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It all started when I saw my 16-year-old son masturbating for the first time. Over the winter, my son Nick moved his bedroom down into our finished basement. I guess he was feeling crowded up on the second floor with the rest of the fami|y and moved down there to get some more privacy. What he got was just the opposite. While puttering around the backyard on a warm day in March, I passed by the small window that sits down near ground level and looks in on Nick's bedroom. His bed is positioned practically under that window, and I caught a glimpse of movement. When I looked more closely, I discovered that I could see my son lying in his bed half undressed and masturbating his hard cock. I'd never had any overtly sexual thoughts about my boy before, but seeing him pleasuring himself turned me on in a way that I didn't want to acknowledge, even to myself. In the days that followed, I noticed that every day after school he came home, grabbed a snack and headed straight down to his room. I was unable to resist sneaking out and peeking in his window and learned that the first thing he did when he got down to his bedroom was take out his penis and beat off. I knew it was wrong, and terribly shameful, but I couldn't stop myself from spying on him. By the third time I was groping myself as I watched. The window is at the back of our house almost under one end of our deck. We have a 7-foot stockade fence that runs around the perimeter of our back yard. There are woods behind and to the left of our house. There is another house on the right side, but the way our street curves you can't see it unless you're about 20 yards away from the rear of our house. The point is, without the risk of any neighbors being able to see me, I soon began slipping my hand down my pants and fingering my wet pussy while I spied on my son jerking off. The orgasms I gave myself while doing this were decadently delicious. I'm generally very conservative when it comes to sex, and this was the kinkiest thing I'd ever done. I should probably get some of the personal statistics out of the way before I go any further. I'm 42 years old, have been happily married for 18 years, and also have a younger son who is 13. I'm Asian. My parents came to America after my b*****r and sist'r were born, but I was born in the U.S. I'm 5'2" and weigh a stubborn 118 (my target is always to be under 110, but I love food!). My boobs are 36Bs. They aren't as perky as they were before I had k'ds, but I didn't breast feed so they've held up fairly well. I must admit that I really like my tits, and enjoy flashing my hubby whenever I get the chance. I don't have much of a butt to speak of, but what I do have is pert and cute (if I do say so myself). I shaved my pussy lips about 10 years ago at my husband's request. I didn't want to do it, and it felt really weird at first, but I quickly got used to it and I still shave either side of my slit to this day. He got me to shave it all off once, but I didn't like it so I grew the patch back at the top. My favorite feature is my hair. It's long and black and very full. I do different highlights all the time, but I keep them subtle. I get a lot of compliments on my hair, and I have to say I enjoy that very much. And, up until I began spying on my son, my favorite hobby was shopping (big surprise, right guys?) My son is a sophomore in high school. Nick was a tad on the chubby side until he had a growth spurt last year. He's gotten taller and leaner. He is currently about 5'8" (he's growing so fast it still feels strange that he's taller than me). He has dark hair (like mine) that he keeps very short, and he has the most beautiful brown eyes. He's having a little issue with some acne right now, but he's a very handsome boy (I might be biased, but it's true). He's had 'girlfriends' since he was in the sixth grade, but I'm 96% sure he's still a virgin. It's a little difficult to judge from outside his window, but he has a lovely cock that I would estimate to be somewhere around 7 inches. His father is a 6'1" blond-haired, blue-eyed American with a nice big dick, so it appears our son takes after his dad (because he certainly didn't get a cock that size from the Asian side of the fami|y). He is circumcised, which is something I regret now. I probably should have left his penis in its natural form, but I didn't know any better at the time and it just seemed to be the expected thing to do. We are a close, happy fami|y. We have our arguments and rough spots like anyone else, but we have a lot of love to go around and generally aren't afraid to show it. I was expecting Nick to pull away from me as he got to the age he's at now. You know how most teenagers are embarrassed to death by the very existence of their parents, but to my happy amazement he hasn't done this yet. He'll still give me hugs, even when his friends are around or when I drop him off in front of the school with k'ds everywhere. He loves to make me laugh, and we're always joking around with each other. One more bit of background, then I'll get on with the story. I grew up in a very conservative household. Sex was never mentioned by my parents, nor did they show any kind of physical affection with each other or us k'ds. I never got a sex talk from my mother (not even a book, or anything). I learned everything from friends, and a little from my sist'r - although she wasn't comfortable talking openly about the subject either. Our parents did a real number on us, but I guess I'm not unique in this respect. I didn't want it to be like that for my c***dren. I'm not shy about kissing or being affectionate with my husband when the boys are around (much to their annoyance). I'd rather have them be embarrassed by these expressions of love than never to see them at all. One day they'll realize it was for their own good! I have tried to foster an open and accepting environment when it comes to talking about sex, but I'm afraid that despite my best efforts I'm not at all comfortable going about it. I've had little sex talks with them from time to time, and let them know they can talk to me or ask me about anything, but I think my boys can sense my clumsiness with the subject and haven't really taken advantage of my willingness to discuss sexual topics with them. So this is the situation a normal, boring, suburban soccer mom finds herself in right up until that fateful day. Practically overnight I became an obsessed pervert stalking my own son in hopes of catching him playing with his penis for my own carnal gratification. I go from masturbating myself a few times a month, to several times a day. Thoughts of what I've been seeing Nick doing with his cock pop into my head at all hours, and I can't keep my fingers from repeatedly finding their way into my panties. The mix of shame, guilt, and pleasure is an intoxicating brew. One day, while Nick was at school, I was sprawled out naked on his bed rubbing my stiff clit when I realization hit me. During a few of my spying sessions I'd noticed him using a small towel to clean up the seed he'd spilled. He kept that towel just under his bed. I looked and it was there. With a shaking hand I took it out from its hiding place and I lay back down. It was one of my good maroon hand towels, but I was too entranced with what I was holding to be annoyed about that. It was crusty all over with stiff patches of dried cum. Who knows how many loads of his potent teen sperm were infused into that towel I was holding. It had a distinctively sweet smell; not at all the same as the scent of fresh semen. I inhaled deeply, taking it all in. I touched the scratchy cloth to my bare nipples and resumed fondling my pussy. I rubbed my son's filthy cum rag all over my naked skin, finally dr****g it over my face and using both hands on my very wet pussy. I fucked the fingers of one hand, while vigorously strumming my clit with the other. I had a screaming orgasm that rocked my whole body. I'm normally not one to make much noise during sex, even when alone, but something just erupted out of me that day and I released all the pent up desire in one primal cry of ecstasy. It felt beyond amazing. By the time I returned the dirty towel to its hiding place, I was already feeling disgusted with myself. How could I let my desperate need for satisfaction drive me to do something so unlike me? I shuddered to think of what depths I'd just lowered myself to and resolved to maintain a certain level of dignity in the future. I broke that promise to myself the next day and returned to my son's cum encrusted towel like a bitch in heat. I had to connect with this only physical specimen of my son's sexuality that I had access to. I'm ashamed to admit that I even went to it one afternoon just after he used it so that I could experience a freshly deposited sample of his boy spunk. I found the spot on the towel that was still moist. The smell of that spot was different, and I shocked myself when I realized I was touching the tip of my tongue to it. I've never been a huge fan of the taste of semen, but I had a visceral need to taste my boy. What had started as me being content with the unbelievable pleasure of secretly watching Nick masturbate developed into a desire for him to see me in a sexual way. I didn't want to go so far as to actually have sex with him (though I allowed myself to fantasize about it), but I did want to relate to my son on a more intimate level. I began planning various ways to accomplish this. One tactic I came up with was to try having another sex talk with him. Even though my other talks hadn't met with great success, I now had a different agenda. I very much wanted him to open up to me. I wanted Nick to express something of his sexuality to me, and I wanted to use the opportunity to make him aware of mine. I rehearsed several possible approaches and topics in my head for weeks, then finally settled on using his cum towel as my entryway into my son's private sex life. It was just as likely to backfire as it was to bring us closer together, but as they say: high risk can lead to high reward. Nick breezed into the kitchen as soon as he got home from school. He made himself a thick fluffer-nutter sandwich on Wonder bread and wolfed it down. I asked him how school was and got the usual response, "It sucked." Once he was done with his sandwich, and swallowed a full glass of Mountain Dew in one go, he headed down to his bedroom. In a matter of minutes he was going to have his hard cock in his hand. I was sorely tempted to put off the talk and go around back and spy on him, but I knew there could be a bigger pay-off if I went through with my plan now. I knocked on his door. "Nick? Can I come in?" "Hold on a minute!" he yelled. "Don't come in, I'm...changing." More like franticly tucking his hard-on into his pants, I thought. I nervously chewed at my thumbnail as I waited, resisting the temptation to bail out and forget the whole thing. "Okay!" Nick called. I took a deep breath and opened the door. His room smelled faintly of boy sweat and old socks, but because it was my boy I found it almost pleasing. Or maybe that was just the pheromones talking. Nick was sitting on his bed, his laptop on his lap. It would have seemed innocent enough if I did know for a fact that it was concealing his erection. I forc'd myself not to glance up at the small window just above him, and I sat down on his bed. I looked him in the eye and gave him my most loving smile. "I have something I'd like to discuss with you," I began, "and I don't want you to be embarrassed about it." "Aw, geez," he rolled his eyes. He thought he knew what was coming. "You don't have to act that way." I gave him a playful slap on the knee. "At your age it's important that you understand the changes you're going through, and a big part of that has to do with sex. I don't want you getting bad information from your friends, or anywhere else. As your mother, I'm responsible for you, and that includes your sexual well-being." "Mom," he whined, "I'm not having sex. Okay? End of talk!" "That's not exactly true, is it?" "Yes, I swear." "You're having sex with yourself, aren't you?" "Huh?" A guilty look came over him. "You're masturbating." My voice sounded funny saying the word aloud. "No, I don't do that..." He wasn't the least bit convincing. "All boys your age do it." I patted him reassuringly on the knee. "And most girls as well. I masturbated all the time when I was your age. It's not something to be ashamed of." He chuckled nervously. "All the time?" "Sure." It felt surreal confessing this to my son. I always kept my self-pleasuring habits strictly private, and never spoke of them to anyone - not even my husband. "Everyone does it. Even moms masturbate from time to time." I gave him a wink. He looked shocked. "But...you're married," he stammered. "True..." I knew what he was getting at, but I was hoping to draw him out. "I mean, well, I figured that was something people did only because they didn't have a, um, partner, or whatever." "That's what I thought too, but I suspect you'll find yourself masturbating for the rest of your life, whether you're with someone or not." I couldn't help wondering if he still had a boner under his laptop or if hearing his mother talking about jerking off killed it. "Pleasuring yourself is a special treat that you will always want to enjoy, even when you have a girlfriend or a wife. No one understands how to make you feel as good as you can make yourself feel." He took a moment to absorb that. I couldn't help but notice his eyes stealing a quick glance at my chest. This set my heart beating a little faster. I wondered if he was picturing what I might look like while pleasuring myself. At least that's what I wanted him to be imagining. "So, let's try again," I said in a bouncy tone. "You can be honest with me. I'm not going to judge you. Nick, are you masturbating?" His cheeks reddened, but he nodded, confirming what I already knew. "A lot?" He shrugged. "Once in a while, I guess." "That's good," I said encouragingly. I could have called him out on the frequency, but I decided to let him slide for now. "I usually try to do it at least a couple times a week myself. It's a great stress reliever, but I'm sure you already know that." There was an awkward silence as my mind drifted to the thought of how thrilling it would be for him to watch me doing myself. "Okay, so that's all?" "Sorry, no," I snapped out of my daze. "I wanted to talk to you about cleaning up your 'mess' after you're done playing with your penis." "Um..." I got up and plucked the cum-stained towel from under his bed, then sat back down. I handled it like it was a normal towel, not like it was an object of revulsion. "I noticed this the other day. You've been using my good towels to clean up your sperm." He looked like he wanted to disappear forever, or at the very least die on the spot. "I...I, ah..." "It's okay, sweetheart, I'm not upset." I rubbed his leg to comfort him. "I understand how these things work. Your sperm has to go somewhere. I'd just you rather use something else to clean yourself up with after you cum." "I'm sorry." He was still mortified. I hated to see him so embarrassed, but it was more than a little adorable. "I bought you a set of your own towels just for that purpose. Okay?" I was still holding his soiled jizz rag in my lap. "And you don't have to hide it under your bed. It's all dusty and dirty under there. I don't want you wiping off your penis with a filthy towel." "Okay," he croaked. "And speaking of dirty," I lifted the towel and took a whiff, "your towels should be cleaned more often. At least once a week. Just leave the dirty ones by your door and I'll wash them for you." "I can wash them. It's too gross..." "Oh, sweetheart, moms are immune to gross." I gave his cheek and exaggerated pinch. "Especially when they love their darling boys as much as I do." I put the nasty towel aside and tried to figure out where to take the conversation next. "Masturbating is something that should normally be kept private, but I want you to know that there's no need to hide it from me." I was feeling warm all over. I knew where I wanted to go with this, but I didn't know how Nick might react. "I know you do it. It's a natural part of your sexuality, and I think it's a beautiful thing. As a matter of fact, I think for a boy your age you should be doing in more than just 'once in a while.'" "Geez, Mom," he said while trying to keep from cracking a shy smile. "Okay, I'll do it more, alright?" "Do what?" I prodded gently. "What you said." "I want you to say it." I gave him a playful nudge. "Whatever. Masturbate, I guess." "Is that what you call it?" "Not really." He noticed me looking at him expectantly. "I don't know. I guess I call it jerking off or something." That got a big smile out of me. "Jerking off," I repeated wistfully. "I always thought that had a nice ring to it." "God, Mom, you're so weird sometimes." He said it in a lighthearted way. "Tell me," I said with a conspiratorial whisper, "when was the last time you jerked off?" "I don't know," he said bashfully. "I played with myself just yesterday," I confessed boldly, as if I was proud of it. He probably couldn't tell, but my nerves were jangling inside me like crazy. "Really?" His eyes went to my chest again for a split second. "Yeah...me, too." If he only knew how horny I was at that moment... "Wouldn't it be funny if we were both doing it at the same time and didn't even know it?" "Yeah," he chuckled nervously. I gave him an appraising look. "Honey, can you do me a favor and put your laptop aside for a minute." "Um, that's okay." "It's all right," I assured him. "Please." Hesitantly he slid the computer off his lap and set it next to him on the bed. The bulge in his pants was plainly obvious. "It looks like you have an erection," I mentioned matter-of-factly. He shrugged. "Has your penis been hard this whole time we've been talking?" "Pretty much," he admitted with a sly grin. "Were you hard before I came into your room?" "Yeah." "You were probably getting ready to masturbate before I came barging in, weren't you?" "Sort of." "Oh, I'm sorry, honey. I didn't mean to interrupt you." I hoped he wouldn't be able to tell I was lying. "Do you want me to leave so you can jerk off?" "I guess..." "Or I can stay," I said as nonchalantly as possible. "I don't mind if you do it around me." "Yeah, right!" he laughed. "You think I'm joking?" I nudged him again affectionately. "I saw your little penis every day for years, there's no need for you to be shy around me." "Things have changed." I looked meaningfully at the bulge in his pants. "I can see that they have." He made a move to cover himself, then didn't. "So, you're really serious?" he asked, incredulous. "You want me to jerk off in front of you?" "Only if you want to." I almost couldn't catch my breath. "I'm not telling you to do it, but I think it could be nice...for both of us." "And you won't be grossed out, or think I'm a freak?" "Of course not, sweetheart." I gave him my most understanding smile. "I want you to be proud of your body, and not feel guilty about doing what comes naturally. If there's anyone in the world you should feel free to be yourself in front of it's me. I love you more than anybody in the world, and all I want is for you to be happy. If jerking off makes you happy, then it makes me happy, too." He looked around his room nervously, like he was trying to make up his mind. I waited quietly while he processed it all. "This is weird," he said with a bit of a laugh. "I don't want to pressure you. If you don't want me to see you playing with your penis, that's okay. I'll let you have your privacy and you can jerk off by yourself." "No," he said quickly. "I mean I sorta want to, but it's still weird, that's all." "Everything is weird the first time you try it," I assured him. "Maybe if you start slow and just take it out and show me how big you've grown since the last time I saw it." He swallowed hard, checked one more time to make sure I meant it, and began fumbling with this zipper. This was it! He was really going to do it! My mouth began watering, and could barely contain my jitters. When I saw that first peek of cock flesh I almost came on the spot. Nick, with some difficulty, fished his erect penis out of his boxer shorts, and then quickly moved his hand away. There it was, within hand's reach. It was my turn to swallow hard. He had a nice thick shaft topped with a perfect mushroom-shaped head. The tip glistened with a hint of pre-cum. As I stared at his dick, it jumped. I couldn't hold back a delighted giggle. "Sorry," Nick said with a bashful smile. "My goodness," I proclaimed, "you certainly have grown. Look how nice and big your penis is." I could see how proud he was to hear me saying this. "You're almost as big as your father, and you still have some growing to do yet." I wanted it in my mouth, but I had to stay in control. "You're going to make some girl very happy one of these days." "Some girls, with an 'S'!" he corrected me playfully. "Don't get cocky," I quipped. "Although, I now see why you're playing with it all the time." "Not all the time." "If I had a nice big penis like that I'd be jerking it off every chance I got." It sounded like I was joking, but I really did mean it. I often thought about what it would be like to have a dick. I would be playing with it nonstop! "Geez, Mom, I never knew you thought about that kind of stuff." "Everybody thinks about sex. Just because I had a couple babies doesn't mean I'm not just as horny as the next girl." His cock jumped again, and a little bead of pre-cum dribbled out. "Looks like you've sprung a leak," I said. He looked down at himself. "I don't know why it does that." "It's just a little extra lubrication to make it easier to slide your penis into a girl's vagina," I explained, worried I was sounding too much like a lame sex-ed teacher. "And it tastes very good, too." "How do you know that?" he blurted out. "What? You don't think I've ever sucked a cock before?" That got his cheeks blushing. "Whoa, Mom! T.M.I." "Sorry, sweetheart, I shouldn't be talking like that in front of you. It's just that with your penis out in the open like this it seems silly to hold back." We both looked at his erection for a few pleasant moments. "I thought girls didn't like giving blowjobs," he said. "Some don't. But only the stupid ones." It was all I could do to stop myself from ravishing him right there on the spot. He was so damned cute! "There's something very wonderful and special about having a man's penis in your mouth. If you're with a girl who hasn't figured that out yet, you need to think twice about being with her." "I'll be sure to remember that." I patted him affectionately on the knee once again and let my hand linger there. My boy was so grown up. "So, how're you feeling now about having your penis out in front of your mother?" "It's all right, I guess. Maybe it's not as big a deal as I thought it would be." "Do you want to try playing with it a little? It would be a shame not to put a nice hard-on like that to good use." "Just admit it, Mom, you totally want to see me jerk off, don't you?" It was my turn to blush. I was so anxious that I couldn't help being obvious. "Okay, fine! I admit it! But can you blame me? You're such a handsome boy, and just look at that beautiful cock." I took a deep breath and reined myself in. Nick seemed surprised by what I was saying, but not upset. "All I'm trying to do is let you know that I understand that you're a healthy young man, with certain urges, and that there's nothing you have to hide from me or keep secret. There's no reason that you have to be sneaky about doing what only comes naturally to all of us, and I think it would be nice if we could be comfortable enough around each other that you can masturbate when I'm around and not feel embarrassed about it. That's all." "It sounds funny hearing you say 'cock,'" he teased. "Would you rather I say 'penis'?" "No, the other way is better." "You like the dirty talk, eh?" I couldn't wait any longer. "Then why don't you pull those pants down, grab a hold of that big cock, and jerk it off for me." Nick smiled from ear to ear and quickly shucked off his pants. It was like all he was waiting for was a definitive green light from me. My tummy was fluttering as I eyed my half-naked boy. Actually, more than just my tummy was reacting. My pussy was soaking my panties, and it was a real effort not to rub myself between the legs as I drank in the site of Nick wrapping his hand around his stiff shaft. Now that I had a full view of everything I was taken with how scrumptious his balls looked. They were two perfect, oblong spheres of masculine enchantment. I wanted so badly to cup them and give them a nice gentle squeeze. Nick had a dark patch of pubic hair above the root of his cock, but his balls were nearly bare. I imagined how nice they would feel in my mouth. "So...just go for it?" he asked. "Just do it like you would if I wasn't here." He gave himself a few tentative strokes. "All the way to the finish?" "The whole point of masturbating is to make yourself cum, right?" "I wasn't sure if you wanted to see that part of it." "Just assume that I want to see whatever you're willing to show me. Trust me, I can handle a little cum. How do you think you got here in the first place?" We shared a nervous laugh, and then I forc'd myself to keep quiet. My gaze moved conspicuously down to his cock and balls. He took the hint and began stroking again. His hand moved up and down nice and slow to start. My son looked so cute with his penis in his hand. I couldn't believe it was happening. After watching him so many times secretly from the window, I thought it would only ever be a fantasy to be sitting on his bed with him as he pleasured himself. He picked up the pace a little. Our eyes met and we exchanged apprehensive smiles. He was obviously enjoying it, and I was certainly enjoying it, but there was still a tension between of us as we pushed ahead through uncharted waters together. Nick must have been wondering if I was going to pull the rug out from under him at any moment, or suddenly cover my eyes and run from the room disgusted with him. I know I was anticipating him realizing how perverse this all was and covering himself up in a fit of shame and guilt. We both held our breath, while he continued stroking and I continued watching. Nick's hand was moving at a steady rhythm. He was more relaxed now that we'd gotten past the initial minute or so without incident. I caught myself licking my lips, and quickly stopped. I didn't want to lead him to believe I wanted to do anything more with him that what we were doing already. As much as I would have loved to indulge in that beautiful cock of his, I wasn't going to allow myself to go so far as to engage in full-contact i****t with my own c***d. That just wouldn't be right. Watching him masturbate wasn't anything all that bad, if you thought about it. If he was okay with it, and no one was being forc'd, what could be the harm? It seemed a wonderfully special way for me to form a new kind of bond with my son. There were sure to be all sorts of practical benefits that could come from us having a closer and more open relationship. What better way for him to learn the finer points of love and sex? I was mesmerized by his motions. The action seemed so natural to him. He knew the exact amount of pressure, the perfect speed, and the right moment to give his wrist a slight twist at the top of his stroke. It was apparent that he'd been practicing for years. I was thinking that I could watch him do this all day when the sound of his voice startled me. "Sorry it's taking so long," he said. It seemed like only a few moments had passed, but it was probably more like four or five minutes. "Maybe because I'm nervous." "No need to rush, honey, I'm enjoying the view just fine." "Okay, I just didn't want you to get bored." "Not likely." I gave his thigh a motherly caress. "I notice you're not using any lotion or oil." He shrugged. "It's alright like this." "Here, hold out your hand." Nick took his hand away from his cock and gave it to me. I turned his palm up and spit as much saliva as I could into his palm. "There, see how that feels," I said and let him have his hand back. He grabbed his cock with his spit-slicked hand and resumed stroking. A wet noise now came from his pumping fist that sent chills up my back. His broad grin told me he was feeling the difference. "It might be taking longer also," I supposed, "because I'm assuming you're usually looking at some type of porn when you're jerking off." "No...not really..." he lied. "I don't mind, honey. Do you use your computer, or do you have magazines hidden around her somewhere?" I knew the answer, but I didn't want him to know how familiar I was with his private habits. "The computer...but that's okay, I don't need it." He started beating off faster as if he really wanted to prove it. "Maybe I could help." "What do you mean?" I began unbuttoning my blouse. "Tell me if you want me to stop." I undid another button and he didn't say a word. His hand slowed as he stared. I got to the last button and opened my shirt up. In preparation for just such a possibility as this I had on one of my sexier bras. It was powder blue and the cups were made from a very open-style lace. This allowed my dark nipples to show easily through the thin material. "I'm no Playboy model, but there they are if it helps you any..." "Sweet," he choked out under his breath. "You can tell me if seeing your mother's boobs is a turn off. It won't hurt my feelings." I made a move like I was ready to cover them up. "No! Yes! I mean, it's okay, I don't mind." "All right, as long as you don't feel strange about jerking off while looking at your mom's tits." "Oh, it's definitely strange, but I like it." As he leered at my chest I noticed he was beginning to add little thrusts of his hips. It was like he was fucking his fist right in front of me. He pulled his t-shirt up, exposing his stomach and chest. Now we were getting somewhere! "To tell you the truth," I said with a wince, "this lace is kind of scratchy on my nipples." With that I reached into one of the cups and scooped my boob out. I did the same with the other, leaving my bra scrunched up under my tits, propping them up almost like a bustiere. The effect was quite flattering, making my mature breasts almost appear perky. And suddenly there I was, sitting in front of my son with my naked tits hanging out. I hadn't planned on going this far, but it felt exhilarating. "Holy schnikies, Mom!" It sounded as though he approved, but I couldn't let it go at that. "Do you like them?" I pinched my nipples and gave them a firm tug to be sure they were standing up nice and proud for him. "Hells, yeah!" His cheeks were flushed crimson and he was jerking faster than ever. "I've never seen real ones for real before." He was barely able to make sense, and he was getting that lost look in his eye that men get when they're close to orgasm. "Mmm, that's my boy, jerk that cock good." I couldn't take my eyes off his pounding fist. "Are you going to cum for Mommy?" I gave my boobs a jiggle. "Look at my tits and make that beautiful cock cum for me." "Oh, God," he moaned. "You're so..." He couldn't finish the thought. A frothy stream of pre-cum was leaking out and mixing with my spit that was already glazing his shaft. "Almost there," I said encouragingly to my boy. "Let me see that cum. Show me what a big boy you are. Shoot that big load." "I'm...I'm going to...Mom, I'm going to cum..." "That's it, baby, let it happen. I'm watching." His body suddenly clenched in a powerful spasm and spurts of thick white goo began erupting from his cock. The first one shot up onto his shirt, but the subsequent squirts coated his belly in fresh, warm spunk. It was gorgeous. If I touched my clit right then I would have been able to orgasm in a matter of seconds. I was on the verge of cumming without even having to touch myself. Nick continued pulling on his cock and grunting with pleasure as he milked several more gobs of jizz out of his penis. My mouth was once again watering. And as soon as the scent of his semen reached me I nearly lunged for his dick. But, before I could, I noticed him reaching for his nasty old cum towel. "No! Hold on." I jumped up and hurried to just outside his room where I had a stack of three cheap white hand towels I had picked up at Walmart for him to use from now on. I purposely didn't tuck my tits away, and so when I came rushing back in they were bouncing all over the place for him to see. He reached out for me to hand him a fresh towel. "Let me take care of that mess for you," I suggested. "I'm always cleaning up after you anyway." I took my time and gently dabbed up the cum from his chest and belly. I then pinched his cock between my thumb and forefinger and lifted it so I could wipe his gooey shaft and head clean. My whole body was alive with tiny bolts of electricity as I went about my work. His cock was still pulsing with the aftershocks of his orgasm. One last dribble of semen emerged from his little pee-hole. I swiped it with the tip of my finger, then wiped my finger on the towel. "There, all clean." I looked up and didn't see the smile I was expecting to find. "Is everything okay?" "Yeah...I don't know. I'm just being stupid." "Tell me, sweetheart. What is it?" "It's that sometimes I feel like a loser after I...you know, finish. It feels really good when I'm doing it, then as soon as I'm done I get annoyed at myself and wish I could stop. I've tried a few times, but I can't go for more than a couple days. It makes me feel a little pathetic I guess." "Don't worry about that," I said like it was no big deal. "Everyone sometimes has a bit of post-orgasm remorse. When I was a girl I thought I was the only person in the world who masturbated, and I felt like a depraved monster. Nobody ever talked about such things when I was younger. There's nothing pathetic about enjoying the pleasures of your own body, and you're not a loser at all." That seemed to cheer him somewhat. "I know, but this is going to take some getting used to." His eyes couldn't stay on my face and I realized that my tits were still out. I felt a happy tingle in my nipples. "So, you think you maybe want to try this again?" "Right now?" "Well, I meant in general." "Oh...sure, I guess that would be cool." "Could you really do it again right now if you wanted?" I had noticed that his cock hadn't gotten the least bit soft since he'd come. "Probably." "Your b*****r is going to be home from school soon, so if you want me to stay and watch again you better make it quick." He gripped his erection and got started. "I'd like it if you stayed." "Should I keep my tits out for you?" "Yes, please." He was whacking away vigorously. "I liked it when you touched your nipples like that before." "You want me to do that again?" He nodded enthusiastically. I gave him a nice show, tweaking my nipples, giving them a good pull and a twist. I grabbed my boobs and squeezed them together. I was tempted to demonstrate how I could lick the tips, but I thought I'd better save that for another time. I massaged my breasts seductively, and my son was captivated. I was keenly aware that the only thought on his mind was likely how much he wanted to suck on them. Nick was less reserved this time around, and he masturbated energetically. The sound his fist made beating up and down was so arousing. He even felt comfortable enough to play with his balls as he was getting ready to come again. But the best part was when he reached his hand out to me palm up. I leaned forward and spit in his hand again, then watched him smear my slick saliva all over his prick and resume jacking even faster. "You're tits are so good, Mom! Ahhhhh!" More cum sprayed from his dick. I couldn't believe he had any left after his last performance. This time his body went slack when he was done and a look of contented satisfaction was there instead of shameful guilt. He lay quietly as I went about cleaning him up for a second time. When I was done, I leaned over and gave him a quick kiss on the lips, then another on his forehead. I ruffled his hair, put my tits away, and buttoned up my shirt. His cock was softening some, but not much. The power of youth. "Well, after all that, I have some things to attend to myself. When your b*****r gets home, can you try to keep him downstairs? I don't want him upstairs while I'm in my room masturbating, I might get a little noisy." "You're really going to go do it right now?" "Like I told you, moms get horny, too." I patted my crotch suggestively. "And I haven't been quite this horny in years." I picked up the older cum-crusted towel, along with the freshly anointed one, and headed out of the room, feeling my son's eyes on my ass as I went. "Would it be too soon," Nick called after me, "if we did this again tomorrow?" "It's a date, stud." I blew him a kiss and headed upstairs with my prizes. I was naked as soon as I closed my bedroom door. I didn't even make it to the bed and just dropped down on my hands and knees right there on the carpet and attacked my pussy. As predicted, I came in about ten seconds flat. I crawled up onto my bed, got on my back, spread my legs wide, and gave myself a slower more relaxed pussy massage. The image of my son coming all over himself as I watched played over and over in my head and soon I was racked with another major orgasm. I heard my younger son Timmy arriving home, but I wasn't done yet. I brought myself off three more times before I was at least somewhat sated. There would be some feelings of guilt and post-orgasm remorse for me to deal with at some point, but for the moment I was as happy as could be. I was already looking forward to doing it all again the next day!