewhat obvious way.

"Honestly, Eddie, boys your age are just ... look, take off your briefs, I'll do you again," she said and I pulled them off and she had me lay down next to her.

When I'd come in, she was propped up against the headboard reading and the sheet was puddled around her waist so I couldn't tell if she had panties on or not.

She rolled over on her side and that's when I saw her bare hip and knew my mom was naked just like I was now.

"Get the lotion out of my bathroom, okay? Oh, even better, go in my dresser, the third drawer, in the back, there's a small bottle," she said as I got up and began looking for it.

I found it, it was a 'personal lubricant, ' so the label read and I brought it back.

She dripped a little on the head of my dick and then gripped me to begin stroking me up and down.

Oh, it was even more slippery than hand lotion and I asked her, "What's this stuff? It's really great, maybe I need my own bottle of this?"