Chapter 1

"I'm sorry, what bra size did you say you were looking for?" the buxom blonde salesgirl asked me.

"32G," I repeated.

"Oh my, your girlfriend must be quite something," she replied with a note of envy in her voice.

"Oh, it's not for my girlfriend, it's for my mother." The young girl looked at me with increased interest as I stood before her, perfectly calm and rightly proud in telling her what I was looking for was for my own mother. "And I'm not looking for something boring. Do you have any that are, I don't know, I guess you'd say 'glamorous', and kind of ... enticing?"

She looked at me intently as I watched her pretty face start to flush. "Well ... uh," she started nervously before clearing her throat and composing herself, "you've come to the right place; we have quite a good selection of things in that size that I think you might like." There was a note of curiosity in her voice now as she started to lead me through the lingerie store.

I had figured going to a regular lingerie shop and finding what I was looking for in the size I needed might prove difficult. I'm sure that a lot of them didn't stock anything with the sex appeal I was looking for. Buying for someone with breasts as large as my mother's, I wanted to make sure I found just the right thing I had in mind. So, I did a search online to see which stores catered to strippers. Living in Las Vegas, I wasn't surprised to find there were quite a few to pick from. After looking at what their websites had to offer, I'd chosen this one, The Cat's Pajamas, which seemed to have quite a large inventory.

As the young salesgirl moved across the showroom floor with me in tow, I took in the seductive sway of her full round ass, nicely displayed in a form-fitting pink sweater-dress. The dress clung flatteringly to all her luscious curves, the top part stretched nicely over what looked like a generous set of C-cups.

"Here are some nice ones," she said as she reached forward and lifted a number of hangers down from a glittering chrome rod. She laid a number of different colored bras down on a display table in front of me, the ample cups facing up, all of them seeming to call out for an impressive pair of breasts to fill them and make the sensuous garments come to life. My eyes immediately zeroed in on a black one, the huge cups made of delicate lace, yet I could see that the structure of the garment was reinforced with some heavy-duty underwire, required to give a substantial degree of lift and support to a pair of breasts as large as my mother's.

"I think this one will be perfect," I said as I let my fingers run along the black lacy edge of the large cups, anxious to see how it would fit on the woman I was buying it for...

I guess I should explain a little bit about what's going on here. My name's Andy, Andrew Alexander Adelson actually. My best friend, Connor Young, sometimes calls me 'Triple A' because of that moniker my parents laid on me.

It was actually Connor who talked me into putting my story down in writing to share with others. He told me about his own story he's in the process of writing, called "The Face-Painter". I've read a number of chapters of his story (many times actually, with my dick in hand) and I can't recommend it highly enough!

Connor said that he thought my story should be told too. Well, he talked to me for quite a while about it, and finally I relented. So I took up pen and paper ... actually a keyboard and monitor, and have started in on what you are reading right now. So if you are not familiar with me from The Face-Painter series, I'll give you a little background information so you know how I've got to this point...

Like I said, my name's Andy. I'm a 27-year old computer engineer living in Las Vegas. I'm 5'-9" and weigh about 170. I guess you'd say I'm of average build, with short dark brown hair and brown eyes. I've never really had any problem getting girls to go out with me, or having girlfriends, so I guess women find me attractive. I have my own consulting firm and do a lot of work for the major hotels and casinos in town. I'm an only child, and that takes us to the heart of this story.

My mother, Cynthia Rose Adelson, gave birth to me when she was just a teenager at the tender age of fifteen. My father, Gerald, then seventeen, was the other co-conspirator in my mistimed creation. Under pressure from both sets of church-going parents, the teenagers were not permitted to even consider the idea of either adoption or abortion. And so, following my birth, they were married and began the arduous chore of raising yours truly, when they were hardly more than babies themselves.

My paternal grandfather gave my dad a job in his company once he'd finished high school, a job where my dad was at least able to make a decent wage and provide for his young family. I know now that my dad harbored a life-long grudge against my mother; blaming her through constant passive-aggressive behavior for what to him was his lost youth.

During my birth, my mother experienced some unforeseen complications. The doctors decided on the spot that her tubes needed to be tied for safety's sake; resulting in my mother being unable to have any more children. Close to depression in the months that followed this, she turned to her church for solace. And to my father, that was fine, a place where he could trust her not to make his life any worse than he felt it already was. And so, our life went on like that for many years as I grew up.

I knew my parents didn't have an ideal relationship by any means. I grew closer to my mother as the years went by. As a teenager, I started to see her in a different light, not just as my mother, but as a beautiful desirable woman. Having given birth to me at such a young age, I started to notice how much younger and better looking she was compared to most of my friends' mothers; except Connor, whose mother, Victoria, was absolutely gorgeous.

My mother always dressed very conservatively, something I'm sure my dickhead father had something to do with. But I could tell that beneath those plain colors and boring styles lurked an absolute killer body just waiting to get out. My mother wasn't skinny by any means, but she wasn't fat either. Her lush body just looked ... I don't know... 'touchable'; almost as if she'd grown up but never lost her baby fat. She looked cute and desirable, and her tremendously large tits always set my young mind to lascivious thoughts at a moment's notice. She is not a tall woman, being only 5'-3" and I'd guess her weight to be about 120 lbs. Her hair is a rich chestnut brown and comes just past her shoulders. She's got the sweetest, most tender blue eyes I have ever seen, and I often seemed to just lose myself in daydreams when I looked into them. She has a beautiful mouth, nice and wide with full soft lips; a perfect mouth for cocksucking, I had always thought. But like I said earlier, her most defining attribute are those tremendously large tits of hers. No matter how conservatively she dressed, she couldn't hide the size of those babies. My friend Connor had told me once that my mom reminded him of a slightly older September Carrino, the busty model. I was familiar with her from many of my internet jackoff sessions, and I have to agree with my friend on that point. I've often looked at pictures and video clips of the voluptuous Ms. Carrino and jacked off imagining it was my own mother in her place. Yes, my stacked mother is quite the woman to inhabit the dreams and fantasies of a growing young man.

I clearly remember the first time I snuck into my parents' room one Saturday when they went to visit friends. I nervously went to her dresser drawers and found the one containing her bras. I lifted a number of them out and scurried with them to the privacy of my room. Closing the door, I pulled back my covers and laid the bras out in a tantalizing display on my bed. I ran my fingers over the sensuous forbidden garments, my fingers loving the feel of the cool silky fabric as I started to stroke my brick-hard cock with my other hand. I found a tag on one of the straps and turned it upwards: 32G. Oh fuck, within seconds I blew a huge load all over my sheets, being careful not to get any cum on her bras. After I pumped myself dry, I was still hard.

Knowing they were going to be away for a few hours yet, I ran back to their room and went into their closet. Aaaahh, there it was, the object I had come for; the laundry basket. I pulled it out into the light of the room and quickly found what I wanted; a pair of my mom's used panties. I hurriedly shoved the basket back into the closet and raced back to my room, her white panties clutched in my grasp. As I stood looking at the display of bras on my bed and resumed jerking my tumescent pecker, I brought her panties up to my face. The cool sexy material felt exquisitely wicked against my skin as I rubbed her panties all over my face. Her warm earthy smell entered my nostrils and fired my surging libido even more. I pulled them away and turned them inside out.

"Ohhhggnnn," I let out a low moan as I looked at the remnants of a damp stain remaining on the lining of the gusset. I pressed it to my nose and breathed deeply.

"Mmmmm," I gave a soft moan of delight as I inhaled her delicious womanly scent. The illicit delightful odor of my mother's snatch sent a scintillating wave of pleasure right to my groin. I breathed deeply again, and then let my tongue run out from between my lips and press against the inviting stain. I ran my tongue upwards and my warming saliva seemed to bring the taste of her alive in my mouth. I licked up and down as I savored the illicit taste of my mother's delicious pussy. I sucked hard on the fabric, trying to gather as much of her seeping nectar into my mouth as I could. Again, it didn't take long for those tingling sensations to start shooting through my midsection. I came; another huge load of cum splattering my sheets. Being a horny teenager, I came four more times that day before stealthily returning my stolen treasures to their room.

That was the first time of many as dreams of my bewitchingly beautiful mother continued to inhabit my fantasies daily. Yes, I did have a number of girlfriends as I grew up, both in high school and college; but none of them had ever come close to being the woman of my dreams that my mother was. It was like something was holding me back ... at least prior to the beginning of the events that take place in this tale.

I pictured many times how things would be if I could be with her as a man, and not just as her son. How perfect life would be if I could convince her to let me do to her all the nasty things I wanted, and to have her eagerly do to me the things that I wanted her to do. I dreamed of being able to educate her to please me, to be the perfect lover that I knew she could be; something I knew that lay hidden within her troubled soul, just aching to be released. But as time went by, I thought that day would never come ... until things started to change...

My mother's parents died in a car accident when I was just finishing high school; leaving my mother a little inheritance money of her own. My dad's parents died just over two years ago, both of them losing battles with cancer within months of each other. I was shocked by my dad's behavior following the death of his parents. While most people would be mourning, he seemed to be almost ecstatic with happiness as he seemed to feel he was finally out from beneath his parents' control. He was in for a big surprise when it came time for the will to be read though.

I think his parents knew what their son was like deep down, and they ended up leaving a substantial amount of their estate to my mother, and also directly to me, their only grandson. My Dad was furious, figuring all that money should have gone to him. The lawyers told him the will was iron-clad and he had no recourse.

Well, he found his own recourse; within days of the inheritance money being allotted, he quit his job and skipped town. At first I was shocked, but as the days went by a tremendous feeling of relief started to come over me. Although she was initially crushed, I felt especially happy for my mother, knowing she was no longer under my father's control.

When my dad left she found comfort at her church, spending a lot of time helping out there. She also worked part-time at our local library branch, which I was happy to see. The church people seemed to be just as controlling as my father had been. I would often talk to her about it and try to get her to distance herself from those people, but it had been part of her life for so long, I was constantly fighting an uphill battle.

I think shortly after my dad left is when things started to change between my mother and me. When I was growing up she was always so protective of me. Once my dad took off, things changed; it was my turn to be protective of her.

Sometimes I just hate him for never letting her be the woman she was capable of being. He never really mistreated her or abused her; that's not what I mean. It was just the lifestyle the two of them led; I can see now that he'd been stifling her and basically suffocating her. She never really got to go out and do a lot of the things women her age do; you know, go for lunch with their girlfriends, go shoe shopping, stuff like that. Yeah, he kept her on a pretty short leash. You could tell by those boring clothes that she wore. I never saw her bring home any clothes more interesting, and I'm sure he had his hand in that decision somewhere. Remember, she had me when she was only 15 and now at 42, she's still a beautiful young woman; and she deserves to dress like it. With the way he basically controlled her, I think that's why she turned to that church group of hers. It was a place where she was able to do something on her own and feel wanted, without antagonizing her husband or either of their parents. And then those assholes at the church were the first ones to shun her after my dad left; as if it was her fault that he was such a dick.

In the hopes of fostering some more pride and self-confidence in herself, I'd bought her a membership to a gym and she'd been using it regularly. I could see that she was getting more toned as a few months went by. I was hoping being more active and taking more pride in her gorgeous body would give her the self-confidence that she clearly lacked, but it seemed as long as she kept going to that church nearly every day, that wasn't happening. She needed to break free from those people who only seemed interested in her money. I knew it was time to make my mother see the light, and I was going to be the one to do it.

And so here I am, 27 years old, with a nice 28th-floor Las Vegas penthouse that I call home; courtesy of my inheritance. I'm doing very well with my consulting firm, and it was time for me to step forward and show my mother that she needed to change. I thought back on all those fantasies I'd had, of her becoming the sensuous desirable woman I knew she could be; but I wanted her to be more than that; to be the passionate hot cum-loving mother I had dreamed about. I decided it was time to change my mother's way of thinking ... to educate her to my way of thinking. It's this story that I am about to tell...

With the idea of starting the re-education of my mother in mind, I went over to her place a short time back on a Wednesday afternoon after work and let myself in. I found her sitting on the couch in tears, her whole body trembling as she sobbed uncontrollably.

"Mom, what's the matter?" I asked as I hurried over and sat next to her.

"Oh Andy," she replied as she looked at me, tears flowing down her cheeks. "I overheard some of the women talking at the church today."

"What do you mean? What were they saying?" I put my arm around her quivering shoulders and stroked her arm to try and calm her.

"There were four women standing together when I came in and hung my coat up. They didn't see me but I heard them talking about me, saying how I'd been a conniving teenager who got pregnant on purpose so your father would have to marry me. And that I was an unfit mother and that's why he'd left, to find someone better. They went on like that; I stood there stunned, I just couldn't believe it. They were so mean I ... I just had to get out of there. I grabbed my coat and went back out the side door; they never even knew I was there. Oh Andy, what am I gonna do?" She turned sideways to me and put her face against the side of my neck as the racking sobs continued through her shaking body.

I was mad as hell at those people, but right now, all I could think about was the feel of her huge tits pressing into my side as she sobbed against me. I could feel the tremendous orbs swelling and receding with each gasping sob. I wrapped my arms around her and pulled her even more firmly against me. I started stroking her back in order to comfort her, and yet still keep her close to me. "Don't listen to them, Mom. They're just jealous."

She lifted her face towards mine, tears streaming down her pretty face. "Why do they think of me like that? Am I really that bad? I ... I just don't know what to think anymore."

I was furious at those sacrilegious idiots for doing this to her. "Mom, you have to forget those people. They're just wrong. You're nothing like that. I'm your son. Do you trust me when I say you're nothing like they're saying?"

She looked up at me again, fear and confusion in her eyes. "I do trust you, Andy; more than anything. I just feel so bad."

"Look, Mom, Dad's an idiot. We both know that. You've got to move on with your life. Keep your part-time job at the library, but get away from those people at the church. You're a beautiful young woman with your whole life still ahead of you. You need to break away from them and move forward."

She looked up at me, the tears slowing now as she fought to compose herself. "You ... you really think I'm pretty?"

I knew under my Dad's iron thumb, she had no self-confidence whatsoever, especially when it came to her looks. "I think you're more than just pretty, Mom; I think you are incredibly beautiful and could look absolutely stunning if you wanted to."

"Oh, son," she replied with a shake of her head. "You're just saying that."

"No, it's true," I interjected. "If you trust me, and let me give you some suggestions, I can prove to you that I'm right."

She looked at me and for the first time since I'd gotten here, she started to smile. "Okay. I couldn't feel much worse than I do right now."

"I know you'll feel a lot better, if you give what I say a chance." I had a hunch that once I had her starting to feel better about herself, it might open things up the way I wanted in our relationship. I decided to give it a little test right now. "Now, give me a kiss to let me know you're okay." She pursed her lips together and turned her face up to mine. As I brought my lips down to hers, I pulled her close to me, those tremendous tits of hers pressing fully into my chest. I could feel her tense up slightly but decided to force things a little. As my lips pressed against hers, rather than settle for the quick peck that we were used to, I ran my tongue along the line of her lips and pressed inwards. I could feel her almost gasp in astonishment at the liberty I was taking and as her mouth opened in surprise, I slid my tongue deftly inside. Oh man, her mouth was so hot and wet; the instant my tongue pressed against hers, it sent a surging jolt right to my stiffening dick. I felt her tongue press back against mine for a second and I could tell that she was enjoying the feel of my tongue against hers before her hands came up to my chest and she pushed herself away from me.

"Andy ... I ... I..." she stammered as she looked at me, her face and eyes swimming with a mixture of emotions.

"I'm sorry, Mom. You just look so beautiful, and I love you so much. I ... I guess I forgot you were my mom there for a second." I wanted to avoid pressing too hard and possibly destroying everything.

"That ... that's okay, son." She stood up and smoothed down her sweater over her massive tits. I got to my feet myself and she gently touched my arm. "I ... I feel better now. Thanks for being here for me. You know I love you more than anything in the world, don't you?" I knew she was okay now and I wanted to give her some time alone to think about that kiss.

"I know you do, Mom. I love you too." A warm smile spread across her face as I said this. My eyes flicked down and I could see the soft shadows cast by her nipples on her sweater. I guess that kiss had affected her maybe more than I thought it had. "I better go." She watched as I made my way to the door and I turned just before closing the door behind me. "Mom?" She looked at me questioningly as I stood looking at her full lush body. "Did you like that kiss as much as I did?" Her eyes opened wide and I saw her give a little gasp as she brought her delicate little hands together and started wringing them nervously. Her hesitation gave me the answer I needed. I simply closed the door and left before she had a chance to say anything.

The next day I went to the mall and did a little shopping. I then went to The Cat's Pajamas, the lingerie store where I started this story. After making my purchases there, I called my mom and told her I had a little gift for her and was coming over. I could hear both apprehension and excitement in her voice as she said she'd be at home. When I got there and let myself in, she came out from the area of her bedroom and it looked as if she had just touched up her hair and the little bit of makeup that she usually wore. She wore a simple floral blouse and beige slacks that didn't do much to show off that fantastic body I knew she had lurking underneath. She looked very nice though and I was glad she seemed to have made a bit of an extra effort on my behalf.

"These are for you, Mom," I said as I set down three gift bags, nicely done up with tissue and ribbon courtesy of the store clerks.

"Andy, for me? Why..." she asked with a big smile on her face as she crossed her hands over her ample tits.

"Because you deserve something nice. Remember what I was saying yesterday; you're a young beautiful woman and deserve to be treated like one. Did you go to church today?" I asked firmly.

"No ... I ... I couldn't bring myself to go. I just worked at the library this morning."

"That's good. I think you should distance yourself from those people. They'll bring you nothing but heartache."

"But I've spent so much of my life there."

"And yet look how they treat you. Mom, I think you should listen to me. You know I only want the best for you, right?"

"I know, Andy. You're so good to me."

"Well, okay. Now open your presents. This is just a little something I want you to have. I think you'll like what I got for you; this one first." I passed her one of the colorful bags and watched as she eagerly undid the ribbon and withdrew some of the tissue before reaching inside.

"Oh Andy, what a beautiful color," she gushed as she held up an electric-blue ribbed turtleneck sweater. She ran her fingers over the soft material before holding it up in front of her by the shoulders.

"It's gorgeous, but I'm not sure if it'll fit; it looks a little small." I could see by the look on her face that she loved it, but was afraid that it might disappoint me if it didn't fit. Little did she know that I had bought it knowing it would be nice and tight; I wanted her to start showing off those huge gorgeous tits of hers, even if it was just for me.

"I think it'll be fine, Mom. All the women are wearing them tight these days. There's something else in that package."

"Oh," she said with a note of surprise as she reached deeper into the bag and drew out a slim-fitting jet-black pencil skirt. I wanted to get something that would look great on her, and a sexy business skirt of a reasonable length like this was just what Dr. Andy ordered. "Oh Andy, this is so nice of you to do this. I've never owned anything like this." I could see she was more excited now by the articles of clothing I'd given her; the styles and colors being totally foreign to the boring drab wardrobe she currently had. She held the skirt in front of her and we both looked at where the hem would fall a couple of inches above her knees; I didn't want to get anything too short this first time. "This looks like it'll be pretty tight too."

"That's the style of that skirt though, nice and slim-fitting. And it'll go together with the top really nicely, the girl in the store advised me on that. But look, turn it over." She turned the skirt so the back was showing and I pointed out the long slit up the middle of the back. "That vent in the back is what the girl said makes it work so well."

"Oh Andy, this is so nice of you. I ... I've never had any clothes like this in my life. Do you really think they'll look good on me?"

I had no doubt how incredibly sexy she'd look in the things I'd gotten her and I knew with some words of praise from me, she'd love wearing them, almost as much as I'd love seeing her in them. "I think you'll look amazing in them, Mom. Just you wait and see. Now, the girl suggested some other things to make the outfit complete. I wasn't really expecting to do this but I figured I'd better take her advice. I hope you don't mind; here." Little did she know the stuff in this bag were the first things I'd purchased at the lingerie store, a few things I personally really wanted her to wear. I definitely didn't need the help of any shop-girl to help me pick out the things that would make this outfit complete; the way I wanted it anyways. That cute salesgirl just needed to point me in the right direction.

I passed her the second bag as she set the skirt down next to brilliant blue sweater. Her fingers quickly picked open the ribbon and she reached into the bag and withdrew a small transparent black package with a picture of a leggy girl on the cover. I knew what she was holding in her hands were a pair of sheer black thigh-high stockings with an intricate lacy band at the tops. The girl in the picture looked pretty sexy wearing them and I knew my mother would too; even if I never got to see the actual stocking tops. I watched as she seemed mesmerized as she opened the packet and withdrew the sheer silk stockings. She seemed speechless, and I didn't want her to start thinking too much about gifts of such a personal nature coming from her son. I wanted her to keep going with opening everything, so I spoke up, not giving her pause to think.

"There's something else in there too," I said as I motioned towards the bag. She carefully set the delicate stockings down and reached into the depths of the second bag. She withdrew a flat box done up with another piece of colorful ribbon and carefully untied it. I watched her face as she lifted the lid off the box and looked inside. She gasped and her eyes went wide as saucers as she looked down at the matching black bra and panty set I'd picked out for her. The panties were cut high on the thighs and would look fantastic on her. I didn't want to go so far as to get her a thong this first time. Maybe that would come later. She picked them up and we both stared at the triangular shiny garment, me picturing how perfect it would look warmly cupping the succulent pussy I had dreamed so much about.

She carefully set the panties next to the stockings and reached slowly for the other enchanting item the box contained. She seemed hypnotized as she carefully picked up the bra. She ran her fingers over the sexy garment, so unlike the boring white and beige ones that made up her current collection. I'd picked this one out especially for her. Intricate black lace surrounded the supporting cups in a sensual embrace, the cups and underwire substantial enough to provide the support I knew she needed, but with the cups cut low enough to allow those ample tits of hers to swell over the top of the bra. I had already pictured how hot she would look in her new tight blue sweater as this reinforced bra pushed those voluptuous knockers of hers into a massive thrusting shelf. The hidden line of cleavage this bra would create would be absolutely tremendous. I saw her look at the tag on the strap, checking the size; 32G.

"It's so beautiful. But how ... how did you know my size?" she asked under her breath, as if in a trance, her eyes never leaving the sexy garment as I saw her fingers explore the heavy underwire that was going to push those massive round tits of hers together and up. I was ready for her question, figuring in advance she might ask something like this.

"Remember how you used to make me fold the laundry as one of my chores. I guess I just remembered from seeing it on your other ones." Little did she know how many times I'd stolen her bras and jerked off thinking about her incredible tits.

"Andy, I've never had anything like this in my life." The fingers of one hand slid from the bra over to the panties, then along the sheer stockings to the skirt and sweater before her. She seemed almost hypnotized by the delicate lingerie and sexy clothes. I was glad that it had worked out this way and she hadn't gone in the reverse direction and been upset that her son had picked out these kinds of personal items for her. I had one more thing for her and I wanted her to open that while she was still feeling this way.