24 comments/ 378611 views/ 31 favorites First Time with Mom By: sahil_ahmedabad CHAPTER 1 Hello everyone, my name is Sahil. I am a 20 year old guy living in Ahmedabad in Western India. I am currently pursuing my bachelors in engineering. This is the first time I am letting anyone know about my first sexual experience. It was with none other than my beloved mother. So here goes. I live in the Satellite area of Ahmedabad which is one of the most posh areas in the city along with my parents. My dad Arun is 45 years old and mother Ami is 41 years old. My parents got married when my mom was just 19 years old. I was born 2 years later and am my parents' only child. I had always been a shy kid since the beginning. I didn't use to go out and play cricket or football with my friends when I was young. Instead I liked staying indoors and play video games or board games. My parents never minded my shyness and introversion. Although they noticed that my tastes and interests were different as compared to my peers they never asked me to try and become more like them. As I entered my late teens my dad was getting more and more involved in his business activities. He was working very hard and was providing very well for our family. The downside of this was that he started working longer and longer hours as the days went by leaving very little time (if any) for my mother and I. My mother who had been a housewife for her entire life tried very hard to compensate for the absence of my father in the household by taking on all the duties that a father should take for a son, especially in his son's growing years. I had an almost unnaturally awesome friendship with my mom since childhood and it strengthened even more as she tried making up for my dad's duties toward me. She taught me everything that a father should teach his son. She explained to me the changes that I was about to go through in my mind and body. She also explained to me the concept of sex and gave me the whole lecture about the "birds and the bees". I never realized how cool she was in explaining all this to me as parents rarely teach their children about sex even in this day and age. Things were going on pretty smoothly until one fateful day my father suffered a very mild heart stroke that rendered him to the bed for an entire month. It was nothing too serious or to be worried about as the doctor assured us. It was just a mild warning for my dad to get the state of his physical health in order. Our lives and routines became a little upset as dad remained home for a month but it soon got back to normal. Or at least I thought they became normal. Little did I realize that dad's mild illness would change the entire fabric of our family life forever! CHAPTER 2 More than six months had passed after dad's illness and our lives had seemed to get back to normal until one day just 3 days before my 18th birthday I came home from college (I was in the first year by now studying electrical engineering). I live in a 2 storey mansion and my parents and I have our rooms on the first floor. I had a glass of Gatorade from the fridge and climbed the stairs to go to my room. I wanted to just greet my mother and tell her I was home so I decided to go to her room first before going to mine. I reached the door of my parents' room and was about to enter it. I could strange sobbing sounds emanating from behind the door as if someone was crying. I opened the door and the door made some noise as it wasn't properly oiled. Suddenly the sobbing stopped. I stepped into the room and found my mother sitting on the bed trying to conjure up a smile. It didn't fool me for a second. I went towards her side of the bed and sat down with her asking what the problem was and why she was crying. She denied to be crying at first and tried to change the topic. But I told her I didn't buy it and asked her again why she was crying. She told me I wouldn't understand. I told her that I was nearly 18 years old and had enough brains to figure out what her problem was. She told me it was a personal problem between her and dad and that I shouldn't be concerned about this. Hearing this sort of made me a little tense. I got tense because never in my life had I seen or felt any amount of friction between my parents. Of course, there were some incidences here and there as there are in every marriage but I had never seen my mother cry citing my father as a problem. I told her that I had a right to be concerned about the problem between her and dad as they were my parents and family. I had a vested interest in their happiness as any tension between them would eventually affect me. Hearing these words, tears started trickling from my mom's eyes. I was puzzled. I asked her why she was crying. She told me didn't realize that I was a grown up man who would understand her problem until I spoke those words of concern to her. Till then, she only considered me a kid. I started laughing. She asked me why I was laughing. I said that it was funny for her to just realize it right then that I wasn't a kid and was in fact an adult. I was 6 feet tall, had an athletic body thanks to my regular work outs at the gym and I had inherited the good looks and features of both my parents. I stopped qualifying as a kid a long time ago. Hearing this my mother burst into laughter. She said I was right and she should have stopped looking at me like a kid a long time ago. I was glad that the atmosphere had lightened up a bit. So I gently asked her what problem she was having with dad. She sighed and looked down at first and then slowly said that she and dad were having physical problems. I asked her what she meant by that. She lowered her voice even more and said that she and dad were having problems in their sex life. I was sort of taken aback hearing those words. I never thought of my parents as sexual people or thought of them ever having sex. I knew they obviously did it now and then but I never thought about it consciously. Getting my mind in order after about half a minute or so I asked her what the problem specific ally was. She said that the doctor had advised his father to refrain from indulging in any sort of physical activity that would put his body through too much stress. Sex was therefore out of the question for at least four months. Mom continued by saying that even after the four months had passed dad could not have sex with her because the medications that he had been taking for his heart condition had, had a side effect on my father's body leading him suffer from erectile dysfunction. He simply could not get an erection. Apparently the problem was so severe that they had visited a sexologist who diagnosed him with having a rare condition where he could never get an erection in his life sufficient to perform sexual intercourse. This diagnosis in other words said that my parents would not be able to have sex again. This information struck to me like a thunderbolt. From the education and information that I had received about sex until then from my school as well as my mother, I knew what the importance of sex for the functioning of a good married life. I was so shocked I couldn't say anything for a few minutes. As soon as I got back to my senses I tried to console mom. Although, I didn't know what to tell her I tried to falsely tell her that things will eventually get better as medical science was progressing rapidly. After that I went to my room and got back to my studying. CHAPTER 3 As I told you earlier, my birthday was coming 2 days after the day my mom told me about the problem that she and my dad were having. The day arrived and I finally turned 18. I was a major according to Indian law and was legally allowed to vote (although not allowed to get married until 21). My parents were very happy to see their son grow to 18 years old and gave me a car for my birthday. I was ecstatic. I had already learned to drive six months ago (even though it is illegal to do so!) and wanted the specific model of the Hyundai Verna. I bunked college that day and met all my friends and gave them a ride in my new car. I was so happy. I came back home around 4 PM. I went straight to mom's room to meet her and inform her that I was home if she needed me. She was sitting on her bed watching the TV. I saw the look on her face and was immediately reminded of the problem that she and dad were facing. That made me sad. So in the spur of the moment, I decided to do something special for her just to cheer her up. I asked her if she would like to go out and have dinner with me that night. I didn't have any plans and would like to do something special with her that evening. She joked that she didn't want to spoil my birthday. She told me that it was my 18th birthday and that I should do something really special that night. I told her that I had something special in mind. I asked her that as dad was working late that night and wouldn't probably be home that night she should come out with me and we could have a night out on the town. She said she appreciate the idea and understood what I was trying to do for her but said that she would probably bore me with all her mom talk. I didn't want to lose this one and really wanted to do something special for her. So, I thought of a great idea. I asked her to come out with me that night but not as my mom but as my date for the night. We would be like two people on a date and would behave with each other in that way. No mother-son stuff. She started laughing on hearing that thinking that I was joking. But when I didn't join her laugh, she saw the look on my face which told her that I was serious and that I really wanted to do that for her to make her happy. She finally said yes. I left her room telling her to be ready at 8 PM and dress like a date and not like a mom. CHAPTER 4 I am just a regular guy with a macho type of attitude. I don't take hours to dress up. But today was an exception. After all, it was my 18th birthday and I was going out on a date with my mother. I took a bath, shaved my face, trimmed my nails, powdered myself up pretty nicely, applied all sorts of creams and lotions and put on one my favorite pair of blue faded Levis jeans and put on a nice Lee Cooper shirt which I had received as a gift from my cousin earlier in the day. I knocked on my mom's door as precisely 7:55 PM. She opened the door and I was stunned by what I saw. She was wearing a beautiful Ritu Kumar designed short kurti that I had gifted her on her birthday a couple of months ago. She had put on a pair of tight jeans that I guessed must have been new as I had never seen her wear it earlier. She had let her silky hair remain free and had put on some make up. She was 39 at the time but she looked someone in her early 30s at the most. She had put on the Chanel 5 fragrance that my dad had got her from Paris a year ago and was sporting a Louis Vuitton bag. She was simply looking stunning. I told mom that she was looking like a babe and I had to admit that I had never seen her looking like that in my life. She said she was going on a date like this for the first time since she got married to dad and that she wanted to make the experience special for the both of us. I thanked her. She told me not to address her as my 'mom' for the evening as she was my date and in the spirit of things she wanted me to call her 'babe'. I agreed. We went out to the newly opened Marriot hotel near S.G. Highway where I had already booked a romantic table for two earlier. The atmosphere there was amazing. People looked at us in amazement as they saw our considerable age difference and the way we were 'handling' each other as dates. One rarely sees this kind of age disparate relationships in a conservative city like Ahmedabad. We had a great five course meal followed by a very lustful chocolate pastry. Mom and I talked about all sorts of things ranging from my school and college life to her experiences in her school and college, the crushes we had on people, the latest celebrity scandals and hookups and all the other sorts of things that a couple my age would talk about. I was impressed by the knowledge she possessed about all the things that were 'hip' and 'cool' with my generation. I expected the evening to make her feel happy but she was more than happy. She was ecstatic. She even jokingly told me that she was feeling attracted to me just like a horny teenager. I blushed and laughed it off. After the meal was over, we got out of the hotel and I took my mom on a long drive on the highway adjoining the hotel. We continued talking about all sorts of stuff. Mom even asked me about my sex life. I blushed and told her that she was my mom and I couldn't talk about stuff like that to her. She immediately reminded me that I wasn't his mother but his date and thus she had a right to ask me. I relented and told her that I honestly didn't have a sex life aside from masturbating regularly. She smiled a sly grin and asked me if I would like to have that first experience. I said that I obviously wanted to but I was too shy to get a girl friend. Then out of the blue, she asked me if I wanted to have sex with her. I was shocked! I never expected my mother to say anything like that to me in my life. I got angry and shouted at her. I asked her how she dare ask me something like that. She was my mother after all. She held her cool and gently reminded me that she wasn't my mother for the evening but was my date. I could do anything I wanted to do with her. I got angrier and started shouting even more loudly in the car. She still held her cool and told me that I was a virgin who wanted to be introduced to the world of sex. Who better to introduce me to it than my own mother? If I went out fucking prostitutes the I risked getting some STD or if I fucked girls my age then I wouldn't get to learn the things I needed to learn in order to lead a good and healthy sex life in the future. She added that she too needed to 'get some' after more than 6 months of a sexual drought in her life. She tried to reason that we would help each other out mutually. I was still not convinced. I told her that it was wrong for mother and son to indulge in sex as it was wrong. She countered and asked me whether helping his mother out to satisfy a basic necessity in her life was wrong. I had no answer. I kept quiet for a while as my car approached our home. My mind was turning upside down. The urge to have sex was too great and the urge to help my mother out was even greater in my mind. So I finally told her that I would do it. She became so happy she hugged me tightly as I got out of the car after parking it in our house's compound. CHAPTER 5 We immediately rushed to my parents' room and started stripping our clothes in front of each other. Needless to say, I already had a raging hard on in my pants by then. I was the first strip to naked. My 7 inch cock was standing to attention like a missile ready to fire. My mom stripped to her bra and panties and stopped stripping after that. She took a very un-motherly look at my well chiseled body and my upright cock and smiled a wicked smile. She told me to lie down on the bed. I did as I was told. She immediately jumped on to the bed like a crazed vixen and took my throbbing member in her hands and in a split second my cock disappeared into my mother's mouth. The feeling of my mother's tongue licking the tip of my dick was amazing. I almost cummed right there but mom realized what I was sensing and slowed down her oral onslaught on my cock. She kept licking it from top to bottom just like she was licking a mango dolly. She kept licking my cock for a good 10 minutes. After that she started licking my balls. I have a habit of shaving my pubic area regularly as it gets really hot in Ahmedabad most of the times. This habit paid off as the feeling of my mom performing oral sex on me was enhanced. She kept on licking my cock hungrily for almost half an hour. I was surprised that she could handle my tool so expertly for such a long time that I didn't cum. I had heard that most guys cum very quickly when they get blow jobs. Finally, I came with a huge gushing load when my mom had deep throated me. All my load shot directly at the back of her neck. To my surprise, she swallowed all of it! My dick went soft after that. My mom told me that it will get back to "its feet" in no time. In the meantime she ordered me to perform oral sex on her. I quickly got down to her pubic area and removed her panties. She took her bra off. I was standing on my knees at her feet and saw the majesty of her naked beauty for the first time in my life. I was speechless and madly turned on by the sight of my naked mother. I started licking her pubic area. I stimulated the clitoris and gently pounced on her pink pussy lips. Her clitoris started getting a little stiffer due to the stimulation. Mom was already playing with her tits by the time and was moaning loudly. She was so stimulated that she started yelling to me and ordered me to fuck her right then. My dick was erect again by then. I got on top of her on the bed as she slowly guided my dick into her vagina. The feeling of losing your virginity and that too to your mother on your 18th birthday cannot be described in words. The warmth of the interiors of her pussy enveloped me and made me shudder with passion. Her arms and legs were wrapped around my back as I gently thrusted my cock in and out of her pussy in a passionate rhythm. Our screams and moans of pleasure sprayed around the room and turned us on even more. I didn't want to thrust in and out of her too quickly as I wanted to elongate the pleasure and make her cum with me. I continued thrusting in and out of her for another five minutes until finally my mom screamed with ecstasy that her orgasm was approaching. Her vaginal walls began to contract and started to get tighter and tighter around my dick until I couldn't hold on any longer. My mother and I cummed together as she felt a surge of contractions pass through her body like an electric bolt and I felt my young seed fill the caverns of my mother's sex. My cock retracted after losing its sheen and I pulled it out of her pussy to lay side by side with her. We were both panting heavily. We held each other's hands and kissed each other a long passionate kiss which involved our tongues. We made out not as fuck buddies but as passionate lovers. We both fell asleep in each other's arms that night knowing in our heart of hearts that our relationship as mother and son had evolved into something even more pure and beautiful. We were now lovers. The End. Please send your feedback to this story. Your suggestions/criticisms/opinions will help me become a better writer. If you have any new story arcs or themes in mind like incest, group sex etc. then do send me an email. First Time, with Mom It was yet another discussion I had with my mother on the constant source of my youthful distress. Young women, that is, and their apparent lack of affection for me. "That Jenna seemed like a nice girl, didn't she" mom started. I knew what she was doing, she wanted to see me with a girlfriend as much as I did. But how could I explain it to her that once again it was not my opinion which had lead to Jenna choosing the dashing football player instead. "Ah- we, kind of broke up. Again. I mean she dumped me, that is" I spoke, irritated. "Hmm, and you two seemed to be doing so nicely. Well, don't distress, it's another experience which you'll remember and it will be helpful the next time". I turned away. "Experience, yeah... I've never, um, you know, like, been with a girl, mom" "Well, that isn't the only kind of experience I meant. Oh, that's nothing to be ashamed of, honey. Lots of girls respect that in a man. Many wait until they are married, even." "Yeah, but, but..." "You'd want to do it, you're trying to say, pumpkin?" "Yeah" I said, imagining the nude nubile form of Jenna in my mind. Entirely fictional, of course, how would I have ever seen her naked? "Now?" "Sure, but..." Duh, any time. But with who? Mom touched my cheek and gently turned my head so I looked into her big brown eyes. "No, I mean really, right now." My eyes widened, and I stuttered: "Uh, um," as I felt the softness of breasts against me, "but, I mean, er, how can I... I mean, eh, you're my mom". "Well certainly," she smiled, "the same way as with any girl". "But, ehm, what I mean, it's, er, not quite..." Mom had kind of a pretty face, actually, though, which was causing my thoughts to wander. I mean, if you were allowed to think like that about your own mother. But she certainly seemed to be allowing it right now, which was pretty confusing, although not nearly as bad as I would have thought such an idea should perhaps have seemed. "Oh, I'm no girl," mom said, "But I am a woman," she took my hand, "And sure I'm your mother," she took my hand and pressed it against her breast. "But I'm here. Right now. If that is good enough..." "I..." I started, biting my lip, as mom was staring me in the eyes. She was moving my hand, so I felt the soft heaviness of her breast, and saw the promise in her warm eyes. Nervously I swallowed and whispered: "Yes". Mom didn't say anything, but I felt her lips touch me. She first kissed me rather reservedly on the lips, although a normal motherly peck on the cheek it was not. When I finally found the courage to start responding to this, mom brought her tongue into play as well, and started opening my shirt. Mom undressed both me and herself down to our underwear. She was still very slender for her age, but her hips and breasts definitely had a more full and rounded, motherly, figure than the young women I was used to drooling after. This did strangely catch my attenetion more than I thought it had any right to. Tousling my hair she sat on my lap, long legs on each side, and gave me a kiss on the lips. It was difficult to be this close, not being used to it. Mom was reaching towards her bra, and this made me really nervous, which she of course noticed, and said: "Don't worry, honey. Nothing here you haven't already seen." Smiling, my mother reached behind her back and unlatched her bra. Her breasts were very different from the girls I lusted after (not that I'd seen them naked), as they bouncily fell away from the lacy fabric. They were large and heavy, hanging low and sagging, with large aureolas and nipples; they certainly held my attention very well despite this. Mom took my hand and pressed it on the left one; it was soft and... nice. "Go on, get a good feel of them" she said, her hand on my shoulder. I did, pushing their large soft forms together, held them from underneath, feeling my mother's breasts' weight and shape. "Touch the nipples, try to make them react to your fingers, like this" she said, and showed how it grew all perky when she rubbed with her fingers, and I tried it too. I noticed I was getting hard, and tried to not let mom notice it. Mom of course noticed it. "Oh, don't worry, it's completely natural." she smiled, and kissed me again, this time pressing her breasts tightly against me. "I can ride you on top if you want to," she said nonchalantly, "But I think it might be better if you did it yourself, so you'll get used to it, or what do you think," she asked with a questioning look. "I... ah – um -er – all right," I blurted. "Good boy," mom smiled and got up. I watched and sweated cold as my mother slid her fingers under the waistline of her panties started slowly taking them off, my gaze nervously alternated from her face and the adorable view that was being revealed. "It's so pretty," I sighed instinctively at the sight of the cute brown fuzz between my mother's thighs. Mom smiled and took my hand, and saying: "Come on," lead me to bed. Mom laid on the bed, her auburn curls spreading on the pillow. Her legs were modestly turned to the side at first, and she asked with a caring look in her eyes: "Ready?". "Um- I think..." I said, and mom opened her legs wide, and I bit my lip. There it was. My own mother's pussy. It's not something you think you'd see, but it was... beautiful, and I wanted so much right now to know how it felt. Mom could sense this, and said with an encouraging smile: "Do it now, sweetie pie, will you?" she whispered. The fuzzy hairs tickled a bit, and then I slowly slid into the vagina. "All the way, baby" mom said, touching my arm. I moved my hips, and it wasn't hard at all; at least not with mom. "It's so warm," I sighed as I finally felt my balls touch mom, and my whole length was in her. I could feel every little movement mom made, familiar from the time I was born, and noticed I had instinctively started thrusting my hips along with these movements I knew so well. It was easy, exactly because of that; I knew that with a girl in this situation I would have been scared out of my wits, with mom it was all just natural instincts and feelings. Mom instructed and guided me with her experience and maternal instinct, softly whispering along the lines of: "Deep and hard, yes, just like that. Long thrusts, all the way. You can go faster, but take it easy, don't rush it; we have all the time in the world. Just follow the rhythm of my hips, pumpkin. Yes, yes". The way mom's hips moved taught me all about the magic that was love, and I learned easily and well, following their motions. "Hmm-h. Yes. Like that. Good" mom commented, as natural instincts totally took over. Mom's large breasts were so soft and heavy they didn't stay still under the force of my thrusts, and the motion was captivating to me as I repeatedly drove myself towards heaven. I lasted surprisingly long, thanks again to mom's help, but finally the ache in my balls became unbearable and I moaned: "H-here it comes, mom, just for you," and then it happened; my first time. My entire body bucked, concentrating on my hips, driving them forward hard, and I whimpered from the immense feeling of the rush as I fired my warmth back into my mother's womb with such a force it made her thighs twitch. "Nnh! Mom! A-anh!" I groaned as I tightly held onto my mother's hips and, instinctively timing the thrusts with the rhythm of my ejaculations as was natural, repeatedly rammed into her so hard her heavy breasts bounced. Mom breathed in deep sighs and her hips moved in mysterious ways which felt like wonderful tightening and shuddering ripples around me as I sent all my love and affection into her in copious bursts. "That's it, darling. Good. Good" mom whispered to me as I finished with a hard, desperate thrust that sent the last remnants of my sperm as deep as possible, and then slowly pulled out. I cuddled against her soft breasts, with my thoughts and gaze still lingering on the beauty between her legs. She took my hand and laid it on her belly, against her womb now containing a warm memory of me. "It wasn't so bad after all even with just mom, or was it?" she asked, smiling. "I-" I started, biting my lip sheepishly, "It was wonderful, mom". "That's good. You'll have many long years to spend with pretty girls, don't worry if it doesn't happen right away". "Yes, mom, I can see that now. Thank you so much". "I have a little more advice if you care," she said. I believed it to be worthwhile after my recent experience, and agreed. Mom turned and pulled me with her, onto my back and kissed me. I felt her hand touch my balls, gently. She held them with motherly care, fondling with her fingers in a skillful fashion which caused a new tingling warmth come rushing to my testicles to replace what I had ejaculated earlier. "Blowjobs are a good measure of a girl's character, you know, so it's a good idea to try to get her give you one, when you find a girlfriend. If she constantly keeps refusing, or doesn't swallow, you might start having thoughts on how much in love she is with you despite what she might tell you" mom explained. "Oh, I see" I answered with deep interest, as mom's soft wet lips started a track of little kisses that were constantly going lower towards the obvious destination. "You'll need something as a comparison" she stopped to whisper, "Of course, mother's love isn't really the same thing as romantic interest, as I'm sure you know". "Uh-huh" I bit my lip. "But just relax and don't worry, and we'll see where we can get with that" mom said, and bent down to warmly kiss my balls. I sighed and laid back, closing my eyes as her tongue started working on them. After a while I could feel her lips and tongue started moving upwards on the shaft, I was completely hard again, unsurprisingly. Her hand took a deliberately firm but loving hold of the hardness, retracting the foreskin, and I felt mom's lips touch the tip for a second as she shifted into a better position, and then they slipped around the shaft and slid down. Mom worked slowly and carefully, her head bobbing first with little motions, and little by little increasing the tempo and depth of her suction, as well as the movement of her tongue and hands. I reached to brush mom's curls off her face, and looked her in the eyes and she slowed down again, as it wasn't the time so soon. Her large dark eyes carefully studied the depths of my soul, my feelings and expressions, and what she saw in them made her lips tighten their hold again and soon her head was in bouncing motion again, her tongue fluttering with each downward movement. After several preparative goes like this, mom's gentle maternal instinct and the way I groaned and twisted under the movements of her mouth told her when the right time had arrived, and she quickly started stroking and sucking hard and fast, in a steady, constant rhythm which I knew wasn't going to stop until I had given everything. "Oh mom!" I screamed as I came so hard mom's cheeks bulged and even her eyes widened in sudden surprise of the amount and force of my ejacualtion. She couldn't help swallowing immediately, though, as it was after all her own child's warm sperm and she knew what a precious gift that was. Mom made a little whimpering sound every time I squirted in her mouth and she gulped wetly, showing how much she appreciated everything I was giving her. She fondled and caressed my balls, wanting to suck them dry, and I let her do so, gently caressing her curly hair and softly gasping: "Here. You. Are. Mom..." through spasming ecstacy as she caught full mouthfuls one after the other. Afterwards mom covered my balls in kisses, and, still seemingly surprised by the amount of sperm I had shot, and spoke in warm with warm compassion and admiration: "Well, there's no doubt of your love for your mother after that". "Thank you, mom" I said and smiled, and hugged her. Mom let me suckle on her nipple until my breathing and heartbeat calmed and I fell asleep in her arms, instinctively pressing against her soft breasts. "Sweet dreams, little darling," she whispered. First Time with Mom Hello everyone. The last story I submitted was actually the first time I wrote to Literotica. The story was about my first encounter with my sister Holly. I called that story "First time with sis". I have had so many other encounters with my sister since then and to the present day (2013) still enjoying our secret as often as we can. I will be writing and posting some of them to Literotica later on. As I mentioned in the other story, I did also have encounters with my mom and neither of them knew or know today. My mom and I stopped fooling around in 2004 when she turned 65 and I was 35. For now I want to share the first encounter I had with my mom. I would just like to mention this; I am not a professional book or short story writer/author nor am I an English major. I'm just a guy who's writing and submitting his personal experiences to Literotica for the readers with particular interests and fantasies in this type of reading. If you are looking for professionally written stories or feel the need to comment like a publisher, then my stories aren't for you. All people in this story are of legal age. First time with mom I had just come home from work. I walked into the kitchen to grab me a soda and something to quickly munch on. I noticed my mom outside in the backyard by the pool tending to her flower boxes that surround the pool. I ate my snack, grabbed my soda and went out to see my mom. She was on her knees leaned over one of the flower boxes. She looked nice out there. Since my sister Holly got married two months ago and moved out to her new place with her husband, I started taking notice of my mom, stealing peaks, accidently rubbing up on her but, stuff like that. Mom was still pretty. She was not one who went to the gym or anything like that; actually not many women did in 1987. At 48 my mom did have a little bit of a tummy and her ass and breasts had a little bit of sag to them, but in a sexy older woman sort of way. I walked up in front of her and said "Hi mom, I'm home" She straightened out her back and looked up at me and said "How was your day?" but as she did that I could see right down her loose blouse. Her tits were bare. I got a good look at her breasts and her nipples. Distracted by the sight of her tits, it took me a few seconds to come back down to earth and then I replied "Fine thanks... It was long and tiring actually. I think I am going to go and lie down for a bit." "Ok, but I will need you to light the barbeque for me before your father gets home so I can start cooking. I am cooking a loin and need it on there an hour before he gets home which will be around six like usual. So that gives you about two hour's mister." She said "That's fine mom. Just yell up to me when you want me to come down and light this sucker." I said as I tapped on the barbeque walking back to the house. As I was going up the stairs I couldn't help think about my mom's breasts. I mean I have seen her in her panties and bra before walking in and out of her closet or on suite bath, but I never had that buzzing feeling as I did this time. As I walked by my parent's bedroom on my way to the stairs that lead to my bedroom, I caught a glimpse a bra and a pair of panties on the bed along with my mom's clothes she must have worn that day to work. I sneaked in to see if I saw correctly and I did. SHIT I just realized that she was probably not wearing panties either while I was talking to her. I can't even remember what she was wearing except for her loose blouse I kept staring down into. I went up to my room and got undressed. I hopped onto my bed and started thinking of my mom in ways I had never before. I must have dozed of after a few minutes. Something woke me up; I don't know what it was. I realized I was naked and had not covered myself with the sheets. Besides who cares, since my sister left the house no one really comes up to this level anyway. A little reminder, up here there's my room, my sister's old room, the washroom and T.V. room my sis and I shared. Anyways, I started thinking about my sister and the sex we had four days ago at her place while her hubby was on an overnight for work. Then I was thinking back at some of the quick fucks my sister and I sneaked when she was still living at home. I was rock hard and started stroking away while day dreaming. Then out of the blue my thoughts turned to my mom and the image of her tits while I was stroking my cock. I was feeling guilty but excited. Then I started thinking how she might not have been wearing panties and what her pussy looked like, was it trimmed or not. I started fantasizing that my mom was showing me her pussy and tits outside at the flower box and then my thought switched to me fucking my mom by the flower box. I started to moan and closed my eyes to try and get a better image of my new found fantasy, my mom. While I was slowly rubbing my dick up and down I starting to whisper dirty talk as if saying it to my mom "oh mom... mom, it feels so good, I love the way you feel, your so wet, I love..." I froze when I looked towards my door and my mom was standing there staring at me with a puzzled look. She walked in, stopped and stood not five feet from me. She looked at my waist and back at my face. I then realized that when I froze, I had not let go of my still hard cock. That's what she must have looked at. "Wow, that sounded sincere" my mom said softly. "I came up to wake you and figured I would straighten up your mess in the bathroom first and give you a few more minutes before getting you up, but I see and HEARD that you're already up!" my mom said with a smile. "I'm soooo sorry mom." I said while pulling the sheets over me. "What was all that about, I mean the whispering I heard? That's what got my attention." She said Oh God... You heard me? I asked with full embarrassment. "YES... and tell me what is it you love? From what I gather, I have a pretty good idea, but I want to hear it from you" She said with a devilish smile. I looked at her in shock and said "Aw, come on mom. Can't you already see how bad I feel? I'm sorry, it won't happen again.