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From: Ann Douglas <annd@pop.tiac.net>
Subject: AnnD: Mother And Son - (2/2) - MF
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	Hello once again.  As in the past, comments
are both appreciated  and encouraged.  Suggestions
are also welcome. Please respond by E-Mail as it
makes it easier for me to get your reaction.   One 
thing I do ask is that you now include your first
name and age in  your comments.  It gives me a
better idea who my audience is.  Thanks and enjoy
the story.
     
                MOTHER AND SON
		Part Two
		 By Ann Douglas


	At ten to six, she pulled back into the
driveway.  She called out to Billy who was down in
the basement working on his bike.  Quickly locating
the video Billy had brought home this afternoon, she
switched it with the one she had just rented.  Billy's
video was still in the bag so she was sure he hadn't
checked on the title.
	Next she dialed the operator and said that
she was having problems with her phone and would
they please call her right back as to test her phone. 
When the phone rang a few moments later, she was
quick to call out that she had it.
	After thanking the operator for her help and
saying that the problem must've corrected itself,
Elizabeth called Billy up from the basement.
	"Bad news I'm afraid."  She said, trying to
put on a disappointed face.  "That was Mr.
Carrington. Since we had to cancel that meeting
with the people from Johnson Foods this morning,
they decided that want to have a late working
dinner, so they can discuss our plans for their new
ad campaign.  So I'm afraid it just you and the movie
tonight."
	"That's ok, Mom."  Billy said
sympathetically.  "Maybe I'll forget the video and go
over to a friends house."
	"No can do, sport."  Liz said, having
considered the possibility.  "I'm expecting an
important call from your Aunt Cynthia.  She on the
road this week so there's no way for me to track her
down.  If she calls I want you to get her number and
beep me."
	"Ok, I guess what I had to do can wait to
tomorrow."
	"That's a good boy,"  Elizabeth smiled as she
kissed him on the cheek, satisfied that she'd covered
all the options.
	Then she excused herself and headed upstairs
to get ready for her "business dinner."


	Forty minutes later, Elizabeth reappeared in
the living room. She walked in front of Billy in the
couch and stood between him and the television. 
Then she struck a suggestive pose.
	"How do I look, big boy?"  She said half
comically.
	"Wow!"  Billy exclaimed.  "Mom, you look
hot....I mean...."	
	"That's ok, I know what you mean, and I'll
take it as a compliment. It's been a long time since
I've really dressed up.
	Elizabeth was wearing a very low cut dress
that gave Billy an ample view of her breasts.  She
gave him plenty of time to let it all sink in, pleased
that his sight never left her bosom.  
	"Not bad for an old lady, huh?"
	"Not bad for any lady,"  Billy answered,
forgetting for the moment that this was his Mom he
was ogling.  "You'll have those guys buying ice in
December."
	"Don't stay up too late, sweetheart."  She
said as she tossed a wrap around her shoulders and
headed for the door.  "Oh and enjoy your movie."
	

	Once she pulled the car onto the street, she
drove exactly two blocks.  Then she parked it, and
walked back to the house.  Letting herself in the
back way, she sat down in the laundry room and
waited.  If Billy followed his normal routine, he
would start running the video as soon as
Entertainment Tonight was over -  in about fifteen
minutes.  Elizabeth found herself both nervous and
flush with excitement.

	True to form, Billy hit the play button at
08:01.  By 08:02 it was obvious that he was
definitely not watching Sister Act 2.  Not unless
Woopie Goldberg was now making Porno Films.
The video store must've mixed up the films.   Billy
had only see one other adult film, the time Stevie
Esposito's father had forgotten to lock out the
Playboy channel on the cable box the night before. 
That was G rated compared to this.  
	Hearing the movie come on, Elizabeth
moved from the laundry to the kitchen, then around
through the long hall until she was at the same spot
she had first spotted him and Jan this morning.
	He was already almost fifteen minutes into
the movie and showed no lack of interest in the
subject matter.  If anything it had his undivided
attention.  Looking closely at the movement of his
right shoulder, Liz realized he was jerking off to the
film.  Definitely a step in the right direction.
	With a deep breath, she walked into the
room.

	
	She stood behind him for a few minutes,
admiring his young body as he played with his hard
cock.  She felt the familiar tingling between her legs,
made more intense by the thought that this was her
won son.

	"That looks like fun, doesn't it?"

	"Oh shit!......Mom!"  Billy cried out as he
dropped his cock and spun around at the sound of
her voice.
	It took a few seconds for him to recover
from the shock of her presence, then he stammered
out.
	"The video store made some kind of
mistake.....they had the wrong film in the box."
	"I'm sure they did, still it looks like a very
interesting movie, don't you think?"  She said as she
walked around the sofa and sat down beside him.
	Remembering that he was half naked, Billy
reached down to pull up his pants.
	"No, don't...." Liz said softly as she stopped
his reaching hand with her own.
	"There's nothing to be ashamed about..." 
She said as she moved her fingers from his hand and
placed them directly on his cock. 
	"Oh shit!" Billy exclaimed as his cock jerked
involuntary at her touch.
	"Feels nice doesn't it?" She asked.
	"Ye......Yes..."  Billy replied, unable to deny
how good it felt to have his Mother stroke his cock.
	"Do you want me to stop?"  She asked. "I
will if you want?"
	"No, please don't stop..."  Billy said, almost
too softly to hear.
	Elizabeth didn't say anything for the next few
minutes. She just continued to stroke his swelling
cock, tracing along his veins with her nails and
cupping his balls with her other hand.
	"I saw you with Jan this morning..."  She
said, continuing to play with his dick.  "I saw him
suck your cock and I know he wants you to suck
his."
	Billy started to say something but she put
two fingers across his lips, indicating that she just
wanted him to listen.
	"I'm trying not to be judgmental about this." 
She continued. "I want you to do what ever it may
be that makes you happy.  I've always tried to make
sure that you had the knowledge you needed to
make intelligent decisions.  Right now I think you're
making one without fully understanding the options
available to you."
	She paused a moment to make sure he was
understanding what she was saying.
	"If you want, I'm going to show you exactly
what its like to be with a woman.  I want you to
forget that I'm your Mother and just think of me as a
woman who desires you very much.  Do you
understand that?"
	Billy nodded his head yes.
	"Do you want me to go on?"
	Billy again nodded his head yes.
	With a wide smile on her face and a burning
desire building between her legs, Elizabeth bent
down and took his cock into her mouth.


	Billy leaned back against the sofa and closed
his eyes in bliss.  As nice as Jan's mouth had felt
around his cock  this morning, it was nothing
compared to this.  The wetness of his Mother's
mouth seemed to engulf his entire being.  Her
tongue seemed to be everywhere at once.  Licking
up under the crown, tickling the sensitive area
beneath his balls,  massaging the sides of his cock as
she took him all the way into her throat.
	"Oh Mom...."  He moaned.
	Hearing him call her name reminded Liz that
this was her son's cock in her mouth.  She increased
her rhyme, causing a more powerful reaction from
Billy's cock.  She could taste the saltiness of his cum
as it
leaked from his hole.  The same saltiness that Jan
had tasted this morning.  Now it belonged to her.
	She gripped the base of his cock and pressed
her fingers tight against the urethra, preventing him
from cumming.  She could feel the pressure against
her fingers, she knew how badly he wanted to cum.
	"I have to cum so bad......."  He pleaded. 
"Please Mom,  I want to cum."
	Elizabeth continued to suck and stroke him
for another ten seconds.  Then she released the
pressure around the base of his dick, sending a
stream of hot boycum gushing into her mouth.
	She intentionally slurped the white cream,
letting it splash across her face.  It dripped from her
lips and down her chin.  She reached out with her
tongue and licked it from her lips.  It was the best
she had ever tasted.  Then again how could it not be,
it had come after all from the fruit of her loins.
	Her face still smeared with his cum,
Elizabeth moved up to his face and pulled him to
her. She kissed him, softly at first, allowing him to
taste his cum on her lips.  Her tongue then found it's
way within his mouth, again bringing the strong
taste of boycum into his mouth.  No matter what
tomorrow brought, it was his Mother/Lover who
had given him his first taste of boycum.
	Billy continued to kiss his Mother and licked
her face clean.  Already he could feel a movement in
his cock, it wouldn't be too long before he would
grow hard again.  He didn't care if what he was
doing was right or wrong, he only knew that he
didn't want it to stop.
	Not that stopping was anywhere on
Elizabeth's agenda.  She broke her son's embrace
and stood up.  She reached behind her and undid the
dress laces around her neck.  Once undone, the top
of the dress fell free, exposing her swollen breasts,
held only in place by the satin green bra she had
purchased earlier.
	"I noticed you admiring these earlier..."  She
said as she massaged the globes with her hands.  "I
thought you'd like a better look."
	"Oh yes..."  Billy said as he reached up and
pressed  his hands against the soft flesh.  His fingers
slid beneath the thin green material and brushed
against Liz's hard nipples.
	Now Elizabeth moaned softly as Billy played
with her nipples.  He pulled her breasts down to face
level and buried his face in her cleavage.  His tongue
licked every inch of exposed breast, planting kisses
on each mound again and again.
	Billy's fingers followed the soft material
cupping her breasts and soon undid the hooks that 
held it together.   As the material fell free, he was
rewarded with his first unrestricted look at his
Mother's breasts....a sight he had dreamed about
many a night.
	He reached up and cupped one breasts,
guiding the nipple into his mouth.
	"Softly......."  Liz whispered as she helped
place the nipple in his mouth.  As his lips closed on
it, she felt the same sexual excitement she had felt
sixteen years before when she had first breast fed
him.
	She felt his teeth grate against her nipple a
few times but made no attempt to correct him.  That
would come in the future. Right now it was enough
that he was enjoying himself.
	After he had suckled at her second breast for
a while, she brought her mouth to his own breasts. 
She traced the outline of his aureole with her
tongue, then took his small nipples into her mouth. 
Demonstrating that a man could also feel many of
the same pleasures a woman felt.
	Billy was amazed at how good it felt, he had
never considered his boy breasts as sexual parts of
his body.  As Elizabeth continued to tongue his
nipples, she pressed his hardening cock against her
pantied covered mound, slowing dry humping
against it.  In no time at all her panties were moist
with her own juices.
	"Are you ready to see my cunt?"  She
whispered in his ear, taking secret delight in her use
of such language. 
	"Yes, please show it to me."
	Elizabeth leaned back on the edge of the sofa
and spread her legs wide.  She reached down and
undid the two side strings that held the panty
together.  Then with a flourish, she pulled the green
cloth away, revealing her mound of delight in all its
fiery red splendor.
	Billy's eyes widened in wonder as he looked
down on his first real pussy.  A pussy he was sure he
would not only get to touch, but would soon be
inside of.  He never considered the thought that this
would be his second journey into this particular
tunnel of love - the first having been in the opposite
direction.
	Watching Billy's eyes, Elizabeth was glad she
hadn't let the saleswoman shave her pussy.  Perhaps
another day, but the small framing mound of flaming
red hair suited her perfectly right now.
	"I want you to kiss it."  Liz said.  "I want
you to lick my pussy and taste how sweet the juices
can be."
	Needing no further prompting, Billy dove
right in. Clumsily at first, he simply tried to take the
whole thing in his mouth like he had Elizabeth's
nipples.  Then he settled down and began to lick up
and down, using his hand to expose more of the pink
softness within.
	From biology class he knew what the clitoris
was, although he was sure he was the first guy in his
class to actually have the chance to see one close up. 
He reached out to it with his tongue and was
rewarded with another series of soft moans from his
Mother.  The taste of girlcum filled his mouth, so
different from his own  - but surprisingly nice.  So
much for all the fish jokes he had been told.  
	Elizabeth's cunt grew wetter with each
passing minute.  She guided Billy's fingers into her
pussy and quickly showed him how to finger-fuck a
woman.  Between his tongue and fingers, she was as
wet as she could be.  Her body cried out for his hard
boycock.
	"Billy, I want you inside me...." She said,  "I
want to be your first woman."
	Billy smiled as he took a hold of his cock and
straddled his Mother.  He placed it at the entrance of
her hole and gently slid it in.  She was so lubricated
that he quickly filled her until his balls slapped
against her ass.  He reached down and took a hold
of each of her legs as he had seen them do in the
movie, then began to fuck her as hard as he could.
	"Oh God Yes!"  Elizabeth cried out as she
felt her son's cock fill her.  It felt so good.  She
reached behind him and grabbed his ass.  Taking a
firm grip, she added her own strength to his thrusts,
taking him deeper inside her.
	With every once of energy he could muster,
Billy thrusted his cock into his Mother again and
again.
The walls of her pussy felt so good as they wrapped
around his cock.  Jan had to have been wrong,
nothing could feel as good as this.  
	Sweat covered both their bodies as they
thrashed back and forth atop the couch.  A few feet
away the porno movie continued unwatched, but
matched in intensity by the two oblivious viewers.
	Finally, Elizabeth felt Billy's body began to
tense, signaling an imminent explosion within him. 
She grabbed him as hard as she could and pulled him
as far within her as possible.  Years of experience
allowed her to hold off her own climax, she wanted 
them to reach simultaneous bliss.  As soon as she
felt the shudder of his body she relaxed and let it
trigger the volcanic waves within her own body. 
Her pussy exploded as she felt the burst of her own
son's cum fill her body, electrical charges radiated
outward until they filled the core of her being.  She
smothered his face against her breasts, allowing his
to taste the sweat that covered her body.  Then as
the tremors subsided within, she pulled his head up
and kissed him.  Not the kiss of a Mother, but that
of a Lover.


	They laid there together and fell asleep naked
in each others arms.  In the morning they took turns
showering and quickly dressed.  Over breakfast they
discussed the night before.  
	It was quickly agreed that what happened
last night would never be repeated.  It was now up
to Billy to make his own decision about him and Jan. 
If he wanted to go and meet Jan, even if he wanted
to experiment with him a little more it was his
decision. At least now he had something to measure
it against.  
	"I'm not going to ask you what you decided,
Billy."  Elizabeth said as she drank her coffee.  "But
no matter what it is, I want you to know that I'll
always  love you and support you in whatever you
do with your life."
	"Thanks Mom, "  Billy said as he kissed her
on the cheek, the kiss of a son to his Mother.  "But I
want to tell you what I decided."
	Elizabeth slowly put down her coffee mug
and gave her son her undivided attention.
	"I'm not going to have sex with Jan anymore. 
I realize now that it would just be another form of
masturbation.  It might feel good, but without the
emotional feelings that should go with it, it would
feel empty in the end."
	Elizabeth smiled, her son was well on the
way to becoming a man in more ways than she had
thought.
	"I think I'll give Cindy a call, see if she'd like
to go to the park today."  Billy said as he reached
for the phone.
	"Billy.....:  Elizabeth said in her strongest
Mother voice.  "You can't expect what happened
between me and you last night to happen between
you and any of the girls you might date  -  at least
not for a very long time."
	"I know, Mom,"  Billy said smiling.  "But at
least I know what the prize is at the end of the
game.  It makes it worth playing."
	
	It was all so simple to him now, a new
confidence filled him as he spend the next ten
minutes on the phone with Cindy.  
	"How do you like that? She said she was
hoping I'd give her a call. Said she acted kinda
stupid the last time we went out and wants to start
over if its ok with me?"
	"What did you tell her?"
	"I told her that as far as I was concerned, we
were both starting from square one."
	
	"That's good to hear, but as long as you've
got the phone, don't you think you should give Jan a
call.  You should at least tell him you're not coming
over.
	"You're right,"  Billy said as he picked up the
phone again. "I owe him that much."
	"Have you given any thought to what your
going to tell him?"  Elizabeth asked  curiously.
	"Actually I have, I was kind of hoping that I
could invite him over this afternoon and you could
give him the same object lesson that you gave
me....."
	"Billy!!!!!"   Elizabeth cried out in mock
anger. "How could you even suggest such a thing?"
	"Well if you don't think its a good idea..."
	"Of course not, this afternoon is definitely no
good.  Tell him to come by around 07:30."
	Mother and Son then both burst into
laughter.


END


-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=

Priorities ....

	A hundred years from now....
	  	 It won't matter how much money I had....
			What kind of house I lived in ....
				Or what kind of car I drove...	

	What will matter is that the world might be a better place...
		Because I was important in the life of a child. 	

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