17 comments/ 285436 views/ 67 favorites Taking Dad's Place By: SpankerSam Mom comes to visit I could always tell when mom and dad had a really bad fight. Mom would come out to visit me for about a month. It was her way of punishing dad and of getting away to think about whether she really wanted to stay married to the jerk. Yes, dad was a jerk! He had a lovely woman who dotted on him, and he still acted like a jerk. He all but ignored her, so totally absorbed in his work and getting ahead. Mom had arrived about one and I was there to meet her at the airport. This time however, she had much more baggage than usual. I looked at her as I took her bags off the carousal. "Staying longer than usual mom? That must have been some fight." Mom cut her eyes at me and looked around to see who had heard me. No one was paying any attention to us and I had not said my words in a loud voice. We gathered up the bags and headed to my car. My house isn't very large. Being single I don't have a need for too much space to clean up. Mom was settling in her room, with me standing there helping her unpack her bags. I was in the midst of unpacking her makeup bag when she stopped me. "I'll take care of that bag later James." Too late! I had reached into the bag and was pulling things out to place on the dresser. My hands closed around something that was long and firm. When I pulled my hand out, I was holding a pink battery operated dildo. I could tell that it was one of the more expensive ones. Mom grabbed it from me and shoved it back in the bag. "Mom! I never knew that you even owned one of these things." Mom looked at me with a very embarrassed look on her face. Then shoving the bag on the table she looked down at the rug. "When a man doesn't seem interested in the woman he married, she has two options. Go out and find someone else or take care of her needs in her own way. I don't want to take a chance on catching some kind of disease, even if your father thinks it's ok to take that risk." I looked at mom. "Dad's cheating on you? Did you catch him? Are you two getting a divorce?" My mind was swimming at all the things that could have happened. Was mom here because she had caught dad? Had she caught dad fucking around with someone? I always suspected that he was doing it, but had never had any concrete proof. And not wanting to hurt mom for anything, I always tried to act like nothing was ever going on. Mom sat down on the bed and began to cry. "Oh James! I always had my suspicions, but I never actually caught him. But I was doing the laundry, and found a pair of soiled sheer panties in his pocket. They were much too small to be mine. When I confronted him about it, he waved me off, telling me that he had found them in his private bathroom, that some female worker must have left them there. I knew he was a lying fuck!" I sat next to mom and held her tight allowing her to cry. Then I got up and told her that she needed to take a nice hot bath after her long flight and relax. That I would be cooking dinner and she would not have to do anything. An hour later, and after taking my own shower, mom was sitting down at my table picking over her food. I could tell that she was still very hurt and that right at that moment, dinner was about the last thing on her mind. I hated seeing her so upset. My dislike for my dad seemed to solidify into a real hatred. After awhile, I cleaned up the dishes. Mom had barely touched her food. We went into the living room and I made mom one of her favorite drinks, a "Long Island Ice Tea". I figured that she needed something really strong to help her sleep. What I didn't count on, was that with so little in her stomach, the alcohol would hit her so hard. Mom had finished her first drink and had asked for another. She took a sip from her glass and smiled at me. "Nobody makes this drink the way that you do James. I could sit and drink them for hours if you made them." I laughed. "Mom, after about two of those things, I will have to carry you off to bed." Mom looked at me and laughed. "Ha! It's been a lifetime since a man has carried me off to bed. Your father used to do that when we were first married. He would carry me to bed and make love to me all night long. Now, he doesn't even look at me when I get undressed in front of him. I guess having some young skinny girl makes him look at me with disgust." I could see that she was once again starting to get into her mood. I needed to stop her before she started crying all over again. "Is that why you needed BOB" Mom looked at me. From the way she tilted her head to the side, I could tell that the alcohol was taking affect. "Bob? Who the hell is Bob?" I laughed. "Not who mom, what! "BOB", stands for battery operated boyfriend. Your dildo, silly! Did you get it because dad was ignoring you?" Mom looked at me without answering. Then she picked up her glass and took another sip. "Maybe we shouldn't be having this conversation James. I mean, I am your mother and the troubles between your dad and I shouldn't be shared with you." I looked at her, sipping from my own glass of wine. "What troubles you two have do concern me. I have known that dad was a jerk for years. Do you think that I don't see how much he hurts you by always putting you last? Do you think that I didn't see the loneliness in your eyes when he would tell you that he had to work late, or was going to be out of town for a while? I hated him for ignoring you the way he would." Mom reached over and her hand caressed my cheek. "You have always been a very special son James. You would try so hard to make me feel good after your father had done something to hurt my feelings. It always made me love you more. Sometimes I would wish..." Mom took a deep breath and seemed to compose herself. "Never mind what I would wish. I'm just glad that I have you to turn to." I got up from my chair and walked over to sit next to her. "What would you wish?" Mom looked at me. She seemed to think for a minute then shook her head. "No. It's not important what I wished. It was just the thoughts of a lonely frustrated woman." "No mom. It's been a long very time, since we have had a chance to really sit down and talk like this. We used to do it sometimes, when dad would leave you and go off to some meeting, or to some Conference that he always seemed to be running off to. I want to know what you would wish for." Mom took another sip from her glass. "It's just silly wishful thinking James. It really didn't mean anything." I set my glass down. Taking her hand in mine, I held on as she turned to me. "I was always there to be with you when you were feeling lonely or bad. You would sometimes just ramble on and I would listen. It always seemed to make you feel better that I was so attentive to you. Let me be that same person now mom. Tell me what you would wish for." Mom looked deep into my eyes without saying a word. I could almost see her struggling with the desire to bare her soul or keep her thoughts to herself. She turned away, and took another sip from her glass. "I've watched you grow up. I was so afraid that you would turn out to be just like your father, more interested in work than in anyone else. But you always made time for me. You would sometimes stay home just to be with me when he was out somewhere. You would make me play cards with you or make me take a walk with you. You would hold my hand and make me feel special. Even as you grew older you would still make time for me. You always told me how pretty I looked and how you could see the jealousy in other men's faces as we walked by. It always made me feel that I wished I were married to you instead of your father. I knew that it was just a son saying things to make his mom feel good, but it was so good to hear them coming from another man. And you were a man James. In more ways than your dad was being. You are more man than he is." Mom turned to look up at me. She had to look up. Mom was such a tiny thing. I used to kid her, when I grew much taller than she is, that I was delivered by fairies. That I was the son of a much bigger man since I was taller than both she and dad was. Her words were making me feel so much closer to her. "I enjoyed spending time with you. I used to have these wild thoughts that you were my wife and we were a happy couple. I used to love cooking for you and having dinner ready when you would come in from visiting friends or shopping. It was like taking care of my wife. I guess that I looked for you in every woman that I ever went out with. And since I didn't find you I'm still single." Mom smiled the biggest smile I had seen her do since arriving. "Is that why you had so many stains in your shorts and sheets? I used to marvel at how much a young man could put out. I have to admit something to you James. There were times when I was so lonely, that I would imagine that those stains were from thoughts of me you were having." As she said it, she put her face nearly into her glass. She wouldn't look up at me. It was as if the very words that she was saying were embarrassing to her. Or maybe she was just afraid that I would say that they weren't for her at all. I let my hand caress her cheek, feeling her press her face against my hand as I stroked her skin. I leaned in close so that I could whisper into her ear. "I'll tell you a secret mom. Something that I never told anyone! A lot of times those stains were from the thoughts that I had of you. You really were my wife in my fantasies. And when you were feeling bad, I would do all kinds of things to make you happy." Mom didn't look shocked at my revelation. In fact, I could see a smile cross her face. She turned her face so that her lips were close to my ear. "I'll tell you a secret too. One that I never shared with a living soul before! I named my "BOB" James. He became my lover. A lover, who would put my feelings and pleasures before his own." I noticed that mom had not moved from having her face pressed close to mine. We were whispering into each other's ears like lovers do. I could feel my emotions beginning to rise. I whispered back into her ear. "And did I please you? Did I make you feel as special as you really are to me?" This time, I could hear mom's breathing. "Mmmm! Yes you did James. I would only do that when you dad was gone, because you would make me cry out so loud when you pleased me." I could feel my dick beginning to grow hard in my pants. Mom's breathing had grown even harsher and louder in my ear. "Did I take my time mom? Did I make sure that you totally enjoyed the way I made you feel?" I felt mom's hand on my shoulder. "Oh yes! You would tease me until I was begging you to take me. Sometimes, you were so soft and gentle I could barely stand it. Other times, the need for you was so great that you would be so rough with me that I was sore for days afterwards. But I loved it all James. I would look forward to the next time. Am I a bad mother for having such thoughts about you?" I could feel my dick beginning to leak. It was throbbing and pressing against my pants. If mom looked down, she was sure to see just how aroused she was making me. I slipped my hand up to her neck and began to softly rub her there. She would always stretch her neck to let me rub her whenever I would do that before. Mom gave a soft moan, but instead of pulling away, stretched her neck pressing her head against mine. I felt her lips kissing my skin and my dick jumped. I was sure that she must have felt it, since I was turned and pressed close to her. "No mom. If anything, you were allowing me to make you happy. You were reacting to the love that I showered on you all the time. When I used to envision you as my wife, I would undress you slowly, so that I could see your loveliness revealed to me a little at a time. I would shower your body with kisses as I let my hands stroke and touch you." Mom moaned into my neck. "James. I would. I would let you show me how special I was to you. I would let you love me. Love me the way your father wouldn't. I needed that so badly." My hands slipped down and I felt her small breast. Mom didn't have big tits. Instead, hers were small and compact. But I used to think of them being super sensitive. I was surprised that when I let my fingers stroke them, her nipples were hard as tiny pebbles. And mom moaned and pressed her tits harder into my hand. "I would take my time, letting my fingers and my lips explore every inch of you. Even though I would want you so badly it hurt, I would take my time to make sure that you were eager to feel me making love to you." Mom's hand slipped down to my pants. I could feel her fingertips stroking the length of my hard throbbing shaft. "Yes James. You would go slow, knowing that you were so much bigger than your dad is. You would be gentle with me until I could get used to how long and fat you are." My hand slipped down to her housecoat. I could feel her bare legs and I let my fingertips stroke her. Mom slowly opened her legs, giving me the go ahead to explore further. My hand slowly slid beneath the housecoat and I was stroking the inside of her thighs. Mom moaned louder. "You would find me so wet when you touched me. I would be afraid that my need would frighten you off. But you didn't let it stop you in the least. You wouldn't complain that I was too wet like your father used to." I could feel mom's fingers slowly pulling the zipper down on my pants. My fingers had gotten all the way up to her panty. Mom was soaking wet and when I stroked my fingertips up and down the grove she pressed her cunt hard against them. "I would find your clit and stroke it until you couldn't stand it. My fingers would enter you slowly so that I could tell just how tight you were. I would find your spot and make you cum on my fingers. Then I would taste you from them." I could feel mom's hips jerking as I stroked her thru her panty. Her breathing was coming in gasps. "Yes James! Make me cum. Push your fingers inside me. I need you so badly it hurts. It's been so long since I had a man make love to me." I pushed the soaked crotch of her panty aside and my fingers stroked her slit. Unlike many of the women I have made love to, mom's pussy was covered in hair. Her juices were thick as my fingers stroked up and down her slit. And when my thumb rubbed her clit, mom lifted her hips off the couch." "James!" Her scream almost made me jerk my finger free. But she pressed down hard and I felt her body begin to convulse. Mom was having her orgasm on my finger. I shoved two fingers hard into her cunt and her eyes grew wide, but she never stopped working her hips. I held her tight and let her enjoy it. When it stopped, she began to cry. Not soft weeping, but wracking sobs that made my heart go out to her. I held her tight, telling her to let it go. To cry out all the hurt and frustration that dad had given her. She clung to me like a drowning person clings to a life preserver. When she stopped crying I held her even tighter. Then letting her go, I kissed her on the lips. It wasn't a lover's kiss, just a soft loving kiss. I slipped my wet fingers into my mouth and smiled at her. I stood up and reaching down lifted her up in my arms. "Ok lady. You have had enough excitement for one day. And now it's time for you to get some rest." Mom laughed as I carried her thru the house to her bedroom. Then I gently laid her down on the bed. As I was about to turn to leave she reached out and grabbed my hand. "James", she said as I turned to look at her. "Would you lay with me tonight? Not make love to me, just lay here with me. I don't want to sleep alone." I sat on the bed and looked at her. Her housecoat had risen up until I could see the wet crotch of her panty. I could feel my still hard dick pressing to be free. "Sure mom. Just like I used to do when I was younger, I'll lay beside until you are asleep." Mom looked at me. "No James. I want to wake up and feel you still besides me. I want to know that this isn't just another dream I'm having. Would you do that for me?" I looked at her. She seemed so broken and vulnerable. I hated dad even more. "Sure mom. But I still sleep only in my boxers. Let me make sure the house is all locked up and all the lights are off. Don't run away, I'll be right back." I walked thru the hosue turning off all the lights that we had left on. I checked the doors and set the alarm. Then I walked back to the bedroom I had put mom into. She wasn't there. I walked to my bedroom and found her in the middle of the bed. Mom laughed, as I dropped my pants and slipped my t-shirt over my head. Mom looked straight at the bulge in my shorts. "Maybe you were delivered by fairies. Your father doesn't have anything like what you have poking out at me." I wagged my finger at her. "Ok. No funny stuff. I won't make love to you tonight. Tomorrow when you are fully sober and we can talk, we will see if this goes any further." Laughing, mom crossed her heart. But I could see that she also had her fingers crossed. I lay down and pulled her close to me. "This feels so good James. Thank you for being such a wonderful son." I could feel my heart beating in my chest. I was holding mom close against me and this was different from when I would do this when I was younger. I could feel mom's hand on my bare chest. I was sure that she could feel my hard dick the way she was laying against me. We lay quiet for what seemed like forever. I thought at one moment that mom had fallen asleep. Then I felt her hand move. She started out just rubbing my chest. Then I felt her hand slip down to the top of my shorts. "Mom, behave." I heard her soft giggle, and then I felt her hand on my still throbbing dick. "I'm being good, aren't I James?" I couldn't help the soft groan I let escape my lips. I felt her hand softly wrap around my shaft. Her thumb rubbed the top of my knob, spreading my pre cum all around the head of my dick. We still had a small light on the night table on. Mom smiled up at me. "I have to see what it looks like James." With that, she lifted up the covers and pushed them to our feet. "Oh James, you are definitely not your father's child! I will have to find those fairies and thank them for giving me such a big strong man." I was about to laugh and make some smart reply, when mom lowered her head and I felt her lips cover the head of my dick. Her lips went no further than the crown of my swollen head, but I could feel her tongue stroking the head. I let her have her way for just a few moments, knowing that if I didn't stop her I wouldn't be able to in short order. I pulled her up until she was straddling me. When had she taken her panties off? I could feel her hair brushing up and down my shaft as she moved back and forth. I looked at her. "Mom!" Her eyes were closed. She was rubbing my shaft against the grove of her spread pussy lips. Her breathing had turned to gasps. "I won't put it in James. I promise." She was rubbing herself back and forth hard and fast. I reached around her and held her. "Slower." I could feel her slow down, but she was pressing harder against me. "Slower. I want you to go very slowly." Mom opened her eyes and looked at me. "Yes James." Mom was moaning as she rubbed her hairy pussy back and forth against my throbbing dick. "Lift up a bit and just brush your clit against me." Mom smiled and nodded he head. "Yes James." I felt her lift up a bit and hold herself up by her outstretched arms. This time when she rubbed me she gasped and her eyes grew wide. "Oh James! Oh baby, that feels so good." "Keep going just like that. Make yourself go very slow. I want you to just rub your hard clit against me." Mom was moaning as she slowly worked her cunt back and forth. I could feel her juices running down onto my shaft. She was getting close. She looked up at me. "Please James. Let me put it in. I won't take all of it, but I want to feel you inside me so bad." Taking Dad's Place Ch. 02 Chapter 02: The Morning After I awoke to the warm sensation of lips slowly licking and sucking on my hard dick. Smiling, I reached down and felt mom's soft hair. "Mmmm! I see someone woke up in a good mood. Good morning. I hope you slept well." Mom lifted her head up and looked up at me. "Oh James! I can't remember sleeping that good in ages." She gave a little giggle. "In fact, I can't remember going to sleep. The last thing I remember was screaming. It felt like I was erupting and that I was pissing all over myself. I didn't pee your bed did I?" I laughed. "No mom, you didn't pee the bed. You came! You came so hard you squirted all over my dick. Then you passed out. I don't know if it was from exhaustion or the drinks you had." Mom smiled. "I wasn't exhausted, nor did I have too much to drink. My wonderful son gave me the orgasm of my life. After that I couldn't help but fall into a coma of happiness." Mom bent her head and captured my dick again. Her lips were soft and her tongue was amazing as she slowly worked the head of my dick. It didn't take long before I was slowly working her head up and down my shaft. After a few minutes, she stopped and lifted her head up. "You're big enough to make my jaw ache if I do this too much longer. Do you ever cum? I have been at it since before you woke up." I pulled mom up so that she was lying next to me. The kiss this time was slow and sensual. I could feel her tongue probing my mouth as my tongue explored hers. When she broke the kiss, her hand slipped down to massage my dick. "I want you to fuck me now James." My dick was hard and throbbing. "I have to pee. And we need to talk. I told you that we would talk before we took this any further. I meant what I said mom." She looked a bit crestfallen. I kissed her again to take some of the hurt from my words. "Don't worry. I'm not going to tell you that I don't want you. In fact, if you said that you didn't want it to go any further; I would probably rape you just to be able to satisfy my own lust for you. But we really need to talk. " I slapped her lightly on her small ass cheek. "Go make the coffee woman. Then come join me in the shower. After last night we both are clammy and sweaty. And I like my woman clean." I think that calling her 'my woman', was what brought the big smile to her lips. "Whatever my man commands, I obey!" Laughing, she scooted from the bed and ran naked into the kitchen. I had adjusted the water to as hot as I could stand it. Mom came into the bathroom and stepped into the shower with me. I picked up the soap and started to wash her body. I had to bend down to get below her waist. Mom had her hands soapy and was rubbing the soap across my body. When she got to my dick, I was semi-hard. Mom started stroking her hand back and forth. "You're so much bigger than your dad is. Maybe you were the gift of fairies." I eased her hands from my dick and knelt down. Mom opened her thighs and I gently washed her legs and then between them. Mom moaned, when I let my finger slowly slip up inside her. She wasn't as tight as I was afraid she would be. I eased my finger in and out a few times then stopped. Mom was holding onto my shoulders. "James. You're teasing a frustrated woman. I won't be responsible for my actions if you keep me on edge like this." I laughed, reaching for the shower wand and spraying it all over her soapy body, I especially liked when I let it splash up into her cunt. She boldly reached down and spread her lips open. We dried each other off, laughing like kids. We were sitting in our robes, out on the balcony with our coffee. Mom kept looking at me smiling. I admit that I was doing the same thing. Then I grew serious. "Mom. What happened last night was not an accident. I have loved you and fantasized about you since before I was 18. I had thought up a million scenarios to try and get you into bed. I always thought that I could make you much happier than dad ever did. I wanted you. But not just as a lover. I really wanted you to be my wife. I know that it sounds sick, that a man is in love with his mother. But that's the way I feel. Last night it took all my control not to make love to you. But I knew that if I let myself go, I wouldn't be making love to you, I would be fucking you. And I want more than that." Mom sipped her coffee and looked at me. Then she placed her cup down and her hand rested on my knee. "James. It's been very hard for me living with your father. I loved him with everything that I was. I wanted to give him all of me. But he let his work and then other things take more of his time than he wanted to give me. You were the only thing that really kept me sane. I was never the type of woman that would consider going out and having an affair. Not even if he was doing it. I began to see you as my fantasy lover. I knew it was wrong when I started, but you were the only man that paid attention to me. The only man that made me feel loved and special. After awhile, it was always you who would come to my bed and make me feel like a whole woman. And I admit, some of my fantasies became very intense. I would allow you liberties that I would never dream of letting your dad have. I came here determined not to return home. Last night was one of the most wonderful nights of my life. The only thing that has ever been better, was the day you were born. When I woke up this morning, I didn't move at first. I was afraid that it was just another dream and I would wake up alone in my bed. But I turned and you were there. I lifted up the covers and saw your dick lying against your thighs. I knew it was real. I couldn't help myself. I wanted to please you the way you had pleased me last night. If you hadn't woke up when you did, I would have climbed on top of you and fucked you in your sleep. I don't want this to be a mercy relationship. I don't want you to fuck me just to help me get over the hurt your dad gave me. I want to be yours. Totally! Completely! I want to be the wife you looked for in all those other women. Does that make sense?" I leaned over and kissed her cheek. "Mom, that makes perfect sense. I don't intend to be some knight that will just make you feel good because your husband made you feel bad. I really want you for my wife. No one needs to know about our relationship. To the world outside, you are going thru a messy divorce and you are staying with me while you recover. Everyone that knows about you knows that I am very close to you. And most of my friends wish that they had the same relationship with their own parents that we have. I am not with any one woman steady right now, so it won't be strange that I am not going out living the night life with anyone." I stopped to take a sip from my cup while I looked at her. Mom was looking at me with a smile on her face. "If I am to be your husband, I will expect you to be my wife in all things. I will make the decisions for us, but I will talk it over with you. We will not mention him in our house unless it is absolutely necessary. I won't ever cheat on you like he did. I will expect you to be the loving, caring and obedient wife inside this house. Outside, you will be my mother and act it for everyone to see." Mom's hand slipped beneath my robe. I was wearing boxers and I felt her hand slip inside the slit to fondle my semi-hard dick. "Loving! Caring! Obedient! Does that mean that there will be times when you are demanding of me? Will you make me obey you when you want something? Will you force me to do things that you wish me to do sexually with you James?" I could feel my dick growing hard as she softly fondled it. "Would you like that mom? Me, coming in and forcefully taking you when I felt horny and needed to quickly satisfy myself? Me ordering you to assume a position so that I could take you how I wished? Or even my calling you names as I took my pleasure from you?" Mom's eyes were shining as she looked up at me. "Yes James. That is how I would fantasize about you at times. You would come into my room and tell me that he wasn't man enough to give me what I needed. I would struggle as you ripped my clothes off and took me. You would order me to do whatever you wished and I would obey." Mom closed her eyes and looked at the ground. "James. I have even had a fantasy that he caught us. He walked in when you were taking me and you told him that he wasn't man enough to hold onto me, that you were taking his place. You ordered me to kneel in front of you and suck your dick while he watched. You told him that he had ignored me enough to make it easy for you to take his place. Then you kicked him out to sleep in your old room, making him listened to my cries and screams of pleasure." My balcony was walled in with just the front overlooking the big empty bay. There were no boats out to see us and I knew that with the noonday heat, it would be awhile before boat traffic started up. I tossed one of the cushions on the ground between my legs. "Get on your knees and suck my dick. Do it slow and don't try to make me cum. I just want to feel your soft lips loving me again." My voice let her know that I wasn't requesting her to do it; I was ordering her to do it. Mom looked up at me and smiled. She didn't utter a word, as she held my knees to ease herself to a kneeling position. She opened the folds of my robe and caressing my dick, began to rub it against her face. I grabbed her by her hair. "I said to suck it!" Mom's eyes slightly closed and I swear I saw her shiver. "Yes James. Whatever you tell me to do." Her lips closed over the head of my now hard dick. Slowly she worked her head up and down as I felt her softly sucking me. "That's it! Take it until you gag. I want to see just how much I will have to force down your throat before you can deep throat me the way I like." Mom was looking up at me while her mouth slowly slid further down my throbbing shaft. When she had me about three fourths in, she gagged. I was still holding her by her hair. I slid my other hand down and ringed my shaft with my fingers. I lifted her up to look. I had about another inch and a half of thick meat left. "That's how much you will have to learn to take. And don't think that your mouth and cunt will be the only holes I will enjoy mom. You will be mine totally. Every inch of you; every hole; even the air you breath will be mine. I will love you totally as you will love me." I could feel mom's hand as she cradled my balls. Then I felt her finger slowly pushing against my asshole. I tensed then relaxed, waiting to see just what she would do. Mom looked up at me and smiled. "I will be yours James. Every inch of my body; every hole I have; even the air I breath will be yours." I felt her slowly pushing her finger into my ass and I groaned. She was not the first woman that I had ever let finger my ass. "But you will belong to me also. Every inch of your lovely dick will be mine to enjoy." She pushed her finger in deeper. "I will have this hole to love and enjoy just as you have mine. That is also one of my fantasies. And each breath you take will be another second of life you will share with me." Mom looked up at me as she worked her finger in and out of my ass. Then she bent her head and as she took me almost all the way into her mouth, she shoved her finger in deeper. I couldn't hold back. I grabbed her hair hard and pulled. "Suck it slut! Drink every fuckin' drop! Save the last bit for us to share." I felt my balls erupt in the mother of all orgasms. Mom was swallowing fast and I could see her neck muscles work as she drank me. Mom had shoved her other hand down between her thighs. While she was sucking and swallowing, she was working her clit hard and fast. After my spurts had seemed to die down, she lifted her head up. Climbing up to me, she kissed me hard. We shared the contents back and forth; our tongues working it from her mouth to mine then back to hers again. Suddenly, I felt her Cumming. Mom's body shook from head to toe, as she held me tight. When mom stopped shuddering, she collapsed with her head on my Shoulder. "I can see that being your wife is going to be fun. But I really don't think that I will be able to satisfy all of your needs. I have never had a man fuck my ass before. Your father never tried, and the one man I had that tried it before I met your father hurt me so bad I never went out with him again." I held her tight. "Don't worry. I will make sure that I am slow and gentle. And I will do a lot to prepare you before I ever do it. Let's get dressed. If you're going to be my wife, I will have to dress you properly. No more of those old fashions clothes. You will look the part of a mature, sexy, desirable woman." Mom looked at me disappointedly. "I thought you would take me in the house and claim me." I reached down and lifted her head up to look at me. "I have every intention of claiming you. But you have just drained me and I want to be full for you. I promise you a night that you will remember for the rest of our lives. Right now, let's go shopping, like we used to do when I would go with you. I have to approve of everything you get." Mom brightened immediately. We used to go shopping when I was living at home. Mom seemed to enjoy the clothes I picked out for her. Some she would say that my father would not approve of and I would make her get them anyway just to spite him. This time, she would be dressing to please me not him. We got dressed with a lot of touching and laughing. The first stop for us was something to eat. We had a small breakfast and left laughing and hugging like two lovers. I just knew that everyone thought this young man had scored with an older woman. Seeing the look of envy, on the faces of the men and women we passed made it perfect. The first shop we stopped at was a lingerie shop. I picked out stockings; garter belts; an assortment of sexy panties, some with a slit in the crotch, and the type of bras that pushed her tits up. A few even had her nipple exposed above the bra. Mom blushed like a new bride as we walked to the counter. The sales woman was about mom's age and she looked at us with a slight smile on her face. I looked at her looking at mom's hand. That was the first time I noticed that she didn't have on her wedding ring. She was wearing her engagement ring instead. She beamed at the woman. "My fiancé! He threw all my old woman's undies out and told me that I had to dress sexy for him from now on." The woman smiled. "You're so lucky! I wish my old man would care what type of undies I wore. All he cares about is watching the sports on TV. I could dance in front of the TV naked and the only thing he would say is that I'm blocking his view." Mom laughed. "I wish he would leave me alone long enough to watch TV. Sometimes, I wish I had someone to share him with. He totally wears me out." I had never heard my mother joking openly like this. She was turning into a completely new woman and I liked the change. She leaned over and whispered something into the woman's ear. I had been looking at the woman and have to admit, I liked what I saw. She didn't compare with mom but for a mature woman she still had what it took. The woman looked at me and smiled. Then she laughed and scribbled something down on a piece of paper and handed it to mom. She was still staring after us as we walked out the store. "Come back again and I will give you a 20% discount." Mom stopped and smiled at her. "Oh, we'll be back. I like your store and I like you too." When we got outside, I asked her what that was all about. Mom smiled at me. "Don't worry James. It's just part of another fantasy I have always had." I laughed. "Woman, you are going to have to share some of those fantasies with me when I get you home." Mom looked up at me, hooking her arm in mine. "Oh I intend to. And I have had a lot of time to have lots of fantasies. Tell me James, did you think she looked pretty?" That was a double edged sword kind of question. If I said yes, she would think that I was already looking at other women. If I said no, she would know I was lying. "She looked ok for a mature woman. But she couldn't hold a candle to you. If you're asking if I would fuck her, I would have to say yes. If I was not your husband and she let me know she was available, I would fuck her. But I told you I would never cheat on you so the question is moot." Mom just smiled and hugged my arm tighter. "Good answer! What's next?" The next shop was dresses. Once again, I picked out those things that I saw would make her sexy and appealing. Some of the husbands would smile as she would come out the dressing room to model for me. I would reject some and applaud others. By the time we were through, mom must have had about 5 hundred dollars worth of clothes. Since I was doing well, I wasn't worried about the cost. Mom insisted on paying for them, saying that he could afford to pay for her happiness. We ate a light dinner as it was getting late. We had been shopping most of the day. We had even walked into a jewelry store and picked out matching wedding rings. The saleswoman asked us when the big day was. Mom chimed in, "Oh, we're already married. We just didn't have time to pick out rings that we liked yet. I like this pair so now we can get them." We laughed as she slipped the ring on my finger. I looked into her eyes. "I do! Forever!" I slipped her ring on. Mom gushed like a school girl getting her boyfriends High School ring. "I do completely." We left with all the sales people smiling and clapping after us. Mom turned to me. "Enough James! Take me home and claim me as your wife. I can't wait any longer." Taking Dad's Place Ch. 03 Taking Dad's Place (3) Claiming Mom. We left a trail of clothes from the front door to my bedroom. I had mom lying naked on the bed, as I lay besides her kissing her. Then I started kissing my way down to her tits. I loved that she didn't have big tits. I was never a big titty man anyway. I licked and sucked on her tits and nipples. Mom was moaning and lifting her ass off the bed. When I moved down to her cunt, mom was already soaked. I slowly opened her legs wider, stroking my tongue along her swollen lips. I Pushed her legs up, until I had her knees almost touching her tits. My tongue licked the tiny piece of skin that separated her holes, causing her to moan and press down on my face. Starting at the very bottom of her cunt, I slowly licked my way right up to her clit. I sucked it into my mouth and lashed it with my tongue. It didn't take mom long to grab the sheets and pull as she arched her back in her first climax. But I was just getting started. I climbed up until the tip of my dick was pressing against her wet cunt. I didn't try to push it in, just kept pressing it in and out against her pussy lips. Mom would moan and press against me but I wouldn't push in. I could feel her growing even wetter. Mom had her eyes closed and was moaning each time I pressed the head of my dick against her lips. "Please? Please put your dick in me James! I've wanted it for so long, don't make me wait." Suddenly, she opened her eyes and looked at me. "Do you want me to beg? Is that how you fantasized me doing it? I will you know! Please James? Please let me feel your dick filling my hungry cunt. I want you to fill my pussy with this big, fat, long dick. I want to feel you pushing it all the way up into my stomach. I want you to fuck me like no other man ever did. Is that what you wanted to hear James? That I need you to make me complete?" I laughed as I slowly pushed just the head into her. I could feel her pussy lips being forced open and then the warmth of her pussy lips closing around my swollen head. This time, I kept easing just the head in and out of her cunt. Mom was trying to hump her pussy up to get more, but I kept pulling back just enough to thwart her effort. "What did you tell the woman in the shop? Why did she write something down and give it to you?" As she opened her mouth to answer, I pressed half of my dick into her. She opened her mouth but not a sound came out. She was gasping and breathing thru her mouth. "I... I told her that you were a fantastic lover. That... Ooh James, your dick is so big! I told her that you could go all night without Cumming. That I bet you would have her climbing the walls as your big dick stretched her pussy." I was slowly easing half my dick in and out of her cunt. Mom's pussy was so juicy I could hear it squish as I fucked her. "And is that one of your fantasies, to watch me fucking another woman?" I could feel mom's nails digging into my butt. She was trying to pull me deeper into her. I grabbed her hands and held them over her head, pressed to the mattress as I slowly fucked her. She looked up at me. "Not to just watch you; I want to join in. I want to touch her while you are fucking her. Suck her tit, stroke her pussy. I want to taste her after you have shot your cum deep in her cunt." I stopped. I could feel my dick throbbing as I felt her muscles milking at what I held inside her. "Are you serious? Would you really want to join in with me and another woman?" Mom was slowly working her hips. Damn, but she felt like no other woman I had ever fucked. "Do I surprise you James? I had a lot of time to fantasize when I had no company but my BOB. Sometimes, I would look at the X-Rated channels on TV. I would imagine myself doing a lot of the things that I would see. I would use BOB, and it would be me getting all the pleasure that the women were getting. I would think of so many things, I would sometimes scare myself. Don't tell me that it isn't every man's fantasy to have two women at the same time. And if I was gonna do that, I surely wouldn't pick some young girl that would make my old body look bad. Besides, she looked like she could use a good fucking." I was slowly giving mom more and more of my dick. When I saw her wince, I knew that she had taken all that she was able to take until she got more used to having me inside her. I continued to fuck her slowly. I let go of her hands and she pushed them between us. I could feel her rubbing her clit with one hand while she stroked my dick with the other. Mom closed her eyes and I felt her hands rubbing my ass. I wasn't surprised when her fingers started rubbing up and down my crack. "How do you manage to stay hard so long? Your father couldn't last even half as long as you do. I didn't think I was ever going to make you cum this morning." I laughed. "I used to try and make it last as long as possible when I would be in my room fantasizing about you. Then I read some books on making it last longer. They even had some exercises that I learned that helped me control it. I'm glad that I can, because I want to wear this sweet pussy out. And if we do get with that woman, I want to make you proud of me. Do you think that she will freak when she finds out that you're my mom?" Mom laughed. "I have thought of that. We will tell her that we role-play and one of our mutual fantasies is that I am your mom and you are my son. That it makes you so hot to think that you are fucking your mom. That I get off thinking that it's my own son that is fucking the shit out of me." I couldn't believe how much mom had changed in just two days. She was definitely not the same person that I knew growing up. She had never talked as openly or freely about anything with me and she never used this kind of language that I ever heard of. I continued to fuck mom with her lying on her back. After she had cum the first time, I pulled out and lay between her legs. Her cunt was oozing juice and I was lapping it up like a hungry cat at a milk bowl. I pulled her up, turning her until I had her positioned on her hands and knees. Mom looked back at me behind her. "Be careful James. You're much bigger than anything I have ever had in me. I already know that I can't take all of you. And the last thing we need is my going to the hospital." I slapped her lightly on her ass. "I will determine how to fuck you. I know just how much of this dick you can take. I like looking down at that ass as I'm fucking this pussy. This is the way I'm gonna fuck you when I tell you to lick that woman's dripping pussy. I bet she went into the back room and played with her cunt as soon as we left the store. I'm gonna have the two of you licking and sucking each other's dripping cunts as I fuck the both of you." Mom moaned as I pushed my dick into her cunt. I started out fucking her slowly, but was soon into a nice rhythm. I didn't pound her pussy like I wanted to, just fucked her strong and steady. And mom was rocking her body back and forth taking me in as deep as she could. "Yes James! I'll do whatever you tell me to do. I am yours totally. Loving! Caring! And Obedient! Your slave, to do with as you wish. Oh James. I'm gonna cum! Oh baby!" Mom started jerking her hips back at me. Each time I went in deeper, she would grunt and cry out. "Damn your big! I can feel you going in deeper than he ever did! Oh baby! Cum with me, please? I need to feel you Cumming inside me. Oh James! James! James!" Mom thru her head back and a piercing scream escaped her lips. I felt my balls erupt and I filled her pussy with my hot cum. Damn, it felt better than it had felt with any other woman ever! I was glad that I didn't have connecting walls with anyone else. Mom collapsed on the bed, my dick pulling free of her tight cunt. She laid there, her body jerking as her after spasms kept her shivering. Then she began to calm down. I was lying off to the side; my dick pulsing as it slowly softened and dwindled. Mom turned and looked at me. Then with a smile, she scooted up until we were lying together side by side. She slipped her hands around me and held me tight as she kissed me. Smiling, she looked at my face as her hand came up and caressed me. "Thank you my husband. You have made me feel like I have never felt before. If this is what I can look forward to each and every night, I will go thru my days waiting for night to come." Taking Dad's Place She started to rise so that she could slip my throbbing dick inside her slit. I held her hips. "I told you that I would not fuck you tonight. If you put my dick in you, I will stop and make you go sleep in your own bed." Mom gave a groan of frustration. "You're so mean to your mom." I smiled, moving her hips so that she was again rubbing her clit against me. Mom ground her clit down hard and was moaning as her orgasm grew closer. I could swear that I could feel her hard clit rubbing against my dick. It felt like a finger rubbing back and forth. "James! James!" Mom's eyes grew wide. She threw her head back and began to hump her cunt hard and fast. Then with a scream, her body began to shake. I felt her cum. But it wasn't just her Cumming; mom was shooting her cum from her pussy. Each jerk caused her to shoot another squirt. Each squirt brought another scream from her lips. After about 4 or 5 squirts I felt her collapse against me. I held her as I felt her calming down. The next thing I knew, I could hear her even breathing. Mom had fallen into a deep sleep. I gently eased her off of me and slipped from the bed. I grabbed a towel and cleaned up her mess as much as I could. My dick was still throbbing. I hadn't even cum yet. I stood looking down at my mom. She was spread on her back with her legs still open. I could see her crème still oozing from between her hairy lips. I stood looking at her while I stroked my dick. Tomorrow I would have her the way I had fantasized. I would be sliding my dick deep into her cunt. That thought brought me to the edge. I was glad that I still had the towel in my hands.