28 comments/ 443317 views/ 107 favorites Steven & His Mom at the Pool By: EnCarta All the characters depicted in this story are 18 or over. Steven's mom Andrea, his aunt Tracey and their friend Lillian had been out in the backyard for a couple of hours, sitting around the pool and drinking martinis. They were all quite flushed and the conversation and the laughter had been getting raunchier and louder as the afternoon progressed. The women were in and out of the pool and there was lots of curvaceous flesh jiggling and swim suit adjusting going on, all of which was very distracting for Andrea's son. Steven had been cutting the grass but he had also been sneaking peaks at the scantily clad older women as he marched back and forth across the yard. The three ladies were all in their late thirties and in very good shape. They all hung out at the same health club where they exercised daily. His aunt Tracey and his mom were both striking blondes with hour glass figures. His mom, Andrea was wearing a white bikini that struggled to contain her voluptuous curves. Tracey was wearing tight shorts and a largely unbuttoned shirt that was tied off at her bared waist. Their friend Lillian was a couple of years older. She was a striking red-head and was wearing a shear yellow wrap over a black one piece swim suit. The suit was just a few strips of satin that criss-crossed over her melon sized breasts and through her crotch, barely covering her most intriguing parts. Steven, being a typical eighteen year old, was having a hard time keeping his eyes off the women fooling around. He was fascinated by all that barely covered female anatomy and he had an aching hard-on to prove it. It was hot and he was wearing a pair of baggy track shorts that fortunately hid his embarrassing condition. But his attention wasn't going unnoticed. There were a number of smiling glances directed his way followed by whispered remarks then gales of laughter. Steven wasn't sure that they were talking about him but he was uncomfortable at the thought that they might be. He tried to stop staring as he walked behind the stand-up bar at the far end of the pool. There was a fridge there and Steven got himself a Pepsi. As he stood next to the fridge he saw Lillian say something to his mom. Then she got up and headed towards him. She walked like a model, confidently striding with one foot in front of the other until she reached him. She sat down at the bar, pulled off her thin wrap and let it fall across the back of the stool behind her. She leaned a little bit towards Steven and smiled as his eyes were drawn to the beckoning cleavage between her creamy breasts. She shifted in her chair to make her generous boobs ripple and was rewarded by a stifled gasp from her friend's staring son. Steven stood there like a deer caught in the headlights, his eyes riveted to Lillian's chest. "See something you like?..." she asked the boy casually. "I!...Ahhhh!...I'm sorry Mrs. Anderson!..." Steven stammered, turning a scarlet red as he yanked his eyes up to see the red head watching him with an amused expression. "Don't apologize Steven! I'll take that as a compliment. Would you get me a diet Coke please!..." Steven immediately turned to the bar fridge to get Mrs. Anderson her drink. He rummaged around for a few moments and said without looking... "We don't seem to have any!..." The next thing he knew he was enveloped in a cloud of Mrs. Anderson's exotic perfume as she came up behind him. He caught his breath as she pressed against him from behind. She reached around his waist and into the fridge to try and find her drink. As she did so she leaned heavily into Steven, making sure to thrust her conical breasts into his back. "There were a couple in here earlier!...They must be here somewhere!..." she murmured in his ear as she squirmed against him under the pretext of trying to find her drink. "Ohhh!...I!...I didn't see any!..." Steven whispered as the press of Mrs. Anderson's generous curves aroused him. He slowly stood up straight to ease the pressure on his cock as his mother's friend writhed against him. Lillian was enjoying teasing her friend's son. He had a wonderfully athletic young body and Lillian purred happily as she ground herself against him. She closed the door of the fridge, turned slightly and nudged Steven towards the bar. She was directly behind him as he faced the two other women at the other end of the pool. Lillian placed one hand on his shoulder as she brought her other hand around his waist from behind. "Wait a minute!.." she said as she casually slid her palm across the front of his shorts. She smiled as she felt Steven suck in his breath. "I think I've found something!..." she said, pressing her palm warmly over Steven's growing erection. "Ohhhhh....Ahhhhh!...Mrs. Anderson!..." the red faced young man gasped, too embarrassed to even turn around and look at the woman who was groping him so outrageously. "Ohhh!...Ahhh!...Steven!..." Lillian teased, mimicking her friend's son as she slid her hand up and down over the length of his rapidly stiffening tool. "Mmmm!...That's not a can of diet Coke in your pocket is it honey?..." the sultry red-head asked as she fondled him through his baggy shorts. "Whattt?...Ohhh my God!..." Steven moaned again as his mother's friend kneaded his tumescent flesh. He bent over a little at the waist, shyly trying to evade Mrs. Anderson's provocative touch. But the wanton older woman just reached in further and closed her hand on his responsive cock through his shorts. "Ohhhh!..." was Steven's immediate strangled response. "That's quite a hard-on you've got there young man!... What could have gotten you so excited?... It's not little old me is it?..." Lillian asked. "Can I ask you a question honey?...Your mother thinks you've been going through her underthings... you know... her bras and her panties!...That would only be natural at your age!...Have you been browsing through your mother's underwear Steven?..." Steven groaned miserably and flushed a brilliant crimson at Mrs. Anderson's question. He had in fact just a few days ago taken a pair of his mother's panties, which he had hidden in his closet after he had used them to masturbate. He couldn't believe that his mother might have noticed they were missing and told her friend about it. Lillian noticed his embarrassed reaction to her question and smiled as she slipped her hand up through the loose leg opening of Steven's shorts and clasped his throbbing erection in her hand. "Noooo!...I didn'ttt!....Unnnnnnn!....Unnnnnn!..." the young man whimpered in embarrassed excitement. "I'll bet you've been jacking off with your mother's panties haven't you Steven?...The little black ones with the lace trim!...You have, haven't you?...What a naughty boy!...My panties are in the change room...Should I go get them?..." Lillian teased, her shoulder flexing rhythmically as she worked Steven over with practiced skill. "Unnnn!....Unnn!...Ohhhh!...Please!... Mrs. Anderson!...You're going to make me come if you keep doing that!....Ahhhh!...I don't think I can hold it!..." Steven cried, not knowing what his mother's friend's response would be if he came in her hand. But he still couldn't help himself from thrusting himself in and out of her rhythmically shuttling palm! "Are you going to come so quickly dear!...I think that's sweet!...You're close aren't you baby?...Very close!...Ummm Hmmm!...And that's good because here comes your aunt!..." "What!...Oh Nooo!..." Steven's gasped, his head snapping up. He was aghast to see his aunt Tracey talking over her shoulder to his mother as she walked towards the bar. Mrs. Anderson began to jack him in short hard strokes and whispered in his ear in time with her lurid masturbation...."Come baby!...Come on!... Pretend I'm your mother!...You know you'd love it if she'd jerk you off like this!....Shoot it baby!...Come for mommy!... Ummm Hmmm!...Let it go!...Unn Hnnn!...Come on!... Give it to me!... Give it to me now!...." Lillian urged as Steven rested his knuckles on the bar and moaned. His thighs trembled with tension as he strained upwards from his toes, hunching frantically into Mrs. Anderson's irresistibly coaxing palm. "Hello you two!...What are you doing?..." Steven's aunt asked as she sat down at the bar. Lillian smiled at her friend over Brian's shoulder. "What does it look like we're doing?..." she asked with a lewd wink and a significant nod down towards Steven's groin. Tracey looked down, her eyes widening in shocked surprise as she saw her friend's hand flailing away under Steven's shorts. Steven was mortified that his sexy aunt had discovered him in such an embarrassing situation. Some of the stiffness did in fact go out of his boner, but still he reflexively hunched in and out of Mrs. Anderson's lewdly masturbating hand. "My Goddd!...Lillian!...How could you?..." Tracey cried as she watched her friend jerking her nephew off. Steven didn't even notice his aunt's growing smile as she watched the swollen knob of his cock jabbing frenziedly at the front of his tented shorts. "Ohhh!...Aunt Tracey!...It's nott!...Ohhh!...Unnn!....Aggghhh!..." Steven gasped. "Well dear!...First, you take his cock in your hand... then, you make a fist and squeeze it and jiggle it...then, when he's really hard, you stroke him up and down!... Lillian teased. "Unnnn!...Unnn!...Oh my Goddd!...Please!..." Steven pleaded, writhing in embarrassment in front of his aunt. But Mrs. Anderson ignored his distress. She just kept stroking him under his shorts, making his pre-come stream from his gaping pee slit as she brought him to the brink of orgasm. "Pretty soon he'll get really big and the come will start to leak out and everything will start to get all slippery and messy!...Then you can either go really, really fast, like this!..." Lillian demonstrated, leaning around Steven and racing her hand up and down his furiously engorged cock. "Ngaaaa!...Waittt!...Ohhhhh!...Ohhhh!...Ahhhhh..." the cringing youth cried, rising up on his toes as his excitement overwhelmed him. His testicles lurched, then spasmed and a searing stream of come jetted from his cock. "Yeahhhh!...That usually works!..." Lillian murmured with a smug smile at Tracey as Steven began to come. "Unnn!....Unnnn!...Unnnnn!..." Steven grunted as the wanton red head jacked him off with urgent strokes. Lillian pressed hotly against the panting youth, enjoying the way he shuddered with every fiery spurt of sperm she extracted with her deftly coaxing hand. A huge dark stain of come was spreading over the front of Steven's shorts as Lillian skillfully masturbated him. "Or you can do short, hard strokes!...Like this!..." she demonstrated, changing her hand movements. Now she stroked Steven forcefully, deliberately in time with his wrenching orgasm. "Oohhh!....Ohhh!...Naaaaa!..." Steven whimpered as the older woman deftly worked him over, forcing him through a long, devastating ejaculation. "That's good for getting all that juicy come out, isn't it Steven?..." Mrs. Anderson taunted. "Unnn Hnnn!...Yesss!...Goddd!..." Steven whimpered as his cock began to loose some of its extreme rigidity and his scalding flow of juice slowed to a trickle. "Either way you can make him come pretty easily once you get him excited enough!...I thought you knew how to do this stuff Tracey!...The boys all love it!...There!...Did I get it all sweetie?..." the red head whispered into the trembling youth's ear. She pulled Steven's shorts down, casually exposing his come slathered genitals to his enthralled aunt. Lillian stopped her juicy masturbation and began to cruise the pad of her thumb back and forth over Steven's super sensitive knob. "Unnnn!....Unnnn!...Godddd!...Yesss!.." he gasped, shuddering as Mrs. Anderson's expert fondling enticed the last drops of sperm from his groin. His erection quickly began to dwindle in front of his aunt's smoldering gaze "I know how to do it Lillian!..." Tracey said, her voice dripping with sarcasm. "I just can't believe you've masturbated my nephew right in front of me!..." Steven's aunt said with an amazed yet calculating gleam in her eye. "I certainly can't imagine what his mother is going to say when she hears about this!..." "Whaaatttt?..." Steven cried in disbelief. "You're not going to tell her!" he moaned as Lillian smeared his come around his groin. "Why of course dear!...She's your mother!...I'm sure she'll be very concerned!..." Tracey answered, staring in fascination at the vast quantity of greasy sperm that her friend was rubbing over Steven's stomach. Then Tracey got up and walked back to her sister. Lillian leaned close to Steven's ear and whispered..."Oh Oh!...It looks like someone's going to be in a lot of trouble now!...". Then she too left him and walked back around the pool to join her friends. Steven looked on in dismay as the three women spoke quietly together. His mother glanced over at him sharply and her eyes burned into his. After listening to her sister and her friend for a moment longer, Andrea abruptly stood up and pointed a long, accusing finger at her son. She crooked her finger at him to follow her and she headed into the house. Steven hastily pulled up his shorts, wrapped a towel around his waist and plodded from the pool house. He hurried past the wickedly smiling Lillian and Tracey without looking at them, his face burning with embarrassment. In the house he just glimpsed his mother striding up the stairs in her high heels and he dutifully followed her into her bedroom. Andrea closed the door loudly behind him then swung around to face her cringing son. Her generous breasts were heaving under the miniscule bikini top as she glared at Steven. He backed away from his seething mother, terrified of what she was going to say. Andrea put her fists on her hips as she stormed... "Your aunt has been telling me an unbelievable story about you and my friend Lillian, young man!...Would you care to give me your version?..." "Mom!...I didn't mean for anything to happen!...Nothing did happen!...Mrs. Anderson just!...she!...she!..." "Oh of course!...I get it!...You didn't do anything!...It was all Lillian!...She just had her way with you, is that it?...You were an innocent victim!...And really nothing happened anyway!...Is that it young man?...' "Yeah!...Really!...It was just like that mom!...Please don't be mad at me!... "Oh I'm not mad Steven! ...I just want to get to the bottom of this! ...Now drop that towel!..." Steven looked at his mother with a pleading, pitiful look. But he could see that she wasn't convinced with his explanation and he didn't want to make her even more angry than she already was. Nervously he let his towel drop to the floor. Andrea stared in amazement at the stained and sodden shorts that hung from her son's waist. Her eyes flashed angrily into Steven's. "Oh I can see nothing happened alright!...Now drop those shorts!.." "But mom!...There's no point in me taking off my shorts!...You can see what happened!.. I'm sorry!...But it wasn't all my fault!..." "I'm not interested in your excuses!...Take off your shorts!..." Steven shifted around uncomfortably for a moment then reluctantly stripped off his shorts. Andrea sucked in her breath as her son exposed his come smeared genitals to her. His prick, even though limp, was huge and beautifully sculpted. There were pearly tracks of sperm smeared everywhere over his groin. And his cock was wonderfully crimson and distended after Lillian's lurid hand job. Andrea's hand reflexively drifted up to one of her breasts, which she idly began to press as she studied her son's handsome genitals. Steven hands came around in front of him as he tried to shield his exposed flesh from his mother. "Put you hands behind your back!...Do as I say!...That's better!...Now Lillian told me that you've been masturbating with my panties!...Is that true Steven?..." Andrea questioned without taking her eyes from her son's naked groin. Steven was incredibly uncomfortable with his mother staring at his bared cock. But he was also mesmerized by the way she was unconsciously fondling herself. Her hand was cupped under one of her amazing breasts and she was squeezing it and lifting it, her fingers gradually sinking deeper and deeper into that creamy flesh through her bikini. Steven sucked in his breath as he felt the stirrings of arousal growing again in his groin. "Oh no!..." he thought..."Not now!...Oh please God!...Pleaseee!...Not now!..." To his mother he said..."I did it once...but...but...I won't do it again!...I promise!..." Andrea couldn't tear her eyes away from her son's exposed cock. She was sure she'd just seen it give a little twitch. My God! How big was he when he was hard? It had been quite a while since she'd been with a young man. She trembled with excitement as she imagined her son's big cock growing rigid against the thrust of her loins. "Did you use my clean panties?...Or the ones from the laundry?..." Andrea asked quietly. Her eyes became hooded as she pictured taking his tool in her hand, feeling those knotted veins bulge under her pressing fingers. The fact that she was his mother only heightened her growing arousal. She could imagine his rigid flesh stretching and filling her slowly, deliciously as she worked that rugged shaft deep into her needy hole. Her hand closed so hard on her breast that she popped it out from under her tiny bikini top. "I used the dirty ones!...Oh myyyy!...Mommm!..." Steven gasped "Ummm Hmmm!...." Andrea hissed, as her fingers brushed her responsive nipple, sending a lightning bolt of excitement darting through her groin. She felt her own juices begin to trickle down into the crotch of her bikini panties. "You used the dirty ones did you young man?...Actually the ones I'm wearing are just about ready for the wash!...Maybe we should make sure they're really dirty first!...What do you think Steven?...Would you like to do that?..." Andrea purred, advancing on her petrified son. Steven backed away until he was up against the wall. Andrea followed him, lifting her succulent breast in the palm of her hand and offering it to her gaping son. Her eyes sparkled with amusement as Steven's cock started to grow erect and swing upright at his groin in response to her lewd teasing. "Mom!...Oh God!...You don't mean..!...We couldn't!...I couldn't!..." Steven moaned unconvincingly. He'd never really had any particular fantasies about his mother before, but he was having them now. This sexy blonde, who was his mother, was looking at him like he was lunch. Andrea's perfume was clouding his senses as she neared him. His heart began to pound with confused but undeniable sexual arousal. He watched as her nipple grew red and hard and jutted out temptingly from her swollen globe. He wanted to suck on it... badly. He reached out but Andrea whispered... "Put your hands behind you!...Don't move them unless I tell you to!...Now let's see what you do with your mother's panties!..." In her high heels Andrea was just as tall as Steven. She pulled her bikini top down so that her two generous melons were bared and thrusting urgently over the top of the twisted material. She stepped close to her gaping son and put her hands on his shoulders. She spread her legs apart and thrust her crotch into his. Her juicy slit spread under her panties and molded itself to Steven's turgid erection while her hard nipples brushed tantalizingly against his chest. Her face was very close to his and she smiled as her son sucked in his breath, his whole body stiffening in furious arousal. She rubbed her covered cunt up and down suggestively for a moment against his cock and then stopped. "Oh mom!...Mom!...Oh my God!..." Steven cried. He couldn't believe his voluptuous mother was teasing him like this. His naked erection was pounding eagerly against her lewdly tempting loins. He was so excited he couldn't stop himself from hunching back against the inviting press of her gently rounded mons. Steven & His Mom at the Pool "This was what I was afraid of!..." Andrea purred as she leaned in even closer. She let her legs spread a little further apart so that she could enjoy the excruciating friction of her son's hesitant dry fucking. "You have no self control, young man!...You're full of unhealthy, obscene feelings about your mother!...What am I going to do with you?..." Andrea questioned in a throaty murmur as her own juices began to stream into her thong panties as she twisted against her son's steely shaft. "Nooo!...No!...It's not true!..." Steven gasped, even as arousal soared and he frantically writhed against his mother's inviting pussy. "You mean I can trust you baby?...Because that's all a mother really wants!...To be able to trust her son!...To always be able to trust him!..." "Ohhhh!....Unnnn!...Yes mom!...Oh Godddd!...You can trust me!...Unnn!...I swear!..." Steven gasped. His cock was seething against the tantalizing press of his mother's cunt. This time she was going to be the one to make him come all over her panties. But Andrea had other plans for her unsuspecting son. "That's all I wanted to know!...That I can trust you!...No matter what!...Even when I do this!..." she panted, rising up on her toes. Andrea pulled her panties aside with one hand and then fisted his pulsing tool. Steven trembled with excitement as his mother bent one knee and raised it beside his hip. With her eyes burning into his, she steered his bulging knob to the entrance to her vagina and held it there. "Unnnn!...Mommm!...What are you doing?...You're not...!...We can'ttt!..." "Don't you want to fuck me baby?...Don't you want to stick your cock in me and fuck me?...Fuck your mother's cunt?...Don't you want to motherfuck me Steven?..." Andrea purred as she brushed Steven's ear with her moist lips. "Motherfuck me baby!...Come on!...Motherfuck me!..." Andrea chanted in a lurid whisper, pressing her son's hard-on into the center of her juicy slit. Steven was standing there, totally rigid, his eyes as wide as saucers as he stared back at his mother in disbelief. He couldn't believe the obscene invitation she was offering him. Even with his cock poised between her fluttering labia he couldn't imagine she would really let him do it. Andrea smiled at her son's obvious uncertainty. Without waiting for his answer, she put her hands back on Steven's shoulders and steadied herself on her tip toes. Then she relaxed her thighs and dropped down on him, sheathing the first three inches of his cock inside her. "Whatttt!....Naaaa!...Waitttt!...Momm!...Nooo!..." Steven gasped in confusion and excitement. He couldn't believe what was happening, that he was really inside his mothers' clinging vagina. Andrea pressed her lips close to Steven's ear and whispered huskily..."I trust you baby!...You won't come inside me, will you?...You can fuck me just a little but don't come inside me!...O.K.?...Just put it in a little sweetheart!...Ummm!...Just a little bit!.." she purred, rising up again on her toes and then dropping down and taking another inch of Steven's throbbing member. She smiled as his shaft ballooned to an enormous girth inside her, stretching her deliciously. She knew she'd have her feverish young son coming in no time and there was nothing he could do about it. "Ohh!...Ohhh!...Mom!...Don'ttt!...I can'tt!...I can'tttt!..." Steven yelped as he pressed the palms of his hands against the wall behind him and helplessly hunched up into his mother's juicy folds. Andrea remained on her toes, but with every little upwards thrust that Steven made she allowed herself to sink a little further down his shaft until she had three quarters of his massive tool filling her. "So good baby!...Ummmm!...You're fucking mommy so good!...Unnn Hnnnn!...That's it!...That's it!...Motherfuck me!...Unn Hnnn!...Go onnn!..." Andrea encouraged, impaling herself even further on her son's turgid erection and then getting both feet back under her. Biting her lip in concentration Andrea began to raise and lower her loins on Steven's glistening shaft. Up and down she posted her silky cunt on his tool in an incendiary fuck rhythm. When Steven felt his mother's molten pussy gliding up and down on him, he knew he couldn't hold it any longer! "Unnn!...Unnn!...Mommm!... Stoppp!!... Pleaseee!!... I'm!... Gonna!... Come!..." he gasped, scrabbling at his mother's hips as he tried to withdraw from her leeching vagina. "Wait baby!...Just another minute!...I'm so close!...Don't come yet, lover!...Don't come inside me!..." Andrea urged, her eyes smoldering into her son's as she clutched his shoulders and began to work her cunt up and down on him in an urgent, irresistible rhythm. "Unnnn!...Nooo!...Please!..." Steven moaned, trying to pull out as his mother milked his adolescent prick. But she had him off balance and pinned against the wall and he couldn't get away. "Don't come inside me!...You promised, my little motherfucker!...motherfucker!... mother fucker!..." Andrea whispered with a wanton smile, jamming her moist tongue deep into Steven's ear. At the same time she let one hand drift back behind her. She reached in under her ass and cupped her son's drum taut testicles in her palm. Closing her little hand on them she deliberately dragged the nail of her outstretched index finger across Steven's tender perineum. That was it for her gasping son! She felt his balls spasm in her hand as a huge stream of come gushed into her womb. Andrea's eyes went wide with delight when she felt the first rush of her son's seething sperm spurt into the mouth of her womb. "Ohhh myyy!...Steven!...You're notttt!...Ohhhhh!..." Andrea gasped, her eyes sparkling into her son's with wanton excitement. "Ohhhhhh!...Nooooo!...." Steven cried as he writhed and twisted under his mother's siphoning pussy. He tried, but he couldn't hold back the rush of sperm that was spewing inside her. "Oh noo baby!...Don'tttt!...Don'tt come inside me!...Please!...You said you wouldn't!... Oh nooo!..." Andrea pleaded in feigned distress. At the same time she impaled herself to the root of her son's twitching member while reaching around and clutching his ass in her hands. The splash of her son's gushing sperm inside her triggered her own orgasm. "Ohhhhhh!....Ummmmm!...Goddd!..." she hissed quietly, as her pussy began to spasm excruciatingly on her son's convulsing tool. "Nooooo!...Nooo!...Don'ttt!...Pleasee!..." Andrea moaned in Steven's ear, punctuating her pleading by jerking her son's reluctant loins into hers in time with her orgasm. It felt so good she could barely stand it, especially as his searing cream began to trickle from the depths of her pussy and down the inside of her thigh. "Unnnn!....Unnnn!...Mommmm!...I can't!...I can't help it!..." Steven whimpered in frantic despair as his orgasm thundered through him. It felt like his cock was on fire as his mother shimmied on his convulsing loins. He tried to pull out but she wouldn't let him. "Ohhh!...Ummmm!...Ummm Hmmm!..." Andrea murmured contentedly. Her throbbing cunt was wringing the come from her son's balls like she was squeezing out a dishrag. "You little shit!...I'm not on the pill right now!... Ohhh!...What if you're knocking me up?... Goddd!...What if you're making me pregnant right now!...Right this minute!...Ohhhh!... You little motherfucker!...Ohhhh Goddd!..." Andrea murmured, knowing her obscene commentary was inflaming her son even further. And she was right. His come continued to bathe her insides in frantic spurts even though she could tell he was just about emptied. "I'm sorryyy!...Sooo Sorry!...Mother!...Please!..." Steven whimpered, shifting pitifully from foot to foot as his rampant tool began to lose it's edge and the rush of his sperm began to dwindle. Andrea smiled as her son sobbed in front of her, the tears running down his crimson cheeks. She writhed contentedly on Steven's still faintly pulsing cock for a moment longer and then she stopped, her eyes boring into his. "How could you!...You said I could trust you!...You promised you wouldn't!...But you did anyway!...You came inside of me!...Didn't you?...Didn't you?..." Andrea ranted in mock outrage as she dismounted her son's scarlet shaft and stepped away from him. She strode across the room to her make-up table. In her high heels, her ass shifted back and forth alluringly under her thong bikini. She turned and stared at her son's livid penis for a moment then she returned her eyes to his. "Look what you've done!...Just look!..." Andrea said, stripping her bikini bottom off and putting her hands on her hips. She leaned back against the edge of the table and spread her thighs. Steven stared mesmerized at the greasy, swollen labia peeking out from his mother's come tangled bush. Her little bra was still twisted up under her thrusting breasts. Even though he had just fucked her, Steven hadn't really seen his mother naked. Now with her whorishly offered breasts and her just fucked bloom on lewd display, Andrea looked incredibly sexy to her guilt ridden son. Andrea knew what she was doing as she wantonly displayed her nudity to her son. She kept her vagina tightly clenched so that the majority of Steven's come remained inside her. "Come here!...I want you to see it!...Really see it!..." Andrea commanded, pointing to a spot on the floor in front of her. Steven shuffled nearer to his mother, not really understanding what she wanted. When he was near, Andrea reached out and tangled one hand in his hair and forced him to his knees directly in front of her. Steven looked up at his mother in anxious bewilderment. She glared down at him through the cleavage of her looming breasts, her one hand still firmly planted on her hip, the other directing his face upwards. "My cunt's full Steven!...Ummm Hmmm!...Full of hot come!...The come you just put there!... So much come that it's filling me and running down my leg!...I want you to look at what you've done!..." Andrea taunted, glaring down at her cringing son. With that she widened her stance a little more and tipped her pelvis up, virtually thrusting her greasy cunt into Steven's face. Steven was awestruck by his close up view of his mother's groin. There were trails of sperm criss-crossing Andrea's blonde muff and streaking her thighs. Her labia were scarlet and swollen from her recent fuck and bulging provocatively. Her crotch reeked of sex and sweat, an odor that was incredibly erotic. Steven's excitement mounted even further as his mother reached into her groin and parted her labia with two fingers. She spread the livid pink slash of her cunt mouth and Steven gaped at her most intimate parts. Andrea knew Steven was getting aroused by her lewd display. She wanted him hard again and she knew just how to push his adolescent buttons. She relaxed a little and allowed a trickle of pearlescent come to dribble from her pussy. "Ohhh my!...I'm leaking!...Look at that!..." Andrea murmured, tightening her grip on her son's hair and pulling his face a little closer. "Ohhhhhh!...Mommmm!..." Steven murmured glancing up into his mother's flushed face as she stared down at him. But he quickly lowered his gaze to watch the slimy goo ooze out of her vagina in a sluggish stream. It dribbled slowly through Andrea's slit, seeping through her crotch and down her thigh. Andrea smiled to see her son's cock lurching upright once more at his groin as he knelt in front of her. She angled her pussy even higher and framed her inflamed clitoris between her V shaped fingers. "Feeling all your come inside me is so exciting baby!...You've got me so hot!...Look how swollen I am!...I'm ready to burst!... Lick it for me baby!...Lick my clit!..." Andrea urged, dragging Steven's face right up to her glistening quim. "Mommm!...Noooo!..." Steven panted, resisting the pull of her insistent hand. He couldn't believe his mother wanted him to go down on her. There was no way he was going to get any of that come in his mouth and yet he longed to taste his mother's beckoning pussy. Andrea knew what he was thinking. And she also knew that with a little more coaxing and he'd be eating her out like it was his last meal. "Just use the tip of your tongue baby!...Just lick it a little!..." Andrea urged in a girlish pleading. Hesitantly, Steven extended his tongue as his mother forced his face into her crotch. "Yesssss!...." Andrea hissed as her son hesitantly swiped his tongue back and forth over her responsive sex trigger. "Goddd!...Yesss!..." she groaned again, hunching down gently on her son's tentative tongue. She relaxed a little more, feeding him just a few drops of the steamy come she was holding inside. "Uhhhh!...Uhhhhh!...Mmmm!.." Steven murmured eagerly. There was an oily, metallic taste to his mother's crotch but it wasn't bad really. And having his sexy mother writhing against his searching tongue was the most exciting thing he had ever imagined. His hands came up to grip her hips as he applied the flat of his tongue to the apex of her slit. "Unnn!...Goddd! ..Yeahhh!...Eat me baby!...Unnn Hnnn!...That's it!...That's it!..." Andrea encouraged as her son cautiously savored her dripping vagina. She was going to have a big come, she could tell. All she needed was for Steven to get to work at her seething loins. "You like that don't you baby!...You're going to eat me so good, aren't you baby?..." Andrea teased as she slowly stood upright, holding her son's face tight to her crotch. Steven could barely manage a muffled..."Umm Hmmm!..." as he gazed up expectantly into Andrea's sparkling eyes. Steven's mother took two small steps forward and straddled his shoulders, forcing him to bend over backwards beneath her. In her high heels Andrea towered over Steven. She smiled down at him as he peered back up at her from between her firmly pressing thighs. With her eyes smoldering into his, she reached down and pulled apart her vagina, spreading herself luridly on her son's upturned face . "Mmmmm!...Mmmm!...Wwaahhh!..." Steven moaned, looking up apprehensively at his mother. He had to drop his hands behind him to support himself as Andrea began to grind her juicy trench back and forth on his lips, his chin, his nose... on all of his wide-eyed face. "Ummm!...Come on baby!...Put your tongue inside me!....Go on!...See what mommy's got for you!..." Andrea snarled, pulling his face in tighter to her. She bore down on her vaginal muscles and smiled to feel more of the viscous sperm emerge from her pussy. "Mmmmm!...Mmwahhh!...Naahhh!..." Steven sputtered as the warm goo bathed his surprised face. Suddenly his mother's sodden slit was enveloping his mouth and his nose. He could barely breathe! Her steamy interior was smothering him. But the feel and taste of her juicy loins was so overwhelming that Steve couldn't resist her. His mouth opened wide, his tongue lashed out and he attacked her seething pussy like a starving man. "Unnnnn!...Unnnn!...Baby!...Baby!...Yessss!...My little motherfucker!...My little cunt licker!...That's it!..." Andrea groaned, throwing back her head and bearing down on her son's slavering mouth as her insides drew taut in response to his salacious assault. "Unnnn!...Goddd!...Yesss!...Yessss!...Yesss!..." she cried as another orgasm overcame her and the spasms began to wrack her loins. She crossed her ankles, scissoring Steven's head between her meaty thighs as she twisted on his mouth. As her loins convulsed she lost control of her vaginal muscles and the huge pool of come that she had been still holding inside came gushing out. She looked down excitedly and locked her eyes on her son's as the torrent of come spewed into his face. "Phwwaahhh!...Mmmfhhhhh!...Unnnn!...Mommmm!..." Steven sputtered frantically, gagging on the deluge of sperm that was drenching him. He tried to scramble out from beneath his mother's spasming loins. But Andrea held him firmly in place between her muscular thighs. "Yessss!...Don't stop baby!...I need you now!...Ummm Hmmm!...Eat me you little shit!...Get you tongue in there and eat me!..." Andrea hissed, forcing Steven's face furiously into her spasming groin. Although Steven struggled, he couldn't free himself from his mother's feverish embrace. "Ummmm!...Ummmm!...Yeahhh!..." Andrea groaned, continuing to ride her son's face as her climax rocked her loins. Steven choked and sputtered beneath the seemingly endless flow of fluids that streamed from his mother's pussy. His face was totally smeared from his hair line to his chin with greasy sperm. "Ngggggg!...Naaaaa!...Noooo!..." he whimpered beneath his mother's plunging loins. Andrea ignored her son's pitiful gasping and pulled his face even tighter into her crotch to savor the diminishing spasms of her orgasm. Steven was totally smothered by his mother's steamy cunt. He couldn't breathe and soon his vision began to blur. There was still the far away feeling of moist flesh and wiry pubic hair frictioning his face but soon even that sensation passed and Steven began to slump beneath his mother's loins. Andrea smiled when she realized that her son was on the verge of passing out beneath her. Gracefully she released his come smeared face from between her thighs and lowered his head to the floor. Steven stared up at her with glassy eyes, his chest heaving as he gasped for breath With her legs still spread in a vee above him, Andrea bore down with her inner muscles, forcing the last of the come from her smoldering depths and allowing it to drip down onto her son's upturned face. Steven watched as from a distance as the gooey cream ran from his mother's vagina and trickled obscenely into his open mouth. He didn't even want to turn away. Andrea smiled down at her son as he panted and licked his lips beneath her. "You've been such a good boy baby!...I can't wait to tell your aunt Tracey!...I'm sure she's got some dirty panties with your name on them!...Laundry day at her house is tomorrow!...You might want to get a good night's sleep!.."