("`-''-/").___..--''"`-._ `6_ 6 ) `-. ( ).`-.__.`) (_Y_.)' ._ ) `._ `. ``-..-' _..`--'_..-_/ /--'_.' ,' (((' (((-((('' (((( K R I S T E N' S C O L L E C T I O N _________________________________________ WARNING! This text file contains sexually explicit material. If you do not wish to read this type of literature, or you are under age, PLEASE DELETE THIS FILE NOW!!!! _________________________________________ Scroll down to view text Archive name: oedipus.txt (FF/b, bb, bg, inc, ped) Authors name: Gunga Dick (yataala@aol.com) Story title : Oedipus Shmedipus -------------------------------------------------------- This work is copyrighted to the author © 2003. Please don't remove the author information or make any changes to this story. You may post freely to non-commercial "free" sites, or in the "free" area of commercial sites. Thank you for your consideration. -------------------------------------------------------- Oedipus Shmedipus (FF/b, bb, bg, inc, ped) by Gunga Dick (yataala@aol.com) *** Young Bobby develops an interest in sex and everyone around him strives to fulfill his youthful fantasies. *** I was nine going on ten when I first realized what my dick was for. I mean, I knew about peeing and all that, but the other use is what I'm talking about. Oh, I had played the childish games of same sex exploration. I lived in a woodsy area and my friends and I used to go into the woods and builds forts and tree houses. We'd play cowboys and Indians and the Indians would wear make shift loincloths. We'd sit around and show each other our dicks and giggle if someone got hard. Somebody would inevitably reach over and slap the small hard-on and we'd all laugh. A couple of times we even talked someone's sister into showing us her hairless little slit, but it meant nothing to us except for the oddity of not seeing a penis there. As we grew older - speaking relatively of course - the experimentation started to change. We would all be sporting little hard-ons as we sat around and whispered about things erotic. The playful slaps had turned into playful grabs and sometimes the hand would linger for a squeeze. By the age of ten, I had realized that this actually felt pretty good. It seemed like I had a hard-on every waking moment. I remember how I enjoyed pushing my throbbing little cock against things. It didn't have to be anything special. As long as it provided resistance to my pushing I was happy. A table edge; a doorframe; a bicycle seat; these all became things with dual purposes. I would lie on my stomach at night and grind my little tool into the mattress. Ah, what a life! As my eleventh year rushed upon me, two things happened. First; my best friend Billy and I discovered masturbation, and second; I discovered my mother. Not like I was Columbus and I was about to plant a flag up her ass and claim her for king and country. I mean I realized that she was a woman. And, one hell of a woman at that. My father had been a college professor. He taught college physics and advanced mathematics. My mother had been one of his students. They had ignored the rules and were having an affair when my father was talked into joining a friend in developing one of the companies that were seminal in the creation of California's Silicon Valley. My dad quit the University and my mother went with him. They got married. He was forty-five and she was eighteen. What can I say; they were in love. The marriage seems to have been a happy one and it's lasted all these years. My father always said that my mother was the most beautiful woman he'd ever seen, and as puberty started rearing its ugly head, I was prone to agree. I always thought my mother was pretty. Hell, she was my mother. Don't we all think that at one time or another in our youth. But, I suddenly realized that she was hot. And, I mean hot! All my friends used to tell me how hot she was and I would just laugh along, but as I became older, I started getting angry when they talked about her that way. I also began to notice how grown men would react to her. The grocery clerks and bag boys, the dry cleaner, the milk man, the mail man, even my father's friends; they all wanted her. I could tell by the way their eyes ate her up. Their eyes would caress her as she walked away and many a time as I glanced back and glared at them, the men would blush and turn away. My father loved to have parties. Dinner parties, pool parties, barbecues; you name it and he was planning it. During these parties, my mother would play hostess and she would walk among their guests like a goddess. I remember wondering why women would stare at her with such hatred in their eyes, and many a time I'd seen some man being chastised in harsh whispers by a wife who had caught him staring. Their eyes never left her. I could see them watching her out of the corner of their eyes, and if they thought no one was watching them, they would openly ogle her with eyes burning with desire. I knew that my father knew this, because he was never far from her side. I realize now that there may have been some jealousy involved, but it seemed to me at the time that he was her protector. Whenever some drunken male friend became a little too friendly, my father would be there to escort him to the coffee urn. I remember one pool party when a fight broke out and I remember seeing my father dragging some guy out of the pool. The guy sported a bloody nose and he was quickly whisked away by a red-faced wife. It was the last time I ever saw them. I remember the party being rather subdued after that and soon most of the guests were gone. I remember also that my mother was angry with my father and she kept repeating how she could take care of herself. Anyway, on to the first discovery. I was staying over at Billy's house one night. I know, that's how most of these stories go, but that's how it happened. We had gone to bed and we were looking at a purloined Playboy with a flashlight. Billy usually shared a room with his older brother, but Brian was away at a friend's on this occasion. Every little creak would cause us to jump around and make believe we were sleeping. We looked at the naked women and talked about how they were so much different than the little girls we knew. We wondered why we never saw girls that looked like that. Billy knew how I felt about guys talking about my mother so he never mentioned that he thought my mother could be one of those girls. We had finally grown tired of peering at the pictures in the half darkness and had lain back and were talking and feeling our little boners. Billy asked me if I knew how to jerk off. I told him I didn't know what the hell he was talking about. He asked if I ever made my cock feel good and I told him about rutting in my bed and the other objects I would rub up against. Billy thought that was funny and he was caught up in a fit of giggles so I pinched his nipple and he stopped suddenly. We talked some more and he explained to me what he meant by jerking off. I was dumfounded. I couldn't imagine how pulling up and down on your dick was supposed to make it feel good. Billy told me his older brother Brian had shown him what to do and that he would show me. I thought that jerking off was the best thing invented since Disney Land. We would spend hours every week just stroking away. There was no way to describe the feeling of that small spurt of cum rushing out of my dick. I'm surprised that I didn't have calluses on my hand. I would get up in the morning and pee and masturbate. At school, we would go into the boys' room and sit in a stall and masturbate. On the way home, we'd stop in the woods and masturbate. After dinner, we'd go to one of the many secret spots we had chosen and we would masturbate. At night, after going to bed, I would masturbate. I often worried if I was doing damage to myself. We would hear all the usual stories about guys with glasses and about small shriveled up penises, but we just kept on stroking and stroking. Then, one night as I stayed over at Billy's again, he asked if I wanted to learn something new and even more wonderful. I couldn't imagine anything better, but told him yes. Billy reached over and started stroking my cock. Within moments, I realized that I had come that much closer to nirvana. It only took a few moments before my small load of milky cum splattered upon my chest and dribbled onto Billy's hand. I was exhausted. I felt like my muscles wouldn't respond to my commands. I lie there and breathed through my mouth and listened to Billy asking me how it was and him telling me that his brother Brian had shown him this also and wasn't it so much better than just doing ourselves. I wanted to tell Billy to shut up, but I didn't have the energy. The next thing I remember was waking up and finding a surly Billy lying next to me. He was angry because I hadn't returned the favor. So I obliged him and then he did me again. My eleventh year was a year of change for me. I mean physically. I had one of those growth spurts. My feet got bigger, none of my clothes fit correctly, and my dick sprouted a couple of inches. On my twelfth birthday, I was the proud owner of a five-inch woody. Billy was left behind in the dick department. It looked about half the size of mine when we fooled around. He couldn't get enough of my dick. I think he spent more time holding my cock than his own. I was also the proud new owner of a couple million hormones. My voice was cracking like a tenor whose balls are trapped in a vice. I had hair sprouting all over the place. My pubic hair and my underarm hair just seemed to appear overnight. My father took me aside one day and talked to me about the birds and the bees, which only made me horny, and as he left he handed me a stick of deodorant and said, "Use it!" Girls were now a constant diversion for me. Oh, I wasn't getting any, but I liked to look. My grades went south and my dick went north as I paid more attention to the girls in class than to the teacher. Then one day the inevitable happened. My mother turned me on. We were never a we-can-walk-around-naked-and-act- naturally family. We were more of the I-could-care-less- if-he-sees-us-in-our- underwear type of household. My father would often sit at the breakfast table in boxers and a tee shirt. My mother had more decorum. She had a number of nightgowns. Her favorite was a brightly colored kimono style thing, which my father had brought back from a trip to the Orient. I never thought about what my mother wore to bed. Sometimes she had a camisole on under the nightie and at other times an old tee shirt or even nothing at all. I had never thought about my parents having sex. Hell, I never thought about any one having sex. To me sex was whacking off. I hadn't considered sticking my cock into anything yet. Although, I did have some strange urges. It wasn't until after my father and I talked that I realized there was more to sex than mutual masturbation. I wasn't stupid. I just never spent much time thinking about it. My mother never had a paying job. She worked, but it was all for free. She was on this board, and on that one. She headed a couple of charitable foundations and some women's clubs. She was always saving someone or something. When my father's workday ended was usually when my mother's began. She would tend to the house during the day and attend meetings and galas at night, dragging a complaining husband in her wake. My mother always seemed to be running late. She would scurry from the bedroom to the bath and back again. It was as though she had a schedule for getting dressed. She would whip by in bra and panties. The next time she came by she'd have on a blouse, and then the next a skirt, and so on. It was as though she was finding her clothing by accident. Oh! There's that dress! It was on one of those occasions that I fell in lust with my mom. She came running out of the bedroom, trying to shove an earring in her ear and heading for the bathroom. She had on panties and bra. And they were black lacy things. Sheer. For the first time I got a glimpse of her nipples. They were squashed against the material of her bra. Small brown pieces of flesh that would haunt my dreams for days to come. I suddenly took in the sight of my mother's body. The swell of her breasts as they bulged out of her bra. Her long, narrow waist as it descended and made an ass of itself. And a nice round ass it was. Those long legs that stretched from the floor all the way up to heaven. I found it hard to swallow as mom stood there in the hallway fussing with that errant earring. She had tossed her long auburn hair over one shoulder and her head was canted over the same shoulder so that she could have easy access to her earlobe. I watched as her breasts swelled with every breath and I held mine for a long, long time. I was sitting at the desk in my room doing homework and I had only to look left. "There!" My mother said as the earring slid into place and she looked over at me and smiled. My heart melted as those luscious crimson lips parted and her dazzling teeth glimmered at me. "Your homework done?" She asked. "Wh-what?" I responded, realizing she had said something. "I asked if your homework was done?" She repeated and approached my room. "Almost, mom," I told her and that's when I realized how sheer her bra was and that I could see those brown circles at the end of her breasts and how her nipples were pushed back into the flesh of her breasts. My cock flexed in my pants and a lump formed in my throat. "I told Elena to leave out some of that birthday cake in case you wanted a snack," she told me. "Th-thanks, mom," was all I could manage as I looked away from those enticing mounds. "Okay," she said and walked in and gave me a peck on the head, "you be good while we're gone. Your father says you're old enough to stay by yourself now, so please don't disappoint us." "Ah, mom!" I whined. She smiled and tousled my hair then turned and walked back to the bathroom. I watched her ass pump as her long legs carried her away. I reached down and squeezed my cock and a shot of pleasure surged through my loins. I had to have relief. I got up and closed my door and whipped out my cock. I lie on the bed and tried to picture my mother naked. I never heard the door open, only the gasp. I looked up and my mother was standing in the half open doorway. Her eyes and mouth both opened wide. Her mouth moved as though she was trying to say something and then she pulled the door closed. My cock had shriveled and I lie there in shock. I put myself away and got up off the bed. I walked to the door and decided there was no way I was going out there. I sat at my desk and wondered if my world was coming to an end. I waited for my father to come in and chastise me. I waited and waited. Then waited some more. I almost jumped out of my chair when the door whipped open and my father stuck his head into the room. "Hey, sport," he said with a smile, "we're taking off now. You gonna be okay?" "Uh, s-sure, dad," I responded in confusion. "Okay!" He said with a smile. "If anything happens, I've got my pager and I told the Brickley's next door that you'd come over if something happened." "Okay, dad," I told him and tried to present him with a smile, but my face seemed to hurt and the muscles didn't seem to want to go that way. "Great!" He said and turned away. I heard him say something to my mother and then I heard her yell a good night. I yelled a good night back at her and quickly went into the hallway and watched them go down the stairs to the first floor. "You think he'll be fine?" My mother asked with a hint of worry tinting her words. "Ah, he'll be fine!" My father reassured her in a loud voice full of bravado. I said a silent prayer and thanked my mother's back for not telling my father what she had seen. I awoke the next morning and found my sheets sticky with cum. I remembered dreaming about my mother. I was afraid I wouldn't be able to face her. I scurried in and out of the bathroom and got dressed for school. I watched their bedroom door as I edged silently down the hall and then crept down the stairs. I thought I was free and clear and headed for the kitchen where Elena usually had breakfast waiting for me. "Good morning, Elena," I chimed as I entered the kitchen. "Elena's got the day off, Bobby," my mother said as I came to a sudden halt. My mother was standing at the stove and scrambling some eggs. My feet felt like they were glued to the floor. My mother looked up and saw me standing in the open doorway. "Come on. Sit down. I'm not that bad of a cook," she said and laughed. I took a seat at the small kitchen table and drank some orange juice. My mother was wearing panties and what looked like a man's shirt. I watched the muscles play in her calves and thighs as she shifted from foot to foot. I would catch a glimpse of her panties whenever she bent forward. My mother was five foot nine and almost as tall as my father. I watched as she scraped the eggs onto a plate and brought them over to me. I could see her unfettered breasts sway against the material of the shirt. She had miss-buttoned the shirt and there was a gap at the third button. I caught a glimpse of white skin as she bent down to settle the plate before me. I could feel my cock pushing out against my cotton trousers. I ate silently as my mother fussed about cleaning the pan and other items she'd dirtied. She poured herself a cup of coffee and sat down across from me. She asked me what I'd done the previous night and I told her about a movie I'd watched and about talking to Billy on the phone. The opening in the shirt beckoned to me like a siren. My eyes would glance down every time she looked away. I could see the curve of a breast and it was maddening. I wanted to see more. I wanted to see a nipple, but it wouldn't happen. "You'd better get going. You'll miss the bus," she informed me. I had hoped she'd be the first to leave because my cock was swollen and I knew the thin fabric of my school trousers would outline it. I tried to hide it with my book bag as I got up from the table. I tossed the bag over my shoulder as I passed her and headed for the door. "Hey!" Mom said. "Don't I get a kiss any more?" I steeled myself and tried to sidle up to her, but she had turned in her chair and as I got close to her I saw her eyes glance down and then down again. A smile played across her lips and she reached out a hand and I felt the back of her fingers push against my erection. "What's this?" She said, grinning. "Mom!" I half shouted and spun around and headed for the door. "Come back here, young man," my mother said in her I- must-be-obeyed voice. I turned and stood in the kitchen doorway. "I'm gonna be late, mom." I whined. "I said 'come here'," she emphasized. I walked up to her and felt relieved that the tension had subdued my hard on. "I want to talk to you about last night," She said. "Ah, mom!" I groaned in my best do-we-have-to voice. "Bobby your growing very quickly, and I know that there are feelings that you're having..." she started to say, but I interrupted her. "Mom! Dad already talked to me about sex and stuff!" I stated. This was the last conversation I ever wanted to have with my mother. "I know... I know, but I just wanted to say that I was sorry I walked in on you last night. I guess I'm going to have to start respecting your privacy. You're not a little boy anymore." "That's okay, mom. I'm sorry you saw that," I told her and felt like I would burst into tears. My hormones raged through me like a pregnant woman. "Ah, sweetie," my mother said and pulled me into a hug, which was the last thing she should have done. I was standing and she was sitting, so her head came up to my chest and her tits pressed into my crotch. My cock rebounded faster than silly putty. I swear that you could hear the material stretch. Mom gave up the hug and held me at arms length. The smile on her face slowly dissipated as she looked down at the pronounced bulge in my pants. "My god!" She said and the color rose into her face. She got up quickly and walked out of the kitchen. I was stricken with guilt and shame. I started to cry. I ran out of the house and decided on walking to school. I didn't care if I was late or not. I needed to clear my head. I sat in a daze the remainder of the day. My classes came and went without my noticing. If it hadn't been for Billy, I probably would have sat through the same class all day. He would rouse me out of my stupor and we would amble to our next classroom. He kept asking me if I was sick and I told him I no. He got tired of asking and just herded me through the day. The school day ended and Billy asked if I wanted to come by his house. He told me he had taken a new playboy from his brother's stash. I thought clearly for the first time that day and I agreed enthusiastically. We took the short cut through the woods and came out behind Billy's house. We quietly snuck into the garage, dumped our backpacks, and sat on an old sofa. Billy opened the magazine and went directly to the fold out. That month's playmate was a girl from England. She appeared to be very tall and had long legs. Her dark hair was long and straight and hung almost to her waist. She had large, round breasts. The only thing I didn't like about her was her strong jaw. There was something familiar about her and I felt a stirring in my loins. "She looks like your mom!" Billy said in a loud whisper. I realized then why she looked familiar. She did indeed look like my mother. The long dark hair; the large brown eyes; the wide mouth and full lips; the long legs; the large up thrust breasts; these all reminded me of my mother. I felt a dizziness as my mind replaced her face with my mother's. My cock throbbed as my arousal peaked. "I knew I'd find you little horny bastards in here!" Brian said. He had snuck up on us and Billy and I nearly jumped out of our skins. Brian had a strange smile on his face and I felt it bode us ill. He was always picking on us. Teasing us. I didn't care for him, but he was Billy's brother and I put up with him. Brian was seventeen and a junior in high school. He had a girl friend, and Billy and I both thought she was a dog. Brian would tell us about having sex with her, but we doubted that he did. "I see you stole another fucking Playboy from me, creep!" Brian said and slapped Billy across the side of the head. "Ouch!" Billy yelled and covered up. "Relax, whimp!" Brian laughed then insinuated himself between us as he sat down on the old sofa. "So. You guys getting ready to jerk off?" Billy and I both remained quiet and just waited for whatever torture Brian could think up. He paged through the magazine and made lewd comments about the girls. He talked about what he would do to them if he ever got a hold of them. I felt like saying something cutting, but held back for fear of being smacked. Brian started reading letters from the forum and he openly rubbed his cock through the material of his pants. I found it strangely exciting and my own cock returned to its swollen state. I knew that Billy and Brian would sometimes mess around and I wondered if he was going to do anything with us now. He read a letter from a guy who asked about convincing his girlfriend to swallow his cum and I listened intently. I had heard guys talk about blowjobs at school, but I couldn't imagine a girl putting my cock in her mouth. "I don't know about you guys," Brian said as he unzipped his jeans and fished out his hard cock, "but, I'm going to flog the old midget!" I watched in amazement as Brian started stroking his tumescent cock. It was bigger than mine, but not by much. Then, to my surprise, I saw Billy undo his pants and pull his cock out. I didn't feel like being odd man out so I slowly unzipped my fly and then reached in to pull my hard member out. Brian watched as my cock sprung from its confinement. "Damn, Billy!" He said. "It looks like you were right about Bobby's dick. It's pretty big for a little guy." I was surprised to hear that Billy had told Brian about my cock. I wondered if he told Brian about everything we did. I was even more surprised when Brian reached over and grabbed my cock. He slid his hand up and down and asked me how that felt. I stammered out that it felt good and he told me to stroke his. I reached into his lap and gingerly grabbed his cock. Billy watched eagerly as his brother and I stroked each other's cocks. Brian stopped stroking and turned to his younger brother. "Billy. Why don't you show Bobby what I showed you last weekend?" Billy's eyes went wide and I could see he didn't want me to know about what Brian and he had done. Billy looked imploringly at his brother, but found no solace there. Brian grabbed Billy by the nape of the neck and pushed him off the sofa and onto his knees. He half dragged Billy until he was kneeling in front of me. "Go on, Billy!" Brian whispered. "You know you want to do it. You liked doing it. Remember?" Billy looked at my cock and then he looked up at me seeking reassurance. "If I do this," he said, "somebody had better do it to me too." "Sure, sure," Brian said, but I doubted his sincerity. Billy bent forward and Brian took his hand away as Billy's mouth replaced it on my cock. The warm moistness of his mouth was amazing. I couldn't imagine anything that could feel better. The feeling went all the way down to my toes. The muscles in my neck seemed to stiffen as my orgasm struck me. My cum jetted out of my cock and into Billy's mouth. He kept on sucking on my cock and the sensation only got better until it almost seemed painful. I reached down and pulled his seeking mouth away from my sensitive cock head. Brian laughed. "Looks like you enjoyed that, Bobby." Billy stood up and wiped his mouth with the back of his hand. "Okay. Now what about me?" Billy asked and his hard cock pointed at us like an accusing finger. "Not yet," Brian informed him. "I'm next. And, I think I want Bobby here to do the honors." It took a moment for me to realize what Brian had said. I looked at his cock with some apprehension. I didn't think I would like sucking on his cock. "Come on, little guy," Brian said and waggled his cock at me. "Fair's fair. Billy sucked your cock and now you've got to suck some too." I looked at Brian's cock and then at Billy's smaller member. "I... I'll suck on Billy's," I informed him. "No way, dude," Brian informed me. "It's my game and I make the rules. Now get on with it." Saying this, Brian grabbed me by the nape of the neck and dragged me off the sofa like he had done to Billy. I wound up kneeling between his legs and I stared at his cock. There was a bead of liquid oozing out of the tip and I suddenly felt repulsed. Brian grabbed me by the hair and pulled my head down to his lap. I had my mouth closed and he rubbed his cock around my mouth and cheeks. I decided I had better get it over with and opened my mouth. Brian drove his cock into my mouth and struck the back of my throat. I gagged and coughed. I thought I was going to vomit, but didn't. I brought my mouth back to his cock and this time I pushed on his thighs with my hands and stopped him from pushing his cock in too deep. I tried to imitate the way Billy had sucked my cock. I closed my mouth around Brian's cock and slid my mouth up and down quickly. "Slow down, Bobby," Brian said and cuffed me lightly on the side of the head. "Use your tongue to lick my cock as you slide it out." I did as he told me and heard him moan. I slowly slid my mouth up and down and played my tongue along the shaft and mushroom head. I suddenly realized that it didn't taste bad. Actually, it really had no taste. It was more of a feeling. There was a small burst of saltiness as another bead of fluid escaped the slit in the head of his cock. I licked it off with my tongue and Brian moaned once again. "That's it. That's it. You got it now. Just keep that up," Brian said in a hoarse whisper. I could see Billy stroking his cock out of the corner of my eye. I felt Brian's cock swell in my mouth and had begun to wonder why when a splash of liquid hit the back of my throat. I tried to pull off, but Brian had anticipated me and pressed down on my head. He groaned loudly as jet after jet of cum painted the insides of my mouth. I tried not to swallow, but I thought I would drown so I did. His cum felt viscous and slightly starchy. It was like swallowing runny tapioca. I felt his hand release me and I pulled off his cock. Brian laid back and sighed. "That was pretty damned good for a beginner," he stated. "Maybe you should practice some more. Billy, let Bobby suck you off." I looked up at my friend and saw the hunger in his eyes. He pushed his pelvis out and I hesitated for only a moment before taking his small cock into my mouth. It felt strange having his smaller member in my mouth after sucking on Brian's large cock. Billy was nearing orgasm before I had even started and he came very quickly. I felt a slight disappointment at how quickly it was over. Billy and I both sat back down. "Looks like you're ready for more, Bobby," Brian said and I realized that I was hard again. I was surprised when Brian bent over and took my cock into his mouth. His mouth was like a furnace. It was so much hotter than Billy's. I could tell Brian had been doing this for a while because it felt so much better than when Billy had done it. Brian slid off the sofa and knelt in front of me. I laid back and let him minister to my cock. He would vary his sucking and sometimes lick my balls. He went fast and then slow and his tongue continually wrapped itself around the head of my cock. He circled his thumb and forefinger around the bottom of my cock and his hand followed his mouth as he bobbed up and down. I was in heaven and I wanted to stay there, but it wasn't to be. I felt my cum start to boil up my penis and Brian sucked my cock in all the way to the base. I shot my small load into his mouth and felt all the muscles in my body tense. Brian finished nursing on my cock and pulled his mouth off. I collapsed into the sofa cushions and felt like I could stay there forever." Brian licked his lips and smiled. "That's a pretty nice cock, Bobby," he leered. "Anytime you want your pipes cleaned, just let me know." I didn't understand the reference, but took it to mean that he would do it again. "What about you little brother?" Brian asked Billy. "You want me to do you too?" Billy nodded vigorously and pushed his newly engorged cock into the air. Brian scooted over to kneel in front of him and I watched as he repeated the performance on his younger brother. Billy seemed to enjoy it as much as I had. He sat back with his eyes closed and a big smile on his face. I watched for a minute and then I picked up the Playboy once again. I opened to the centerfold again and gazed at the voluptuous young woman posing there. I wondered if my mother would look like that. I noticed a few more differences between my mother and the young model, but over all they could have been related. I heard a loud grunt and looked over just in time to see Billy thrust his pelvis up into his older brother's mouth. Brian finally released Billy's spent penis and he got up off his knees. His cock was hard once again and it jerked and bobbed like a living thing. "Okay, my turn again. Which one of you little cock suckers wants to do the honors?" I looked at his throbbing cock and I felt a sudden yearning; a desire to take him into my mouth again. My mouth felt strangely empty. It was as though a piece of me was missing. I started to say something when Brian took the choice away from me. "Well, little brother. Bobby and I have both sucked twice, so I guess it must be your turn." Billy grinned shyly and bent forward to take his brother's cock into his young mouth. I watched for a few minutes and felt my cock harden once again. I thought about jerking off, but then realized that I should be getting home. I put my cock away and straightened my clothes. I picked up my bag and told Billy I had to go. I heard a muffled mumbling and left. I snuck out the side door and went back up the woodsy trail. A couple of hundred feet later I turned down another well-worn path that led to my home. I reached down and brushed at something on my pants and my hand came away sticky. I stopped and looked at my trousers. There were blobs of cum and a large damp spot at my crotch. I knew I couldn't go home like this. I thought quickly and came up with a plan. I dropped to my knees and felt the moist earthen floor dampen my pants. I fell forward and threw out my arms. I rubbed my crotch into the dirt. I stood up and looked at myself. I looked like someone who had been lying in the dirt. I rubbed some dirt on the side of my face and went on home. "My God! What happened?" My mother cried as I came walking through the back door, which opened onto the kitchen. "It's nothing. I tripped on a root and fell down. I'm fine. Just a little dirty." "Lord! It looks more like you got trampled. Did someone beat you up?" My mother asked with deep concern. "No, mom!" I said and laughed. "Well... all right then. You better go and change for dinner. It's almost ready and you're late, young man!" "Sorry, mom. I stopped over at Billy's and forgot what time it was. I was running home and that's why I tripped on that root," I added and felt the guilt wash over me as I went up the stairs to my room. I couldn't remember ever lying to my mother before. I know I'd fibbed to my dad when he had accused me of fooling with his computer, but never to my mom. I felt sorrow and thought I should tell her I had lied. But, what would I tell her. I couldn't tell her I had dirtied my clothes on purpose so that I could hide the telltale evidence of a blowjob. The mere thought of those blowjobs excited me again and I tried desperately to think of something else, but my mind chose to think of the naked girl in the magazine instead and my condition got even worse. I washed up and put on some loose fitting pajamas. My parents were surprised to see me dressed in that fashion as I sat down to eat. "Why are you dressed that way?" My father asked in his best professor voice. "I figured since I had to change my clothes I might just as well wear pajamas so that I wouldn't have to change again." I informed him. My father looked at me strangely and just shook his head. I glanced at my mother and she was smiling. Dinner went on without further complications and I was relieved at not having to further my deception. I helped my mother clear the table and asked if she wanted help washing the dishes. She told me Elena would be back the next day and that she could do it. I felt strange about being alone with my mother. There was a tension in the air. I knew that we both felt awkward about the morning's incident, but it appeared she had no desire to talk about it and it was the last thing I wanted to discuss also. I went up to my room and did my homework. I came down and watched a little television with my parents, but my mind couldn't stay focused. I kept glancing over at my mother. She sat with her legs tucked under her and her hands clasped on my father's shoulder. She sat very close to him, and they seemed comfortable with the intimacy. I pictured my mother nude and felt my cock surge up once again. I had to stop thinking that way, I chastised myself silently. I couldn't stand it any longer and knew I had to jerk off. I bade my parents good night and climbed up to my room. I had taken to sleeping in the nude. Actually, I had slowly worked my way down to sleeping in my undies, but when I started jerking off at bedtime I would use my briefs to sop up the cum and then pitch them at the little laundry hamper by my closet door. That was why I had taken to sleeping in the nude. I would slide my briefs off and pull them under the covers with me in anticipation of their later use. I would try to be quiet as I held the sheet up with one hand and stroked myself with the other. I would sometimes have to stop midway when I heard my parents come upstairs. They would use the bathroom, which was next to my room, and I was afraid they could hear my bed creak, or my panting. My mother knew I slept in the nude. She had found out one morning when I had overslept and she came in to rouse me. She had shook me and told me to get up. I had groaned and pulled the pillow over my eyes. She had teased me and told me to get up or she'd pull the sheet off. I had ignored the threat and suddenly felt the cool morning air envelope me as the sheet was whisked away. "Mom!" I had shouted and placed the pillow over my morning hard on. I think she had only caught a brief glance and had walked away trailing a tinkle of laughter. A few moments later I had heard my father's braying laughter. The embarrassment had burned my cheeks bright red. I had taught myself to sleep on my stomach after that morning. I lie in bed that night with the sheet down around my thighs and quickly beat off into my waiting underwear. I thought about that afternoon's sexual games and came quickly. I remembered the feel of Billy and Brian's mouths on my cock and remembered also the feel of their cocks in mine. It was a rousing cum and I gushed until my shorts felt damp. I sighed and dropped my shorts to the floor. I felt exhausted and thought that I would quickly surrender to the sand man, but it wasn't to be. My mind went back to the young girl in the magazine. I thought about my mother in her black lace undergarments and about the gap in her shirt that morning. I became aroused again and decided it wouldn't hurt to masturbate once more. I started stroking as I pictured my mother posing like the young woman. I imagined her breast being round and perfect. Her pussy with neatly trimmed hair hiding I knew not what, but it aroused me nonetheless. I heard my parents come up the stairs. Their words were muffled by distance and the closed door. I heard the water running in the bathroom and their conversation continued. The bathroom door opened and I heard my father's loud footfalls recede down the hall to their bedroom. I heard the water stop and then silence. The commode flushed and the water came back on. A moment later I heard my mother step into the hallway and realized she was at my door. I quickly closed my eyes and made believe I was asleep. My bedroom door opened slowly and I felt a shadow fall across my gossamer eyelids. "Bobby?" She whispered. I heard a slight gasp and suddenly realized that I was still erect and that the sheets must have been tented. It took all of my composure not to shift positions. Then I felt the slightest touch on my covered penis, or had I imagined it. I was amazed by the realization that I was subconsciously hoping that my mother would play with my cock. The surfacing of this incestuous desire prompted my cock to jerk in response. I heard another slight gasp. I moved my head slightly and made a low moaning sound as though I was dreaming. Suddenly, I felt the touch once again and I knew that it was real. My mother was lightly touching the tented sheet. My cock flexed again and I heard a quiet moan. I prayed that she would go further, but realized it was a fruitless plea. Then, to my surprise, I felt the sheet slowly sliding down my body. I felt the edge of it scrape across a nipple and then my stomach was unveiled. The sheet continued its slow downward journey. The sheet sliding slowly across the head of my swollen cock felt incredible. I worried that I might cum just from that feeling. Finally, the sheet slipped over my cock and came to a stop. I felt my mother slowly, cautiously drag a finger up one side of my cock, over the head, and down the other side. Her touch was light and feathery, almost imperceptible. I felt her grasp my cock lightly between her thumb and forefinger. She slowly moved her fingers up and down, not pulling on the skin, but just lightly rubbing the shaft. It felt like a ghost was jerking me off, but it was incredibly exciting and I felt my balls twitch. My cock throbbed in anticipation and she quickly took her fingers away. I almost groaned aloud at the loss. I made more dream motions and wondered if she knew I was awake. I thought she was done and that she would cover me back up and leave, but I suddenly felt another feathery touch on my cock. This time it felt like she was lightly rubbing her finger along the sensitive coronal ridge. I thought I would certainly cum at any moment. I had never felt such a haunting sensation. I wanted to scream, "Please, let me cum!" Then I felt a warm breath wash over the excited organ. I almost opened my eyes to see what she was doing. A light moist touch followed and I pictured my mother sticking her tongue out to lick my cock. I grunted and was surprised to feel my cock explode. I wanted to reach down and squeeze my poor cock. It took all of my resolve not to. I groaned and felt the cum splatter upon my chest and even my neck. I heard a groan that wasn't mine and thought I felt her breath and moist tongue take a swipe at my cock, but I was so wrapped up in my orgasm that I couldn't be sure. I knew I couldn't just lie there and I rolled onto my side, facing away from her, and pulled my knees up into a fetal position. I felt the sheet slowly slide up my body to my neck and then I sensed her leaving my side. The room lightened slightly as the door opened and then it went totally dark. I jammed my hand into my crotch and squeezed my throbbing cock. My mind was a jumble of thoughts and feelings. I was on a mental roller coaster and was worried about falling off. I fell asleep in a state of confusion and awoke groggy. I was like a robot as I washed and readied for school. My mind kept going back to the previous night's activities. I was brushing my teeth when I suddenly wondered if I had dreamt the entire thing, but then shook off that thought as I remembered the unpleasant sensation of dried cum on my chest and neck that morning. I dressed and grabbed my books. I dragged my backpack along as I wended my way downstairs. I was about to push open the kitchen door when I realized I didn't know if I could face my mother. Had she known I was awake last night? Was she too experiencing a gamut of feelings; guilt, shame, pleasure, giddiness, desire, sorrow, but mostly embarrassment. I steeled myself and entered the kitchen. The only one there was Elena. "Good morning, senor Roberto!" Elena chimed at my entry. Elena had been our live in cook and maid for about four years now and she treated me like a loving aunt. She had come from Brazil as someone else's domestic, but they had returned and she had been persuaded to remain in my parents' employ. I watched her bustle about as I ate some wheat toast and jam. She was a slender woman. Younger than my mother. She had a golden complexion and bright shiny button eyes. Her hair was lustrous and long. She usually kept it in a long braid and I had been fascinated by it when younger. I watched as she bent over to load the dishwasher and was surprised to find myself aroused be her small round butt. When Elena had first started working for us, she wore knee length dresses with high collars. Her face was always bereft of make up and she acted very shyly towards all of us. My mother had found in her the sister she never had and made it her goal to drag Elena into the present. Now, Elena wore stretch pants and a tee shirt. Billy was in love with her and whenever he came over, we would spend a lot of time in the kitchen. Elena turned from her task and I glanced quickly away so that she wouldn't notice me ogling her ass. She stopped and stared at me for a moment and I thought I had been caught. "You know, Roberto. You are becoming a man." She said in her accented English. I loved the way my named rolled off of her lips. "I have been gone for only one single day and you look older to me. One single day. Madre Dios! How quickly you grow. You will not be my little boy much longer." I grinned and blushed at her attention. The door opened and my mother walked in. "G'morning," She mumbled and headed for the coffee pot. My mother turned and looked at me. I quickly looked away. Not wanting her to read the thoughts I felt were plainly displayed in my eyes. "Good morning, Diana. I want to thank you for giving me the day off," Elena said to my mother and smiled broadly. "That's okay, Elena," my mother responded with her own smile, "but, I'm afraid we left the kitchen in a bit of a mess." "Oh, it was nothing," Elena shrugged. "I was just telling, Roberto, how grown up he has become. He will be a man soon, I think." My mother looked me in the eye and I saw her blush slightly. She raised her coffee cup to hide her discomfort. "Yes, he is getting bigger, isn't he," She said from behind the mug's protection. * "Lack of participation, young man," Principal Donner said. "Sir?" "That's what's written here, young Robert. Lack of participation. You know," Principal Donner stood and walked over to one of the windows overlooking the schoolyard. "A lot of people think I don't pay attention to the small things that go on in this school. Like the students for example." I failed to see how the students could be a small thing, but it was his dime as they say. "I know what goes on in those classrooms. And, let me tell you, it isn't pretty." "No, sir," I nodded in assent, but hadn't a clue as to where this was going. I had received a note during homeroom study period to report to the principal's office and here I sat. "Now," he said as he opened a manila folder, which lie on his desk, "I have several disturbing annotations here that makes me believe that we have a problem." "Notes, sir?" I asked. "Yes! Notes from your teachers. Let's see," he said and adjusted his bifocals, "Mr. Price states here that you are 'Inattentive', and Mrs. Blowden also states that you 'fail to participate' in classroom exercises." There was nothing I could say so I said it. "Well, what do you have to say for yourself?" "Uh..., well, nothing, sir," I shrugged, "I wasn't aware that they had said those things about me." "Yes? Well, that's not all, master Robert," he continued. "It appears that your grades have greatly suffered over the last several months." "Uh.., yes, sir," I muttered. "Now, I think we can resolve these problems without having to have your parents come in to see me, can't we?" "Oh.., oh, yes, sir," I happily agreed. "Yes. I think that's possible. All you need to do is buckle down young man. Apply yourself. Pay a little more attention. Get your mind off of girls." I blushed painfully as he said the last and I saw his eyes light up. He had struck gold. "Yes. That's what you have to do. Get your mind off of girls. Plenty of time for them when you're older, believe me. They won't go away, you know. Oh, no! They're always there. Causing trouble. Making it hard on a man to do his job. Being a distraction." The principal glanced over at me and realized that he was blustering. He coughed and continued. "In any case. If you tell me that you are going to apply yourself, I won't bother having your mother come in to see me. Yes, yes, that's what we'll do. Yes, lovely woman your mother. Give her my regards won't you?" "Uh... yes, Principal Donner. I'll tell her you said hello," I answered, not knowing if I was supposed to get up and leave or if he had more to say to me. I sat in the chair for a few more moments until he glanced at me from over his bifocals and frowned as though it was the first time he'd noticed me. He put down my file. "Was there something else?" "Uh.., no, sir. Just wondering if you had said everything you wanted to," I said and found myself frowning back. "Of course, of course. Now go on and play. Recess is almost over." "Thank you, Principal Donner," I said as I left his office. Billy stood in the hallway outside the principal's office. "Well? What did he want? Are you being expelled?" "Why would I be expelled?" I asked my best friend and shook my head. "Well? What did he want then?" "You sure are worried about this?" I told Billy. "Nah, I ain't worried. Just wondering that's all," Billy said as he kept pace with me down the hallway. "He told me to stop thinking about girls," I told him. Billy stopped short and I left him behind as I kept on walking. "Stop thinking about girls?" Billy said from about twenty feet back. I turned and looked back at him. "Yeah. He said my grades suck and that I should concentrate on my school work and to stop thinking about girls." "You told him your grades were bad because you were thinking about girls?" Billy asked incredulously. I stared at Billy. I wondered about him sometimes. "No. I didn't tell him that. It was like, he knew, you know. It's probably the same thing he says to all the guys that have problems at school." "You mean your grades are bad because you're thinking about girls?" Billy asked, thunderstruck. "Yeah. I think about girls all the time. Don't you?" "Uh... no. Why would I do that?" "Why would you do that? Why do you look at those dirty magazines all the time?" "You know why," Billy whispered and made a jerking off motion with his hand. I giggled and looked around. "Well? Don't you think about that when you look at the girls at school?" I asked him. "Are you crazy? They're just, uh... just..." He searched for something to say. "Girls?" I supplied. It was as though he had never thought about them in that way. He canted his head slightly and his eyebrows went up a little. I laughed and headed down the hallway again. I stepped into the boys' room and went to stand at a urinal. Billy came in behind me and stood at the urinal next to mine. I saw him gazing at my cock and hid a smile. "Gosh! I wish mine would hurry up and get big," Billy muttered. "Yeah? Well until it does, you can play with mine," I told him and started laughing. Billy glared at me and then started laughing also. I waggled my dick at him and suddenly it started to swell. Billy stopped laughing and reached out to feel my cock. His hand felt good sliding up and down my swollen cock. "You want me to do it?" Billy asked. "Do what?" I asked him. "You know. What we did the other day," he said and waggled his eyebrows. "Here?" I asked and looked around at the empty lavatory. "In one of the stalls," Billy said and walked over to the furthest one. Billy held the door open and waited for me to decide. I looked down at my swollen cock and shrugged. What the hell, I decided and followed him into the stall. Billy sat down on the toilet and sucked my cock into his mouth. He was like a madman. He sucked hard and licked at the head. I knew I wouldn't last too long and I clenched all of my muscles in order to make it last, but it only held out for a dozen or so strokes and then my cum shot out into his hungrily sucking mouth. I moaned and held on to the sidewalls as he nursed on my squirting cock. I thought my knees would buckle, but I managed to remain standing. I finally pulled my cock out of his mouth and Billy looked up at me and frowned. Apparently, he hadn't had enough. I was about to ask if he wanted me to do him when the warning bell sounded. We both scrambled out of the stall and were standing at the sinks when the stampede entered the room. We wiped our hands and left. "You want me to come over after school?" I asked him, knowing he'd understand why I asked. "Not today. My mom's taking me and Brian to the mall to buy us some new shoes," he told me in a disappointed tone. "Well, maybe tomorrow then," I told him and he agreed. Having nowhere to go and nothing special to do after classes ended, I took the bus home. I hadn't ridden the bus home in ages and I arrived a lot earlier than I normally would. I walked into the house and headed for the kitchen. I was about to enter when I heard my mother's voice. She sounded distressed. "I don't know what to do, Elena," she said. "It's been almost six months now." "Perhaps a doctor would help," Elena replied. "He.. he would never go to a doctor, Elena. He's too proud." "Yes, I understand," Elena said. "Have you spoken to the senor about this?" "Yes, but he only got angry and.. and..." I heard my mother catch her breath and had the feeling she was crying. I couldn't decide whether to go into the kitchen and console her or quietly leave, but I didn't know why she was upset and I wondered if my father was gravely ill. I stood in place and waited. "I may be a woman, Elena. But, I have needs also," I heard mother say through her tears. "Yes, Diana," I heard Elena say in a soothing voice. My mother had needs? I had heard that before; in movies and on soap operas. My mother was talking about sex. She and my father hadn't had sex in six months. I thought about not being able to masturbate for six months and I paled. There was something wrong with my dad. Must be that thing they talked about in those commercials. E something. Erectile malfunction or whatever. I listened intently, but could only hear quiet murmurs. I steeled myself and walked into the kitchen. I froze in my tracks. I wasn't prepared for what I found there. My mother and Elena were entwined like two lovers. Their mouths were pressed together and they both moaned deeply. Their eyes were closed and neither had seen or heard me come in. I told my feet to move, but they wouldn't respond. I tried to tear my eyes away, but couldn't do that either. I told my dick to stay down, but it had a mind of its own. I watched as my mother's hand slid down and clutched Elena's ass. Her hand kneaded Elena's butt cheek and pulled her tightly against her body. Elena's hand came up between them and grappled at my mother's breast. One of them moaned, but I couldn't tell which. I watched Elena's hand slip farther between them and I could tell she was working the buttons on my mother's blouse. I realized suddenly that my feet had begun to move and I backed into the door. Unfortunately the door swung in and I was already inside. I watched mesmerized as Elena finished unbuttoning my mother's blouse and as she pulled it aside off of one shoulder. My mother wore a plain white bra and Elena simply pushed it up and out of the way. I watched Elena knead my mother's breast as though it was a ball of bread dough. My mother moaned. I watched the nipple pucker and swell. I don't think I had blinked or taken a breath since walking through that door. I swallowed to clear my throat and gasped for air. I blinked rapidly and continued to stare. My mind kept screaming at me to leave, but I couldn't get my muscles to move. What a great looking tit, I said to myself. My mother's breast was as big as a cantaloupe. It was round. It was perfect. The large circle at the end of her breast was wide and dark brown. Her nipple was hard and it stuck out like a big chocolate candy. The two women broke their embrace and I watched as Elena lowered her head to my mother's breast. I saw her tongue circle the nipple and then she grasped it between her teeth. My mother moaned and threw her head back. Elena pawed her breast with one hand and continued to nurse on it. "Oh, Elena. That feels so good," My mother said looking down at the top of Elena's head. My mother looked up and then she gasped suddenly as she finally noticed me standing there. "Bobby!" She said in a harsh whisper. Elena's head snapped up and turned my way. I saw her eyes go wide as she brought a hand to her mouth. "Madre Dios!" She exclaimed from behind her hand. I saw tears swell up in Elena's eyes and she let go of my mother and ran out through the door that led down to her little apartment. I watched her go then I turned my head back to look at my mother. I don't know what my face looked like. If there was horror, or lust, or amazement, or simply stupefaction, but my mother raised a hand as if to ward off a blow. She stood there for a moment; her blouse off of one shoulder; her bra pushed up; and a single large breast pointing at me. I gulped and tried to say something, but my mouth was dry and my tongue stuck to the roof of my mouth. "Bobby," my mother said imploringly as though asking me to understand. Strangely, I felt no anger, or disapproval, or anything accusatory towards her. I only felt sorrow. I felt sad that my mother had lost my father's physical affection and that I had interfered in her seeking solace through Elena. I felt tears rise up in my eyes and I turned and pulled open the kitchen door. I heard her whisper my name as I walked away. It was probably the worst thing I could have done, but I couldn't think clearly at the moment and I needed to get some air. It seemed like the house was closing in on me. I dropped my backpack at the door and went outside. I walked over to the porch swing and took a seat. I kicked off with my feet and the swing creaked into motion. It was as if my mind had shut down. There were no images or thoughts in my head. It was as though a vacuum had sucked out my brain. I don't know how long I sat there, swinging. "Bobby?" I heard a voice say. I looked up and there stood my mother. Her eyes were red and her lips were swollen. She pleaded with her eyes and I stopped the swing from moving by dragging my feet along the floor. I scooted over to one end and my mother smiled weakly as she took a seat next to me. She pushed with her feet and the swing resumed its pendulous arc. We sat there for a long time. Neither of us saying anything. My mother reached out and held my hand. I squeezed her hand and I felt her take in a deep breath. It was as though with that gentle squeeze I had told her that everything was okay. "Bobby, I... I..." she tried to find a way to start the conversation. "It's all right, mom. I heard what you said to Elena. I know that you just needed someone," I told her and her head spun around and stared at me. "God, how can you say something so old and only be twelve?" "Too much television I guess," I quipped and suddenly we both broke into gales of anxiety fed laughter. The laughter died away and we both sat and enjoyed the silence. "Is dad sick, mom?" I finally asked. "No, dear. He's just getting older," she said and sighed. "It often happens to men as they age." I knew what she meant and suddenly I wondered if there was truth to the saying that if you masturbated your cock would rot and fall of. "Is it because he... uh, he... played with himself when he was younger?" I asked and swallowed. My mother looked at me and frowned. Her mouth opened as though to say something and then closed again. Suddenly, a light went on behind her eyes and she broke out into laughter again. I felt myself blush and I looked away. "Oh, Bobby!" My mother said and tousled my hair. "No, it's not because he masturbated as a youth. That's an old myth. You can masturbate all you want." "Mom!" I whined. She laughed again and it was nice to hear her come back to her usual self. The afternoon's transgression was left behind, or so I thought. My mother suddenly fell into deep concentration. "Poor Elena," she said and shook her head. She pursed her lips as she reached a decision and got up off the swing. "I have to go speak to Elena, Bobby. She's all alone down there and she must be going through hell right now." "Uh hun," was all I said and watched my mother walk away and go back into the house. I stayed on the porch for a while longer and enjoyed the cool breeze that had sprung up. My mind was clear now and it wandered back to what I had seen. I pictured the two women in their embrace and my cock swelled in my pants. I looked down at the lump in my trousers and decided to do something about it. I went back into the house and picked up my bag. I headed for the stairs and hesitated. A thought crossed my mind and I wondered about going back into the kitchen and sneaking downstairs to Elena's apartment. I wondered if they were simply talking down there or if they had picked up where they had left off. I tried to picture what two women would do, but I had no reference point and couldn't. I could only picture them kissing and playing with their breasts. I climbed the stairs and entered my room. I closed the door behind me and pulled off my clothing. I threw myself onto the bed and grabbed my cock. I thought about my mother and Elena, and I thought about Billy sucking on my cock, and I thought about sucking on his and Brian's cocks, and I erupted way too soon. I grabbed my jockeys and sopped up the mess. I had blown quite a load and my underwear were coated with the goo. I turned them inside out and dropped them onto the floor. I put my arms behind my head and lie there for a few minutes as I thought about my day. A lecture from the principal. A blowjob from Billy. A porn show from my mother and the maid. What a day! My thoughts were interrupted by a soft rapping at my door. "Bobby? Are you decent?" My mother asked. "Uh.. just a minute, mom. I'm getting dressed." I pulled on a tee shirt and a pair of jeans and went over and opened the door. My mother looked at me searchingly. She smiled weakly and reached out to caress my cheek. "Hi! Are we all right?" She asked. "Yeah, mom. We're fine," I told her. She looked past me and frowned. "Bobby! You know you shouldn't leave your clothes puddled on the floor like that." She pushed past me and picked up my school clothes. She methodically searched through the shirt pockets and dropped it into the dirty clothes hamper. She picked up the trousers and re hung them in the closet. I watched as she looked around and spying my underwear she walked over to get them. I suddenly remembered their condition and opened my mouth to stop her, but she had already picked them up. I watched as she took them to the hamper. She was about to pitch them into the basket when she stopped and took a closer look at them. Suddenly, she smiled and glanced over at me. I felt the blood rush to my head and there was a roaring in my ears. She dropped the briefs and walked over to kiss the top of my head. I watched as she walked out of my room without saying a word. Secrets were piling up between my mother and I. I sat down to do some homework while awaiting dinner. I had difficulty concentrating. I wasn't thinking about girls though. I was thinking about my mother. I was growing accustomed to living with a perpetual erection. I wondered if other boys were faced with the same situation and how they dealt with it. I was sure that there were other boys with mothers as hot as mine. And, they had probably been in compromising situations such as I had found myself in earlier today, but how did they maintain their sanity? I would work hard at doing just that. I found that if I read aloud, I was forced to concentrate. I had been doing this for a while when I felt someone watching me. I turned and found my father staring at me through my half open door. "Uh.., hi, dad," I said, feeling uncomfortable. "What the hell are you doing?" He asked me and walked into my room. He picked up the book I had been reading from. "Arithmetic? Who reads aloud from a math primer?" He asked and looked at me as though he didn't recognize me. "I, uh..., I read out loud when I have trouble concentrating," I told him.' "Oh? And have you been having trouble concentrating of late?" My father asked and took a sheet of folded paper from his breast pocket. He dropped the paper in front of me and I recognized my school's logo at the top. It was my report card. I hadn't realized that it was that time already. No wonder Principal Donner had noticed my performance. I sighed and looked up into my father's dark brittle eyes. My father's passion was education. Even though he was now a businessman, his heart was still that of a professor's. My father had never struck me as I grew up, but I had the feeling he wanted to. I bowed my head and stared at the desktop. "I think, perhaps, that you should stay in your room this evening and practice your concentration. Don't you?" "Yes, father," I replied meekly. "And," he continued, " I think it would be a good idea if you did this for the next two weeks. Don't you?" I glanced up quickly and saw the fire in his eyes. Two weeks! Two weeks of staying in my room and studying! What could I say. "Yes, father," I replied. "And, to assist you in doing this. I'll have Elena bring you your meals so that you don't waste time going up and down stairs. Does that sound like a good idea to you?" "Yes father," I replied and felt a lump building in my throat. "Also, I think that you should make a point of coming straight home after classes so that you can get right down to studying. Doesn't that sound like a good idea to you?" My father asked and I could feel the anger reverberate in his voice. "Yes father," I replied and felt a hot tear course down my cheek. "Good!" He practically shouted as he turned and left the room. I heard him stomp down the stairs and I buried my face in my arms and let the tears flow freely. I couldn't stop crying of late. Everything made me weep. I cursed my hormones. It took a while to compose myself and I finally wiped my eyes on my sleeve and grabbed up my math book. I had new incentive now, and I would do my best to succeed. There was a tapping at my door an hour or so later and I told whoever it was that they could enter. The door swung open and I looked up to find Elena with a tray in her hands. I quickly shoved aside my homework and made room for the tray. The tray was piled high with roast beef sandwiches, frosty cans of coke, and a large slice of Dutch apple pie. She was trying to compensate for my exile from the supper table. I offered up a smile and noticed that she avoided looking at me. I quickly realized that she was embarrassed by what I had seen that afternoon. "Elena," I said reaching out a hand. "I, uh... it's, uh..." What could I say to alleviate her discomfort. That it was okay that I had watched her disrobe and suckle my mother's breast. That it mattered not that I had watched as my mother crushed her lips with a yearning kiss. "Thanks," I muttered. My father came into my room later and checked over my work. He grilled me on what I'd read and went over the math problems I'd done. He seemed to anger when he found nothing wrong. I suppose it was because it showed that I was capable of doing the work. I had decided to put away my books and prepare for bed when my mother appeared at my door. This night, she wore a pair of rose-colored silk pajamas. I could see the outline of her nipples as she approached to give me a good night hug and kiss. I was very aware of my mother's body now. The way she moved. The sway of her melon sized breasts. The way her buttocks worked as she walked away from me. I became aroused at the smell of her. She was only a head taller than me now and she couldn't fail but notice my erection as she pressed her body to mine. It seemed as though she hesitated for a second as I pressed into her and then I felt her body relax and press back into me. She held me for a moment longer than usual, but I didn't know if it was because she felt sorry for my punishment or if it was because she felt my cock pressing into her. I hoped it was the latter. The door had barely snickered shut before I had whipped out my cock and thrown myself onto the bed in order to assuage my incestual urge. I flogged my cock as though my life depended on it. I closed my eyes and pictured my mother and Elena. In my mind, they went farther than they actually had. I pictured them both naked, fondling each other's breasts. Their mouths crushing together. The cum surged out of my cock as though shot from a gun. I watched as a stream of cum shot straight up and feared it might strike the ceiling, but it slowed and seemed to hesitate before plopping down onto my stomach. I giggled at my performance and then realized I had nothing to wipe myself with. I went to my hamper and brought out the already soiled underwear and added to its contents. Sated, I returned to bed and was soon dreaming of girls, young and old. Billy handled the news of my 'grounding' with more sorrow than I. "Two weeks!" He repeated. "Are you sure he said two weeks?" "It's only two weeks," I told him, frowning at his apparent distress. "That sucks," he stated. "What am I going to do for two weeks?" "What are YOU going to do?" I asked him and shook my head at my friend's lack of empathy. "Ah, you know what I mean. If you're not around there won't be much to do. I'll have to put up with Brian." "Yeah? And how are you and your brother getting along lately?" I asked. My question dripped with double meaning, but Billy didn't pick up on it. "Ah, he's still an asshole. He's always giving me grief. Last night, I was trying to do my homework and he comes into the room and gives me a wedgie." "Gee, must be tough," I told him. "At least you're not GROUNDED FOR TWO WEEKS!" I yelled at him." "Oh, hey, I'm sorry. I know it must be hard being stuck in the house all alone with Elena and your mom!" Billy said and raised his brows. "Oh, yeah. It's a lot of fun. Me up in my room studying and them down in the kitchen having an orgy!" "Really?" Billy asked with a look of wonder on his face. "You moron!" I said and walked out to the yard to enjoy the remainder of lunch period. Billy and I sat at one of the picnic tables and watched the other kids interact. My eyes wandered from girl to girl as I tried to find a suitable candidate for my youthful fantasies. My eyes kept returning to Judy Steiner. She was relatively tall for a twelve-year-old girl. She had long, straight raven colored hair. She was flat- chested, but her ass was to die for. I had seen a number of other guys, including teachers, checking it out as she walked away from them. She had a pretty face with large brown eyes, a long thin nose, a wide mouth with full lips and a ready smile. I would not have called her a friend, but we would often talk about school projects and assignments. She rode the same bus as Billy and I. She must have lived near to us because she got on at the stop right after Billy's. Judy turned her head and saw me looking at her. Her smile broadened and she glanced down at the ground then looked up to see if I was still watching. I felt myself blush, but couldn't look away. One of Judy's friends followed her gaze and saw me sitting there grinning like an idiot. She quickly leaned into the circle of girls and said something, which caused them all to look over at me. They twittered like a group of hens and one of them gave Judy a slight push towards me. Judy looked over her shoulder and glared at the other girl. "What the hell's gotten into them?" Billy asked me as he noticed the gaggle of young girls watching us. "Looks like they like you, Billy," I told my dense friend. "Ah, man!" Billy whined. "Stupid girls! Why can't they be more like guys?" "Yeah," I sighed, "that would be a lot of fun." I was steeling myself to walk over to the group of girls when the first bell rang warning us that classes were resuming. I looked over and saw the girls quickly moving towards the entry. Judy cast a quick glance over her shoulder to see if I was still watching and I gave her a weak smile. "Oh no!" Billy exclaimed. "Don't tell me you got the hots for Judy Steiner?" I looked at Billy with astonishment. This was the first time that he had evidenced an understanding of current events. "Yeah? So what if I do?" "Uh.. nothing I guess," he muttered discomfited by my accusing look. "Man, she's really pretty and she's got a great butt too." "Yeah? And with that long black hair and stuff she looks like your mom too!" "Wh... what?" I said and stared at Billy. It had never occurred to me, but Billy was right. Judy was a youthful imitation of my mother. It jarred me. I followed the other kids into homeroom and took my seat for study period. I pulled out my books and tried to concentrate. Was Billy right? I asked myself. I couldn't believe that my desire for my mother ran so deep that I would be attracted to a young girl who resembled her slightly. I looked over at Judy who sat one row ahead and four seats to my right. I studied her profile and watched as she tossed her head causing her hair to sway like a pendulum. She must have felt my gaze because she glanced over and then quickly looked away. I saw the color rise in her cheeks and I too blushed. "Robert! Are you having trouble concentrating?" I heard Mr. Price ask from the front of the room. Everyone looked over at me and most of them giggled. "No, Mr. Price," I said and buried my head behind a textbook. The remainder of the day passed without incident and I was spared further embarrassment. Billy and I stood in line waiting to board the bus. I had deliberately dragged my feet and now Billy was agitated. We'd have to sit towards the front and behave ourselves. He didn't know that that was my intention. Judy usually sat towards the front and I was hoping to sit near her. I was realizing my first crush. I don't know if she was aware of my intent, but Judy kept glancing back to see if I was watching. I noticed her talking earnestly with her friends and they would also glance back. I knew they were talking about me, and only hoped it wasn't bad. We finally stepped onto the bus and waited for the kids in front of us to find seats. As the aisle cleared I looked for a vacant seat near Judy and as if on cue the girl sitting next to her got up and found another seat. I looked around nonchalantly and slid in next to her. Billy stood there with his mouth hanging open and then frowned and walked towards the back of the bus. "Hi!" I said as I looked at Judy. "Hi!" She answered and smiled. I suddenly found my mind was a blank. I couldn't conjure up another word. I looked down and stared at my shoes. "You're riding the bus now, hun?" Judy asked and I felt like hugging her for saving me from myself. "Yeah. Well, it's kind of like a punishment," I whispered to her and quickly saw it was the wrong thing to say. "I see," she said and looked away. "Uh... no I, uh... Judy, I uh..." I stuttered searching for something to say. She turned and looked at me and saw my anguish. I saw the smile play at the corners of her mouth. "But, I think I'll be riding the bus all of the time now," I said, trying to save myself. "Cool," she said and smiled broadly. "My friends and I are going to the Shockley Mall later. Do you want to come along?" "Ah, man," I groaned. "I wish I could, but I'm sorta grounded." "Oh! For how long?" "Two weeks!" "Wow! You must have done something real bad?" "Yeah, well my grades sorta were bad on our last report card," I said and felt like an idiot. "I thought you always got good grades?" Judy asked. I was surprised that she had noticed. I felt a warmth suffuse my body and suddenly realized that I was getting aroused by her attention. I silently cursed my body. What if she noticed. I placed my backpack in my lap and hoped it would go away. Our conversation continued and we chatted about school and friends. Her stop came up and I struggled to let her pass. I stood up and let her slide by me. "Bye, Bobby," she said as she half turned to look at me. I started to say good-by when I was shoved from behind and I moved up against her. Her hand hung by her side and I felt it press against my erection. I saw her glance down and heard her gasp. Her eyes came back to my face and they were wide with surprise. I blushed and sat back down quickly. I looked out the window as the bus pulled away and saw her standing there looking back at me. She raised a hand and gave me a half hearted wave. A block later I watched a sulking Billy get off the bus. I looked out at him and waved, but he ignored me and turned down his street. I got off in the next block and headed home. My hormones pushed my emotions to the surface and suddenly I found myself crying once again. "Stupid body!" I shouted and kicked a pebble out into the street. I stood on the porch and took in deep breaths to calm myself before going inside. I dried my tears and entered the house. I went up the stairs and threw my backpack at the bed. It bounced against the edge and fell to the floor. "What's that all about?" I heard my mother ask and I turned to find her standing behind me. "Nothing, mom," I told her and hung my head. "I can see that," my mother chuckled and put an arm around my shoulders. "Are you still mad about being grounded?" "No, mom. It's... it's..." I tried to find the words, but couldn't bring myself to explain. "It's just what?" My mother asked with concern in her voice. Her arm pushed on me and she led us to the bed where we sat on the edge. "It's just... just..." I searched and finally accepted my fate. "You remember what we talked about the other day." "About your father and I?" My mother asked and blushed. "Well, about guys and uh... you know, masturbation," I finally blurted out. Mother looked at me and her face took on a look of understanding. "You mean about it being bad for you?" "Well, sort of. Mom, I can't control it?" I hissed. "Control what?" My mother asked not knowing what I meant by 'it'. "My, my, thing. It's like it has a mind of its own," I lamented. My mother burst into laughter and hugged me tight. She leaned into me and kissed the top of my head. I felt her hair brush against my cheek and her scent was intoxicating. I suddenly felt my cock rear up once again. "I can see that," my mother said and I realized she had notice my sudden tumescence. I brought my hands to my lap and covered the bulge in my pants. "See!" I nearly shouted. "It's always doing that. I can't think of anything without thinking about girls and stuff and then it gets... gets hard." "Oh, honey. It's perfectly natural," she said and placed a hand on top of mine. It was the worst thing she could have done. Her hand caused mine to press into my hard on and I felt it jerk beneath my palm. I started to groan and then clamped my mouth closed. I looked up and saw my mother looking down at her hand. I watched as she slowly pulled my hand away and revealed the telltale bulge. I watched her hand slowly reach down, and I felt the fleeting touch as she lightly ran her fingers along its outline. I groaned and looked up at my mother's face, but she didn't look back and continued to slowly run her fingers along my erection. My breathing quickened as the feeling of pleasure spread. Her fingers grasped my cock and she squeezed it through the material of my pants. Suddenly the memory of my mother telling Elena that she had needs surfaced and I fought the urge to stop her. I wanted her to do this. I wanted her to take my cock out and suck on it. I wanted her to do to me what she had been doing to my father. My mother suddenly pulled her hand away and stood up. I looked up into her tear filled eyes and watched as she turned and ran out of my room. I went to the door and watched as she ran into her room and closed the door behind her. I quietly made my way to her door and I pressed an ear against it. I could hear my mother sobbing from within. I tried the knob and the door opened. She had thrown herself across the bed and was hugging a pillow as she cried. Her face was turned my way and I watched as her lips quivered and tears welled out of her eyes. My heart broke. I felt that I had done something wrong. I walked to the side of the bed. "Mom?" I whispered. She sat up suddenly and wiped at her tears. "What is it, Bobby?" "I'm sorry, mom," I whispered as I felt the passion rise in my throat and my own tears began to flow. My mother looked at me and frowned. She leaned over and pressed her head into my chest as she hugged me to her. "Oh, Bobby. It's not your fault," she said. We stayed like that for several minutes until she had composed herself. "Bobby," she said, as she held me at arms length, "I should never have touched you like that. It was wrong of me." "Even if I wanted you to?" I asked her. She hesitated for a moment at my question. "Yes. Even if you wanted me to do it." "I understand, mom," I told her. She pulled me close once again and whispered into my chest, "I guess we're just a couple of very frustrated people." Just then a voice came from the doorway. "Well, what's this? Is he complaining about his punishment?" We both looked over at my father. I pulled away from my mother as the guilt rose up within me. I blushed thinking that he had heard what we'd said. My father mistook my coloring for guilt and admonished me. "Son. I don't think you should play on your mother's sympathies. You're going to have to do your punishment. It's only two weeks after all. If you wish, you can join us for dinner instead of having your meal brought up to you." "Thanks, dad," I told him and went back to my room. Studying now became impossible. I went to dinner and we ate in silence. A pall hung over our house. A cloud of quiet despair. I returned to my studies and worked through the math. My mother came up early and said she was tired. She brushed the hair from my forehead and gently kissed me there. I finally gave up on my studies and prepared for bed. I washed and brushed. I lie in bed and tossed restlessly. It was the first time in weeks that I had no interest in jerking off. My mind kept straying to my mother, but not in a sexual way. I was worried about her, but I was too young to know what to do. The next few days were uneventful. My parents had to attend a fund raiser and a ballet. Elena was starting to talk to me again; unlike Billy who had yet to get over my interest in Judy Steiner. I sat with her on the bus to and from school and we shared a table at lunch. Billy avoided us like the plague. I would notice her eyes wander to my crotch when she thought I wasn't paying attention. On the second day that we shared lunch, her attention caused my cock to rear its swollen head. I found that I couldn't reach down to adjust myself and it stuck out at a pronounced angle. I saw Judy's eyes light up when she caught sight of it and I feigned interest in a loud conversation to my side so that she would have ample time to study it. I watched as she fidgeted in her chair for the remainder of our lunch period. I wondered what happened to girls when they became aroused. As I walked up to the front door that afternoon, I made a decision to ask my mother. We had shared so many things lately that I figured one more wouldn't hurt. I searched the house and found her and Elena in the washroom sorting and folding clothes. They both greeted me warmly and I sat to watch them work. "Shouldn't you be studying?" My mother asked half in jest, trying to imitate my father's deep voice. "I'm sorry," she said, "that wasn't fair to your father." "Yeah, but it was funny," I chuckled. "How is your studying, Roberto?" Elena asked and was able to meet my eyes for the first time since 'the incident'. "Okay, I guess," I told her. "I just need to concentrate, that's all." "Ah," Elena said with a smile, "your madre says that you have the girls too much on the mind, non?" "Yeah, I guess," I said with a goofy grin. "Perhaps, you are thinking of Judy Steiner too much, non?" Elena added with a knowing look. My mother and I both looked at her. My mother with a question on her lips and I in wonder at her knowledge. "I am a good friend of Maria their maid. She says that miss Judy tells her about the handsome young Roberto and how he has become interested in her," Elena told my mother and they shared a grin at my expense. I sat and put up with their teasing until my mother finished and then I followed her into the living room where she sat and picked up the daily news. "Mom?" "What is it, honey?" she asked, not taking her eyes off of the paper. "Ho... how do you know when a girl is uh... uh, aroused?" My mother put down the paper and blinked. She looked as though she doubted what she'd heard. "Bobby, I... I... Well, what do you mean?" "Well," I looked at the floor as I spoke, being unable to meet her gaze, "you know how we talked about my uh... uh thing always poking up. Well, I just wondered, what happens to girls when they uh, they get, uh..." "Aroused?" My mother supplied. "Umm, yeah. Aroused." "Well, unfortunately for the males of the species and fortunately for the females, we exhibit very few outward signs of arousal, Bobby." "None?" I asked in exasperation." "Well, the pupils dilate a little, and the breathing gets a little labored, and sometimes a little sweat appears over the upper lip, but overall that's about all you can see unless the woman is naked at which point the nipples might be erect and her genitalia might be swollen." I was stunned by my mother's forthrightness and stood speechless. "Why do you ask?" "Well. I noticed a girl doing a lot of fidgeting in her seat and wondered if that was a sign or maybe she just needed to use the bathroom," I rambled. My mother chuckled at my statement. "Well, yes. That could very well be a sign, but there would have to be a reason for her to be uh... aroused. Was there?" "Well let's say that a guy had a uh... a uh... erection," I started and swallowed at the lump in my throat. "And, this girl noticed it. Would that cause a girl to become aroused?" "It might," my mother whispered and stared at my face. "Bobby, I want you to be very careful," she said. "Mom?" I asked, wondering what she meant. "Well, it sounds to me like you're having some very curious thoughts about girls and sex and I don't want you getting into some very serious trouble." "Gee, mom," I blushed, "I was just wondering." "Well, as long as that's all it is, but if it ever goes beyond that I want you to use some common sense, young man," she said and tousled my hair. I rolled my eyes and left her sitting there. I turned as I was about to climb the stairs and found her staring at me with a look I'd never seen before. I smiled at her and went up to do my penance. The evening went without event. My 'grounding' was becoming old hat. I studied. I ate. I pondered. I studied some more, and then I went to bed. My father would come in and look over my work and question me on my reading. He wondered why I had allowed my grades to decline if I was able to retain so much. I kept promising him that they would improve, and I had to renew the promise every night. I heard my father call down to my mother and say he was going to bed. They said their good nights and I too got ready for sleep. I used the bathroom and then crawled into bed. I lie back and actually thought about school work. I was beginning to drowse when I heard my mother using the bathroom. I heard the shower come on and I pictured my mother washing herself. The inevitable happened and I reached down to feel my hardening cock. I stroked it slowly as I listened to the water running. I pictured her washing her large breasts and her long legs. I wondered what her pussy looked like. Was it like the ones in the magazines. Did she trim her hair or let it grow. All the while, my hand worked up and down my shaft. I enjoyed the slow deliberate stroking. The way it prolonged the pleasure and added to the final mind bending orgasm. I heard the shower stop and I too stopped. I decided to wait until she had looked in on me and gone on to bed before finishing up. I didn't want to be interrupted at the wrong moment, which had happened before. I heard the bathroom door open and then I closed my eyes as mine slowly came ajar. "Bobby?" My mother whispered. I sensed her approach the bed and suddenly my heart beat faster. Would she dare repeat her actions of the previous week. Would her hand seek out my cock and gently stroke it until it spat out its gooey load. I waited with bated breath. "Bobby?" She whispered again and I felt her hair brush my face as she bent down to study it. I felt her hand on my shoulder and I thought she was going to shake me awake, but then it slowly slid under the sheet. Her hand stopped as it touched my nipple and I felt her fingers play teasingly with it. I was amazed that it could feel so good. I thought only girls had feelings in their nipples. Her hand continued down across my stomach and finally reached my cock. Her breath caught in her throat as she felt its warm and swollen condition. Her hand circled the shaft and she stroked it up and down. It didn't appear as though she was concerned with waking me up so I opened my eyes. Her hair was draped about my face and her face was in deep shadow. I couldn't tell if she was looking at me or even if her eyes were open. I watched as her face slowly lowered and felt her lips gently brush against mine. My heart leapt in my chest and it began to madly race. My cock jumped in her hand and I felt her hot breath on my face. Her lips returned to mine and this time she pressed hard against my mouth. I felt her tongue press against my lips and let it slip past my teeth. It rubbed against mine and felt like an animal was loose in my mouth. Nerve endings I didn't know I had fired off messages of pleasure to my brain. I stored the information for future reference. My mother's hand clutched at my cock as we embraced and I feared she might pull it out by the roots. Her grasp suddenly eased and her hand moved away. I felt the sheet being pulled from my body and knew where the hand had gone. My mother pulled her face from mine and she turned to watch my cock being unveiled. Her hand returned to it and she moaned as she caressed it. "Such a nice cock, Bobby," she muttered and I felt like saying 'thank you'. I watched as she dropped to her knees and lowered her mouth to my cock. I groaned as I felt her mouth capture the head and arched my body. Her mouth descended onto me and my cock slid into her mouth. "Ummmm," she muttered as she pulled her mouth off and then bent down to do it again. I watched in awe as her head moved up and down on my cock. Here was the woman of my dreams and she was making those dreams come true. I almost groaned in despair as she rose to her feet. I thought that she had once again been overcome by guilt, but I gasped as I watched her nightgown slip off of her shoulders. There was enough light coming from the windows that I could see her body well. I sought out every curve and burned it into my memory. She was even better than the playmate I had compared her to. My mother placed a finger to my lips and whispered that I must be quiet. I nodded, but don't know if she saw me. She slowly climbed into bed with me and straddled my body. I felt an incredible warmth surround my cock and realized that I was in her. I was so excited that my body trembled. I was unable to describe the feeling, the grasping moistness, the enveloping warmth. Her body began to slowly move. She raised and lowered her hips and I felt her cunt slide along my length. She reached down and sought out my hands then brought them up to her breasts. My mind shifted from my cock to my hands as I felt her large, firm melons. I sought out her nipples and rubbed them with my fingers. She moaned and then bent down and pressed a nipple to my mouth. I grasped it between my lips and sucked. "Ohhh," she gasped. "Run your tongue around it," she coached. I squeezed her breast in my hands and sucked and nibbled on the nipple. I felt an urgency in her hips and she pressed down onto my pelvis. She pulled her breast from my mouth and replaced it with her lips. I opened my lips this time and sucked her tongue into my mouth. She moaned and then I felt her body shudder. Her hands clasped my shoulders and she pushed herself into a sitting position. Her pelvis jerked against mine and she sucked in a noisy breath. I watched as she pressed a hand to her mouth and could barely hear a whine explode from her throat. She jerked back and forth as though she were being shocked and I watched in wonder at my first female orgasm. I felt a surge in my chest as I realized that I had caused this in her. My cock had brought her satisfaction. A cloud passed over my eyes as my mind spun into ecstasy. I felt my cock expand and then felt it spew its load into my mothers waiting cunt. She groaned as she felt me splash inside of her and pressed a hand across my mouth. I clenched my teeth and it was my turn to shudder and jerk. I arched my back and pressed my cock hard against her. She sat there and let my orgasm subside. Finally, she bent down and gave me a peck on the lips then climbed off of me. "Where are your shorts?" She asked. "What?" I asked her in turn. "Your shorts. I need to wipe myself," she informed me. I almost laughed at the realization that my mother knew me so well. I felt around and found them under my back. I gave them to her and she squatted and did her best to clean up. She brought her hand to my cock and attempted to wipe it also. My cock responded to her and started to rise. She stopped and I heard her chuckle. "Not tonight, mister," she said, but I don't' know if it was to me or my cock. She bent down and kissed me on the forehead. A strange sign of intimacy after what we'd just experienced. "Thank you, Bobby," she whispered. I found myself to be speechless and I watched her leave my room and close the door. There was a strange odor in my room. A very primal scent. It was the smell of sex and I breathed in deeply. I closed my eyes and fell into a deep sleep. I didn't see my mother at breakfast the next morning. I hoped that she wasn't feeling bad about what we'd done. I couldn't help but feel elated. It had been the most amazing thing of my young life. I had slept like a log. Now, I couldn't help smiling. It was infectious and Elena also broke into a smile as she served up my French toast. "You are maybe thinking of miss Judy?" Elena asked with what she thought was a knowing grin. "No, Elena," I replied, "I was thinking about you." "Oh, Roberto!" She cried out gleefully and playfully slapped my arm. I noticed how flushed she had become. This had been the first time I'd ever engaged in teasing banter. I felt a sudden rush myself and my pants bulged in response. I was beginning to think that there must be a little sign that popped up over my head every time I popped a boner, because it seemed that every time it happened people would automatically look down at my crotch. I saw Elena's eyes widen as she perceived the growth in my trousers. Her reaction was not what I would have imagined. Her right eyebrow moved up and a strange smirk appeared on her lips. She was wearing a loose pair of pants, which did nothing for her shapely ass, and some sort of flowered shirt with a scoop neck. "You should not tease a woman, Roberto," she told me as she leaned onto the table and looked into my eyes. I could tell she was teasing also. My eyes moved down slightly and I noticed that her blouse hung loosely and I had an unobstructed view of her small unfettered breasts. My eyes jumped back up to look at her face. I wondered if she had done it on purpose. I felt the warmth of a blush suffuse my face and then Elena laughed gaily and pushed away from the table. She disappeared down the stairs and I was left alone with my breakfast and my erection. I wondered if I should tell Billy about seeing Elena's breasts. He would probably go insane. Elena was the only female that Billy ever talked about. His infatuation was almost embarrassing. Whenever he came over to see me, he would sit in the kitchen and moon over her. I have to admit that she was an attractive young woman. In her mid twenties now, she had blossomed from the thin young‚ migr‚ my parents had hired into the shapely, fashionable person she now was. She was barely taller than I. She had that fantastic rear end that Billy loved so much and that had started catching my attention of late. She was small breasted. There were girls in my class that appeared to have larger breasts. However, I could now attest to the fact that she had marvelous nipples. The image was burned into my mind. Small aureole and nipples, but dark as chocolate. I found this fascinating. I hoped to see them again and I would be on the look out. She had a marvelous head of hair, that even my mother envied. It hung to within inches of her waist, and if left untied, it would cover her entire back as though she were wearing a mantilla or something. Her features were far from plain. She had piercing dark eyes; full eyebrows; a nose that flared slightly; and a generous mouth with full bottom lip. She hardly ever wore makeup, and the few times she had, I had been riveted. I got up from the breakfast table and grabbing my book bag I let my erection lead me out the door. There was still no sign of my parents. I let myself out and walked down to the main road to await the bus. I took a seat towards the front, there were only a couple of other kids who lived beyond me, but none were in my grade. Billy got on at the next stop and grudgingly took the seat across from me. His annoyance at me was slowly dissipating. Judy got on at the next stop and she slid in next to me. I caught Billy rolling his eyes. I found Judy easy to talk to. She had an unnerving manner of looking you in the eye when she talked to you. It gave me the feeling she could see right through any bluster you might try to put forth. I was surprised when she brought up Elena. Judy hadn't known that her maid's friend was in fact our maid. I hadn't ever thought of Elena as a maid. Her only task was to keep our kitchen and prepare our meals. Something neither of my parents wanted to do. We had a 'maid brigade' who came in once a week to clean the rest of the house. I asked Judy how she'd found out and noticed that she blushed slightly. She told me that Maria had mentioned to her that it was sad that I had been grounded. I suddenly got the feeling that her interest in me was probably fueling some teasing in her own home. We arrived at school and Judy went over to her friends while Billy joined me as we went to our home room. He said he wanted to talk to me at break time and could we meet in the boy's bathroom. I told him yes and wondered about his request throughout the first two periods. The recess bell rang and I took my time putting my books away. I figured I'd let the other boys do their thing before meeting with Billy. I got there and Billy was standing at a urinal. I took the next one over and pulled my cock out. Billy's eyes moved down and watched as I emptied my bladder. I don't think he realized what he was doing, but I watched as Billy's tongue wetted his lips. An older boy came out of a stall, washed his hands, and left. We were alone now. "What is it?" I asked Billy as I shook the excess pee off my cock, which caused it to harden slightly. "It's about Brian and me," he whispered even though there was no one around to hear him except me. * The memory of my last encounter with Brian came to mind and my cock swelled to hardness. Billy had his small cock in his hand also and was slowly stroking himself. He nodded to the last stall and we both moved inside. Billy sat on the toilet and opened his mouth. I had no doubts about what he wanted and I slid my cock into its warm interior. Billy was like a mad man. His mouth bobbed and twisted on my fat cock as his tongue did a dervish around its head. I looked down and noticed that he was stroking his own cock at the same time. This was something new. I felt the surge in my balls as my body prepared to plant its seed. I reached out and put my hands on his shoulders to steady myself. Billy moaned in response. A moment later, my body was shaking and I was straining not to make any loud noises. My knees shook and I pressed my cock deep into his mouth. Billy swallowed and swallowed again. Suddenly, Billy pulled his mouth from my cock and let out a loud moan. I looked down just in time to see a watery spurt of cum jump from the end of his cock. It rose up between us and seemed to hang for a moment then it fell and splattered onto his pant's leg. He pumped his cock a few more times and also bent forward to take my cock into his mouth once again. He licked and sucked on my slowly deflating cock as though it was a piece of candy. A thought formed in the back of my mind. We finished our sex game and put ourselves together again. Billy tried hard to blot out the sticky spot on his pant's leg. "What about Brian and you?" I finally asked, remembering why we were there. Billy looked up quickly and had a strange look on his face. "Brian did something to me last night," he whispered. "That isn't anything new," I responded, "you said that he likes to play games with you." "Yeah, but this was something different," Billy said. I wondered what else they could be doing and why Billy didn't just come out with it. "Are you going to tell me, or not?" I asked him. Billy looked around again as though to make sure no one had magically appeared. "He did it to me in the butt!" He whispered loudly. "In the butt?" I almost shouted. "Shhhhh!" Billy hissed and looked around frantically. "In the butt?" I repeated, but kept my voice low. Billy nodded his head vigorously. "Man," I said, "didn't that hurt?" "A little at first," Billy told me. "He used Vaseline so it wasn't too bad." "Why'd you let him do that?" I asked, unable to fathom the act. "He's been bugging me about it a lot lately," Billy informed me. "Last night he said he wouldn't suck me off again unless I let him do it." I tried to imagine someone putting their cock in my ass, but I couldn't. Even if I was told that I'd never have sex again, I didn't know if I could do that. Then, I thought about putting my cock up someone else's butt and I got a strange twinge in my groin. I suddenly remembered my mother sliding down onto my cock the previous night and how amazing that had felt. I wondered if a butt would feel the same. I suddenly got a guilty feeling as I wondered if Billy would let me do it to him like Brian had. "What'd it feel like?" I asked him with renewed interest. "Well," Billy said as he thought back, "the first time..." "The first time?" I interjected. "Yeah," Billy nodded, "we did it twice." "Go on," I encouraged him. "The first time," he started again, "it sort of burned when he pushed it in and it felt like I was having a Charlie horse in my asshole or something. I told him to take it out, but he told me to relax and he kept it in there. He just held it still like and waited for me to relax. The pain wasn't going away, so I tried to push him out, but when I did that it seemed to feel a lot better. So I did it again and suddenly his cock slid all the way in. He started pumping in and out, and after a while, the burning feeling went away too. Then, he started pushing hard into me and his cock started bumping something that made me feel really good." "It did?" I asked incredulously. "Yeah!" Billy said and nodded. "I got this funny feeling in my cock and it got all stiff and stuff. Then, a little while later, the feeling got really intense and I started shooting all over the bed." "Without jerking off?" I asked in wonder. "Yeah!" Billy said and nodded again. "Brian kept fucking my ass and the feeling never went away. My cock kept getting hard and I shot off three times the first time we did it." "Three times?" I repeated. Billy merely nodded. "What about the second time?" I asked in my hunger for knowledge. "Right after Brian went to bed. I was still awake and he told me to roll over. He put my legs over his shoulder and shoved his cock in from the front." I had trouble picturing this, but didn't ask for more detail. "This time, it didn't hurt as much when he put it in and the good feeling started right away." "Did you shoot again?" I asked. "Yeah," Billy smiled, "but only once because Brian didn't last too long that time." "How do you feel now?" I asked him. "A little sore," Billy told me. We stood there silently for a minute. I didn't know what else to say and Billy had no more to tell. The bell rang and we both jumped in place and then we laughed. We left the bathroom and went back to our homeroom. I gathered my books and went off to my next class. My mind was filled with weird thoughts and images. "Bobby!" I heard someone say, and I could tell it wasn't the first time my name had been spoken. I looked around and found Judy walking along side me as we entered the classroom. "I didn't see you at recess," Judy said. "Yeah, Billy wanted to tell me about his brother giving him a hard time," I told her and almost broke out laughing as I realized what I'd said. "That's too bad," Judy empathized. "Yeah," I agreed and went to find my desk. * The remainder of the day went without event. Billy even condescended to sitting with Judy and I at lunch. I almost squirted milk out of my nose though when she told Billy that I'd told her how Brian was giving him a hard time. Billy blushed and looked at me with a hurt expression. The conversation continued and he realized that I hadn't told her what had actually happened and he relaxed and enjoyed her concern. It was Friday and I wasn't looking forward to spending the weekend ensconced in my room. My mood shifted as we rode the bus home. Judy picked up on my mood right away and reassured me that my penance would be over before I knew it. I gave her a weak smile as she got off and waved good bye. Billy slid into the empty seat and commented on how Judy seemed to be nice. I looked at him with a stunned expression. He laughed and punched me in the arm. His stop came and I leaned into him and whispered, "Remember to sleep on your back!" Billy stuck his tongue out at me as he walked off the bus. I got off at my stop and slowly walked up our circular drive. As I approached the house, I noticed my father standing on the porch. I wondered what he was doing home so early in the day. "Hi, dad," I said as I climbed the front stairs. "How was school today son?" He asked me. "Okay," I told him, "sort of like any other day I guess." "Bobby," he said with that serious voice that meant I probably wouldn't like what was coming next. "I want to talk to you about your punishment." I stood before him and felt the apprehension wash over me. "Yes, sir," I replied. "Well," my father said as he gathered his thoughts. "I know you've been working very hard this last week and I've come to realize that you are perfectly capable of maintaining good grades." "Yes, sir," I agreed and thought that this didn't bode well. "I've spoken to your mother," he continued and I suddenly had visions of military academies or private tutors. "And, she's agreed with me on this matter." "Yes, sir," I nodded and wished that he'd get to it. "I've decided to end your punishment with one condition," he told me. "Yes...huh?" I faltered. I quickly replayed what he'd just said and stood there confused. My father smiled at my reaction. "Bobby," he started in a sterner tone. "I want you to promise me that there will be no more slacking at school and that you will do your school work to the best of your abilities. I've decided to put my trust in you, son. Your mother feels that you're old enough now and I think she may be correct." I felt a welling of emotion and was afraid my hormones were going to make me cry. "I promise, dad," I whispered through an emotion choked throat. "This doesn't mean I'm going to stop checking on your work. I realize that I have been remiss as well and I'm going to correct that error," he told me in a stern voice and looked away as though he too was afraid to show emotion. "I'll do my best, dad. You can trust me," I told him. "I hope so, son. I certainly do. Let me warn you however," he suddenly added, "that any further back sliding on your part will result in an escalation in punishment." "Uh...yes, sir," I nodded. I'd never heard that word used before except when people talked about hostilities and I wondered if he meant he was going to beat me or something. I decided not to find out. "Good!" He exclaimed, then he lay a hand on my shoulder and pulled me along as we entered the house. "I think this calls for a celebration. How about an ice cream?" "Sure," I said and beamed up at him. Desserts were a rare treat in our house and anytime we had some it usually marked a special occasion. We went to the kitchen and found my mother sitting and talking to Elena. Both of them stopped and stared at us as we walked in. It was unusual for my father to show affection in this way. I noticed the two women exchanging looks of wonderment and smiles. My father started rooting around in the freezer section and then Elena shooed him away and said she would take care of the serving. We sat around and watched as she put together a massive banana split with vanilla ice cream and chocolate and butterscotch toppings. We had to wait as she whipped some cream and then added chopped nuts. She finally placed her creation before us and handed out long handled spoons. My parents insisted she join us and we all dug in with gusto. The conversation moved from subject to subject without any common thread. We listened as my father reminisced about the soda fountains of his youth. My mother spoke of going to the mall as a young girl and finally, Elena described how her family used to sit around on weekends and everyone would take a turn at cranking the ice cream maker. I said I remembered that, as a young boy, the maid made this marvelous banana split and my family gathered around to eat it. Everyone laughed and I thought I saw a tear in my mother's eyes. It turned out that my father had been home early because he and my mother had to attend a gala affair down in San Francisco and they'd be gone until the next afternoon. They left as soon as we had finished the delicious concoction. I waved good by to them and went back in to the kitchen. "Your papa was in a very good mood today, Roberto," Elena said as I sat and watched her clean up after us. "Yeah," I agreed, "I wonder why?" "Maybe it had something to do with your parents sleeping late this morning," Elena supplied and I was shocked to see her waggle her eyebrows. I sat there stunned. Elena had never said anything about my parents' personal lives, and she certainly had never said anything to me that included any kind of sexual innuendo. I was at a loss. I wondered at this new attitude she had. I had a feeling that the little tryst that I had interrupted between her and my mother had opened up a new level of understanding between us. "Do not be so surprised, Roberto," she chastised me. "I know that you are not a stranger to this, non?" "After all," she added with a strange look on her face, "I help your maman with the laundry. I see your underwear and now your sheets. A person can tell a lot from such things." It felt as though my face were on fire. I think if I would have had a mirror handy that I would have been surprised at how red I was. "Elenaaaa!" I whined in a low voice. She laughed slightly at my discomfort and came and sat next to me. "Roberto!" She said and took one of my hands in hers. "Do not be ashamed of these things. It only means you are becoming a man. I remember at your age, my brothers were always trying to get me to take my clothes off. They would wave their 'puchacas' at me and ask me to help them." "Puchacas?" I said, even though I thought I knew what she meant. "You know," she said and looked down at my crotch. "Their 'puchacas'." "Oh!" I said. "Weren't you too young to do that stuff?" I asked her. "Ah," she said and shook her head as she thought back to her youth. "In my country, we learn about these things at a very young age. A lot of girls get married when they are only thirteen. I was lucky to be taken away by the Moreno's." The Moreno's were the family that had brought her to the U.S. He was some type of diplomat and had lost his posting due to some scandal. I never knew how my parents had wound up hiring her. I also suddenly wondered what Elena did for sex. She didn't drive and I never saw anyone come to pick her up. She would sometimes take her bicycle for a ride, but she was never gone for long. All of these thoughts had a very obvious effect on me, which did not go unnoticed. "Ah," Elena said, "you want Elena to take care of your 'puchaca' also I see." 'Wh-what?" I said and suddenly realized what she'd said. I looked down and saw my erection poking at my pants. I looked at Elena and she was looking at it as well. She had a strange, hungry look in her eyes. "N... no," I stammered and then saw the look of loss on her face. "I... I mean uh... it's uh..." I didn't know how to respond. Of course I wanted her to take care of my cock, but it's not something you say out loud to someone. It's one of those fantasies that roam around in your head when you get aroused by someone. You think about how you'd like to fool around with that person. Now, here I was totally confused. Had Elena just made an offer or was she just kidding around. I had a feeling that whatever I said would be the wrong thing. Elena took the choice away from me when she spoke again. "Your maman says that you have a very nice 'puchaca'," Elena whispered. "My mother!" I almost shouted. "Si!" Elena said and looked up at me and smiled. "She says that you could make me happy." I sat there in shock. My cock throbbed in my pants as I let her statements sink in. My mother had told her about our little adventures, and she had apparently encouraged Elena to do the same. "My mom said that?" I finally eked out. "Si!" Elena simply answered. I watched as she slowly slid out of her chair and went down on her knees. She tugged on my leg and I turned in my chair. Elena looked into my eyes as she reached out and spread my legs. Her hands fumbled at my crotch and I felt my zipper being tugged down. I was in a dream world as I watched her. It was as though I was someone else watching this happen to me. I felt Elena's hand wrap around my cock as she carefully pulled it from its confines. She muttered something in Spanish as she looked at it standing up proudly. The next thing I knew, she was leaning forward and her mouth was descending onto my stiff member. I couldn't stop my legs from shaking. This was too much for me. It would probably be something that I'd dream about doing, but to have it shoved upon me like this was another thing. If she hadn't been so good at what she was doing, I probably would have pushed her away and run from the room in tears. It took a minute for my libido to finally take control of my body. Elena was incredible. Her mouth was like a machine. It was as though she could touch every part of my penis at once. It felt warm and moist. I looked down at the top of her laboring head. She had gathered her hair into some sort of knot, which was held together by a couple of colorful hair pins. They looked like chop sticks. I reach down and tug them both out. Her hair cascaded down across her left shoulder and my thigh. It almost reached the floor. She pulled off my cock and looked up at me. "Just like a man," she said, smiling. She stood up then and I felt a sudden loss. My cock was wet and glistening. The head was almost purple from the attention. I felt as hard as a post. I watched as Elena pulled her shirt up over her head. Her breasts came into view. They were dramatic with their dark brown aureole and nipples. Her hair fell forward like a beaded curtain and covered up most of her breasts. I could see the dark brown nipples pointing at me. My cock twitched and she chuckled lightly. She pulled at the string at her waist and her pants slid down to the curve of her hips. She made a couple of shimmy motions and they slid down and gathered at her ankles. She placed both thumbs into the waist band of her undies and pushed them downwards. I watched as her pubic hair came into view. I'd never seen a real cunt; only the ones in magazines. I remembered how my mother's felt as it engulfed me, but I hadn't actually seen it. She stepped out of her pants and undies and toed them aside. She placed her hands on her hips and held the pose. I studied her closely. I could see nothing at her crotch; only hair and I was disappointed, but not for long. She tossed her head and the curtain of hair parted. Half of it was tossed over her shoulder and her left breast came into view. She brought a finger up to my lips and pressed. My mouth opened and I sucked her finger in. She took out the moistened digit and then rubbed it around her exposed nipple. I watched in fascination as it hardened and extended. My cock seemed to have a life of its own as it bounced and throbbed. "Mmmmm," Elena muttered as she watched my young cock go through its motions. "It is hard to believe that you are only twelve, Roberto," she said. I tried to say something, but my throat was dry. I watched as the same finger slowly traced the curve of her breast and continued southward. It slowly curved around her navel and continued on its way. It disappeared as it moved through her lush pubic hair, then I saw the tip pause for a moment and then it started to move in small, tight circles. Her other hand came into play and I watched as she used the index and middle fingers to part her pubic hair. Her cunt came into view then. Her cunt lips were dark, like her nipples, but there was a sliver of pink showing. I could see where her finger was toying with a small bump at the top of her cunt. I looked up and realized that she was studying my face and how I was reacting to her show. I tried to smile, but it felt like a grimace. Her eyes half closed and she moaned. My eyes went back down and I saw that she had spread her cunt lips open. There was a lot of pink now and moisture. I watched as her finger pressed past the outer lips and disappeared inside of her. She moaned again. I realized suddenly that my cock had been left unattended and I wrapped a hand around it. I began to stroke as I watched Elena perform, but she suddenly reached out and put a stopping hand on top of mine. "Non!" She said and shook her head. "Wait." I groaned inwardly as I took my hand away. Elena returned to pleasing herself and I watched in anticipation. Her finger was joined by a second and soon they were both pumping in and out of her. They made a wet, sucking noise, but I found it arousing non-the-less. I don't know how long she did this, but I watched closely the entire time and my cock remained as hard as ever. Elena stopped suddenly and pulled her fingers free. I could see that her labia didn't close up and that the pink part was still visible. I looked up at her face wonderingly. Her eyes were still half lidded and now I noticed that her lips appeared swollen. She reached out a hand and I took it. She pulled me to my feet and then reached for my belt. She unfastened my belt and unbuttoned my trousers, which caused them to slide down to my knees. She grabbed both sides of my underwear and pulled them down passed my hardened cock. It sprung back and slapped my stomach then bobbed and weaved between us. She gave a small push on my chest and I fell back onto the chair. She knelt before me and pulled my shoes, socks, and underwear, and trousers off of me. She stood up then and I saw her chest swell as she took in a deep breath through her flaring nostrils. She put a hand on either of my shoulders and stepped forward, straddling my thighs. She watched my eyes as she lowered herself onto my rampant cock. I watched her eyes and saw them widen as I slowly entered her. She was very tight. Tighter than my mother. And hot, very hot. I heard myself moan as she settled onto my lap and she smiled with her eyelids veiling her eyes. She moved her hips in a circle as though she was trying to settle herself, but I realized she was giving herself pleasure. My mind was like a sponge as I tried to see and feel everything she was doing. She placed a hand behind my head and then pulled my face onto her right breast. My lips parted and I sucked in her turgid nipple. I sucked on it and played my tongue across its rubbery hardness. She moaned and I felt her cunt clasp at my cock. She moaned even louder. I attacked her nipple like a hungry calf. Her hip motions increased. I moved my mouth to the other nipple and repeated my hungry suckling. Her motions were mostly forwards and backwards now. Intuitively, I slid forward in the chair, giving her greater access to my loins. She reached passed me and grasped either uprights of the chair. I watched as she bent backwards to the length her arms allowed. Her head was canted back and I could feel her lustrous hair rubbing gently against my shins. I looked down and could see where my cock entered her body. There was a good deal of moisture and my sparse pubis were dark and damp. I felt my body quiver and realized how near I was to cumming. She felt it too and her head came up and she stared into my eyes. I saw her tongue snake out and moisten her lips. She saw me watching and arched forward to press her mouth against mine. Her lips pressed hard against mine and her tongue pushed passed my teeth and into my mouth. Out tongues twined against each other as though they had minds of their own. She sucked the breath from me and then blew it back in. She repeated this over and over and I began to feel light headed. My hands grasped her waist then as I felt the familiar urgency in my loins. She continued to move back and forth and I pushed down on her hips to make the friction more intense. She moaned into my mouth. I felt the rush in my cock and then the inevitable explosion at its tip. My body went rigid and I groaned. She groaned as well and the sound reverberated in my mouth. I twitched in ecstasy as I shot forth my seed. I don't know if it was the pulsing of my cock that did it, but she suddenly joined my in my dance. Our mouths remained pressed together as we both went through our separate jerks and tremors. Elena finally surrendered her possession of my mouth and I sucked in a deep, raspy breath. My orgasm had slowed to a few shudders as had hers. She leaned forward then and lay her head on my shoulder. I ran my hand up and down her arched back from neck to voluptuous ass. I was in a different place. The house could have been on fire and I wouldn't have noticed. I wondered if each and every one of my orgasms would become more and more pleasurable until I finally exploded. I took in a deep breath and let it out in a loud satisfied sigh. I felt Elena move her head and then I felt the warmth of her lips on my neck. Her mouth moved along the side of my face and then she was once again at my mouth, but this time she was gentle. "Ahhhh, Roberto," she sighed as she put her head on my shoulder once again. "You have made Elena very happy." "I'm happy too," I said and winced at the sound of my tinny voice. It seemed so out of place. She sat up then and looked at me. Her eyes were soft and gentle. She used her fingers to push the hair up off of my forehead, then she bent down and kissed it. I felt like a child that had been dismissed. I had a feeling she had made a decision. I had a feeling that we would not do this again. I felt a twinge in my chest and a tear came to my eyes. She bent forward and kissed my left eye. She said nothing as she slid off of my lap. She glanced down at my shinny, wet cock and breathed a sigh. She reached down and picked her clothing up off the floor. She held it in front of her and moved towards the door leading downstairs. "Elena," I said and there was a question hidden in that one word. She stopped and looked at me for a long moment. "Perhaps, Roberto," she finally said. "Perhaps." I don't know how long I sat there. The sky was starting to darken when I finally snapped out of it. I was chilled. I gathered all of my belongings and went out of the kitchen and up the stairs to my room. I looked at my alarm. Three hours had passed since I had come home. I tossed my gear onto the floor and flung myself onto the bed. I lie there, with my arms behind my head, and looked up at the ceiling. The past several days kept going through my head. I wondered if other young boys ever experienced these things. I thought about all of my friends and classmates, but somehow, I couldn't picture any of them fucking. I pictured Billy, but the only images that came to mind were of him on his knees and a vague impression of Brian's cock going in and out of his ass. I wondered, then, if fucking Billy would be as pleasurable as it had been with mom and Elena. I felt drowsy then and must have fallen asleep. I felt a hand shaking me awake. I shook my head to clear it and looked around. Elena stood there. She was dressed and a tray was on my study desk. She had made me supper. I looked at the clock and it was eight o'clock. I looked up at Elena and saw her studying my naked form. She saw me looking at her and she suddenly blushed and turned to leave. I reached out quickly and grabbed her hand. "Elena," I whispered. She didn't look at me at first and only tried to pull her hand free, but then I saw her shoulders slump and she turned to look at me. I moved to one side of my bed and looked at her imploringly. Her mouth tightened for a moment and I thought sure she was going to turn and leave, but then her lips formed a weak smile and she slid into bed with me. Her lips sought mine out and she suddenly became the hungry animal I had encountered earlier. * I awoke the next morning to sun in my eyes. I had an arm thrown over Elena and she lie facing me with her hair half covering her face. I wondered what had awoken me and I glanced over at my alarm. It was nine o'clock. I was surprised. I hadn't slept this late in ages. I looked at Elena's sleep softened features and I smiled to myself. It was then that I heard it. Or rather them. Voices! And not just any voices, but my parents'. I shook Elena and she opened her eyes. She looked lost for a moment and then realized where she was; a smile played across her lips. "Mom and dad are here," I whispered urgently. Elena whipped up into a sitting position and listened. We could hear my father's stentorian voice. Elena jumped out of bed and started pulling her clothes on. She dressed faster than I imagined possible. She stood there looking around for any tell tale signs. The sound of my parent's voices started getting louder as they climbed the stairs. Elena's eyes opened wide and she swallowed hard. She glanced around again and then spotted last nights dishes. She grabbed the tray and left the room. I buried my head in the pillow and awaited my doom. "Oh, good morning, senor," I heard Elena say. "Diana." "Don't tell me your serving him breakfast in bed?" I heard my father ask. "Oh, non, senor," Elena replied. "These are last night's dishes." "You had to bring him supper!" My father exclaimed. I groaned inwardly. My father could be such a pain at times. I knew he wasn't going to let this one go, but Elena jumped right in there. "Roberto came upstairs last night and never came down to eat, so I brought him a sandwich and a coke. He was so busy studying that he never thought about coming down." I pressed my face harder into the pillow in order to squelch my laughter. I didn't hear what my father said. I heard no more voices and thought that I was safe. I rolled over and there was my mother, standing over me. "Well! Good morning, sleepy head," she said with a smile on her face. "Stay up late last night?" "A little bit," I told her. She had a strange smile on her face. "Well. You'd better get up before your father decides you've been laying around too long." "Okay, I will." My mother reached down and tousled my hair and then made to leave the room. She stopped in the doorway and look down the hallway to see if my father was around. He wasn't. "Am I wrong," she said with a frown, "or is Elena wearing the same clothes she had on when we left yesterday." "Uh...I uh... didn't notice," I told her. She smiled broadly and left my room. I sank back down and let out a loud breath. I roused myself and got out of bed. I caught a glance of my bottom sheet and saw the large stain there. I hurriedly pulled the top sheet up to cover it. I was learning all about the drawbacks of sex now. I tugged on some pajama bottoms and went into the bathroom. My parents and I shared the same bathroom because the one attached to the master bedroom was being redone. It had been 'being redone' for half a year now. They kept firing the contractors for one reason or another. My mother made a habit of leaving her clothes hanging on every fixture in the bathroom. I turned on the water to shower and pulled down a pair of stockings and a black lace bra that she had draped over the shower curtain rod. I held the bra in my hands and pictured her breasts fitting inside of it. My much abused penis started to respond to my thoughts. I quickly put the bra down and jumped into the shower. I ignored my urges. The morning proceeded without any strange happenings. I joined my parents in the kitchen as they read the morning paper and drank some coffee. My father praised my 'stick- to-it-iveness' and I told him I wanted to get my work done early. I told him I'd go back over everything on Sunday so that I'd be prepared. He smiled and nodded. Elena came up from downstairs and she was freshly washed and had changed. She and my mother exchanged a look and Elena had to turn away to hide the blush and smile that played across her face. She asked if I was hungry and I told her 'like a wolf'. My father made a comment about 'growing boys'. "Yes," Elena agreed, "he has gotten bigger." My mother choked on her coffee and we all rushed to hand her a napkin. She waved us off and managed to eke out that it had gone down the wrong pipe. Elena turned away and I could see she was smiling. I called Billy's house after I ate and found out that his father had taken him and Brian up to their lake house to get it ready for summer. They wouldn't be back until Sunday evening. I went out to the porch and saw how nice the day was. I decided on going for a bike ride and went around to the garage to get my bicycle. I told my parents of my plans and then left. I went down the road and headed back towards town. We lived on a long looping country lane that connected to the main road at both ends. There were only a dozen or so houses along the ten mile lane and they were all large country estates. Billy's was the closest and it only took about ten minutes to walk to it. I passed their driveway and continued on my way. A few minutes later, I approached another driveway and realized that this was where Judy lived. I slowed and looked up the drive. I saw a large white house a couple of hundred yards from the road. I went to continue on my way when I heard someone calling me. I looked around and was surprised to see Judy walking along the lane. She had an Irish setter on a leash. The dog saw me and was pulling her towards me. It looked like a big friendly thing with tongue lolling and tail wagging. "Hi, Bobby," Judy said, breathlessly. "Hey, Judy," I responded and reached down to scratch her dog on the head. "I didn't know you had a dog." "Oh, yeah," she said, "we've had him for a while. He's just a big clown." "He's nice," I told her. "My father won't let me have a pet." "Gee," she said with a frown, "that's too bad." "Yeah," I agreed and kept rubbing the dog's head. "Where're you going?" She asked me then. "Nowhere," I told her. "I just felt like ridding my bike." "Can I go?" She asked me. I was confused for a moment, wondering what she meant. I pictured her and the dog running along side. "Sure," I said, and got off my bike so that I could walk along with her back to her house. Half way up the drive, she turned the dog loose and it ran off towards the house. It was sitting on the porch when we got there. I waited outside as she went inside. I heard her tell someone she was going for a bicycle ride with a friend and there was a murmur in reply. I waited a couple of minutes and then Judy came from around the house, walking her bike. It was a boy's style with a crossbar. We got onto our bikes and went on towards town. We talked the entire way. We talked about school; about our classmates; about the town; about our parents; just about anything you could possibly imagine. We pedaled around our small community, stopping in at the soda shop for a root beer float. We ran into a couple of girls from our class and I was subjected to a half hour of side long glances and girl talk. I think Judy realized I was uncomfortable and she told the others we had to get back home. I was glad when we left them. Judy talked me into going back by the fire road and I agreed. There were a couple of places where we had to get off and walk. We came up to an intersecting foot path and Judy said she wanted to show me something. We walked our bikes for a while and then came to an unusual sight. It was a fairly large tree house with a shake roof, a window, and a door. It would have been really amazing if it hadn't been only about four feet off the ground. Judy told me it was hers and that her father had built it. She said he didn't want her to climb too high. We both broke into fits of giggles. "You want to see inside?" Judy asked. "Okay," I told her and she pulled a key out from under the eaves and unlocked the small door. We entered and I was surprised to find the inside was finished. There was a small table with a couple of chairs; a small chest; and a small built in sofa type thing along one wall. "Cool," I said as I looked around. I turned around and found Judy standing right behind me. She leaned forward and kissed me. It was an awkward kiss. One of those first timers. She blushed and smiled. I felt myself grinning. "Do you like me, Bobby?" She asked needlessly. "Yeah," I nodded and she smiled even more broadly. "Would you like to be my boyfriend?" She asked me. "Okay," I responded without hesitation. I wondered what being a boyfriend entailed. I'd never been one before. Judy leaned in to kiss me again and this time I took control and put my arms around her. We pressed our lips together and I held her tight. I finally let go and she looked at me with large, shinny eyes of surprise. "Wow," she said, and then came back for more. We embraced again and this time I pushed my tongue against her close pressed lips. She yielded slowly. She knew what I was doing, but had never actually done it before. Kids talked about these things at school as though they were experienced, but the first time it happened they were usually very timid. Once she'd gotten used to the feeling, Judy gave into it and her tongue became as active as mine. We finally broke the embrace and Judy was breathing hard. She had a flush on her face, but it wasn't from embarrassment. Her small chest rose and fell as she breathed deeply through her nose. Her eyes were dilated as she stared into mine. "That was nice," she half whispered. I smiled and nodded. "You've done that before," she said. "Uh...yeah," I told her and wondered if that was going to lead to more questions. I saw her eyes flicker downwards and suddenly realized that I was the proud owner of an erection. Something passed across her face. I couldn't tell what it was - shame, fear, hunger, excitement. She leaned into me once again our mouths crushed together. I could feel her body pressing up against mine this time. I could feel heat as her young pelvis pushed up against mine. I knew she could feel my erection pressing into her. She made small motions as if wanting to feel it but afraid to be too evident. My hands moved down her back and I slowly pulled her into me. Her mouth became more demanding. Her tongue more active. I drove my cock hard against her. She was only a few inches shorter than me and we lined up fairly well. She wore thin cotton pants and I imagined she could feel easily feel my rock hard cock. She began to move her groin slightly as she tried to rub against me without being too obvious. My hands slid down further and I suddenly had my hands on that great little ass. It was firm and round. I pulled her in even tighter and then ground my cock against her. I felt her take in a breath and she sucked the air right out of me, but she didn't pull away. We stayed like that for several minutes. We finally broke the kiss and Judy pulled away slightly. Her eyes were glazed and she was breathing through her mouth. She made no pretense now as she stared at the bulge in my shorts. Her eyes looked up at mine and I saw the question there. Her lips moved as though she wanted to say something, but couldn't bring herself to. She watched avidly as I reached down and slowly pulled my zipper down. I reached through the open fly and tugged at my hard member. I finally managed to pull it around and it popped out into the open. Judy sucked in a breath and she stood there staring at it. I reached for one of her hands and gently laid it on my throbbing cock. I saw Judy's throat move as she swallowed hard. Her hand was very tentative. At first she did nothing but touch it lightly, then she slowly wrapped her fingers around it. I felt her gentle squeeze as she felt its girth and firmness. My cock jumped and she let it go and looked at me in surprise. "It does that," I told her and she giggled. She watched my eyes as she reached out once again and wrapped her hand around it. She squeezed me again and I closed my eyes and moaned slightly. I opened my eyes and saw her smiling. "It's neat," she told me. "I think so," I told her and she giggled again. "I've never seen one before," she added. "Never?" I asked in surprise. She shook her head. I realized it had been a stupid question. I knew she was an only child, as I was. She appeared to be new at this. It was hard to imagine when she would have had the chance to actually see one except her father's. I pictured her fooling around with her father and my cock throbbed once again. This time she didn't let go but she did giggle. "Why does it do that?" She asked. "Because it's feeling good," I told her. Her face reacted to my statement. She suddenly realized what we were doing. We were having sex. She hadn't thought about it in that manner. It had been more of a youthful exploration. Her hand stopped moving and she looked down at what she was doing. I said nothing and let her thoughts run freely. I could tell when she reached a decision. She looked up with a serious expression on her face. "What do we do now?" She asked me and it was my turn to smile. * Judy stood naked before me. Her hands at her side. At first she had fought hard not to cover up. One hand had lingered in front of her crotch and the other arm had been across her chest. Now, her hands were at her side and they opened and closed as she fought the urge to hide herself again. I too was naked and stood within arms reach of her. We both studied each other's body. There was nothing between us except my rampant cock. Judy had begun to develop. Her twelve year old body had begun to shed its youthful fat. She had a waist but, her hips were slight. There was a sparse growth of hair above her fleshy slit. Her cunt stuck out proud and swollen. It was pale, unlike Elena's, but I could also see a bit of pink hidden within. Her breasts were well developed and presaged a large size in adulthood. They were as big as Elena's and had the same coloring. I began to wonder if all women had such dark aureole and nipples. I made a point to pay more attention to the pictures in Billy's dirty magazines. Her nipples were pinched and hard, but I think it was because of the temperature and not due to excitement. Her thick dark hair was loose and over one shoulder. It curled down to the top of her left breast. "You uh... look really nice," I stammered. She brought up a self conscious hand and it toyed at her throat. "Thanks," she whispered. I decided we'd done enough looking and I stepped towards her. She reacted and moved back, but her legs struck the built in sofa and she sat down hard. She gave me a weak smile. Her eyes moved down to study my cock, which was close to her face now and at eye level. She reached out tentatively and wrapped her hand around it once again. I wanted to push her down and fuck her wildly, but I tried holding back. I knew this was new for her and I remembered the first time I'd experimented with Billy. It had been awkward and fruitless. I was hoping this would be different. "It's so hard," she said to my cock. "It's because of you," I said and thought I was being suave. She looked up at me and her eyes widened. Her tongue moved around her mouth as she fought the dryness. I slowly went down on my knees and kissed her again. It was a simple kiss. I wrapped my arms around her and slowly lowered her into a prone position. She looked up at me with frightened eyes. I tried to be as gentle as possible. I was fairly new at this myself. I bent down to kiss her again and then tried to remember everything Elena had thought me. I moved my lips along her jaw and down to her throat. Judy let out a whispering moan. My mouth moved downwards and I encountered the swell of a breast. I extended my tongue and licked along until it passed across a nipple. Judy's body jerked and stiffened. I took the small nub between my lips and I sucked and drew it in. My tongue bathed the captive gem and Judy moaned louder. Her body began to move. Her thighs rubbed together and her hands fluttered because she didn't know what to do with them. She finally grabbed a handful of blanket with each. My mouth moved to the other breast and she sucked in a deep breath as I nursed on the other nipple. I brought up my right hand and rested it on her stomach. After a few moments, I began moving my hand downwards. Judy stiffened again. I pulled away from her nipple and moved my mouth up to hers once again. I kissed her hard and she responded. I continued to move my hand downwards and soon felt the soft downiness of her pubis. I extended my index finger, like Elena had shown me, and I gently prodded the small nub at the top of her cunt. Judy's back arched and she made a strange animalistic sound in her throat. Her arms came up and wrapped around me. It was like she was holding on, afraid of falling. We continued to embrace and I continued to explore. My finger moved along her slit and probed into her. I felt a lot of moisture as I moved my finger around. I tried to move my finger into her, but I only got the tip in before something stopped me from going deeper. I was confused and then suddenly, like a bolt of electricity, I realized that this was her 'cherry'. I had read about those in those 'forum' letters in all the men's magazines. I moved my finger back up to her clit and played with her there. She seemed to enjoy my ministrations as her body bucked and she moaned loudly. We continued to kiss and our tongues played together as my finger continued its explorations. I continued to move between her clit and her labial opening. I felt around again and felt a small hole at the bottom of her slit. I pressed into her and my finger suddenly slid in to the second knuckle. Judy made a gasping noise and I held my finger still. "Are you okay?" I asked her. "I-I think so," she said. "It burned a little, but it feels okay now." I slowly moved my finger in and out of her. Probing deeper with each inward stroke. She grimaced a little, but didn't complain. She reached up and pulled my face down to hers and we went back to sucking face. I tried to be slow and gentle as I probed the insides of her cunt. Her body relaxed after a few minutes. I pulled out and went back to her clitoris. She jerked as I rubbed the sensitive little button. A minute later, I moved back down to her opening and she tensed in expectation. I pushed slowly into the newly widened opening. My finger slid in easily and Judy didn't react. After a while, she seemed to enjoy my plunging finger and her hips moved up to meet it on its descent. The next time I moved my finger up to her clit, it seemed as though it was larger and harder than before. I stroked it and circled my finger around it. Judy suddenly went into convulsions. She let out a loud wail and her body flailed on the makeshift bed. I knew what was happening to her and tried to keep my finger on her clit, but it was difficult. I was surprised at the intensity of her orgasm. It was almost frightening. I wondered if they could hear her down at her house. She continued to thrash about for a while and finally settled down. Her breathing was fast and ragged. Her mouth was wide open and her tongue continually moved around her lips. She moved her hands down to her groin and pressed them into herself. I noticed the pink tinge around my index finger and realized it was blood. Suddenly, I thought that I might have hurt her and that it wasn't ecstasy but pain that she had been experiencing. "Are you okay?" I quickly asked. "Did I hurt you?" Her eyes opened and she looked at the concern on my face. Her mouth opened, but instead of words, there came laughter. I realized she was okay and I sat back onto my heels as I let her laughter run its course. "Oh, Bobby," she finally said, rolling onto her side and pushing her self up onto an elbow. "That was the best feeling ever. How'd you know how to do that?" "Um...," I muttered, trying to think quickly. "From reading some of Billy's brother's magazines." "Boy," she hissed, "you sure learn well." I beamed a smile at her. Judy lowered her free hand and reached down to toy with my erection. "What do you want to do?" She asked me, and I could tell she was apprehensive. I thought that perhaps it was too soon to put my cock into her newly deflowered cunt. I thought that she'd find my asking for a blow job to be disgusting, so I told her she could masturbate me. She slid off the sofa and I lie down in her place. I moved against the wall and it gave her room to join me. She rolled into me and kissed me once again. My lips were starting to feel bruised. I felt her timid hand move down to hold me once again. "What do I do?" She whispered. I rolled onto my back and coached her. She sat up to get a better advantage. She was timid at first. I could barely feel her hand. After a while, she got into it and she was pounding my cock. I knew I would cum soon and I told her so. She asked if I shot sperm and I told her yes. Her eyes fixed on my cock with expectation. "Oh god," I moaned, "here it comes." The first stream splattered onto my stomach and left a trail from my navel to my throat. Judy didn't let go, but actually squeezed harder and stroked faster. She made 'oohing' sounds with each shot of cum. I felt like a carnival fireworks display. I groaned through my orgasm and Judy kept stroking and squeezing. I had to put a hand on top of hers to stop her from tearing my penis out by the root. She lie back down and sighed as she tucked into me. "That was really cool," she said from the vicinity of my shoulder. "Yeah, and it feel pretty good too," I informed her and she chuckled. We lie there for a while and then we started feeling cold so we got up and put our clothes back on. We both had smiles frozen on our faces. Judy told me to sit and she rummaged through the old toy chest that was there. I wondered if she was going to pull out a toy tea set, but she came out with a book. She told me that this is what she had read to learn about sex. It was a raunchy romance novel and it talked about 'throbbing manhoods' and 'eager womenhoods'. It was almost funny. Judy said she had stolen it from her maid and would often come up here and read it. She said she used to get funny feelings, but hadn't figured on how to deal with them. The girls at school were of no use. There wasn't a single one of her friends who had any experience. "Can we do this again, Bobby?" She asked me timidly. "Heck yes," I almost shouted and she giggled. Just then, the door to her tree house opened and there stood her father. We could only see his head and shoulders. He had a concerned look on his face. "There you are," he said and his face softened. I think he had expected the worse. "Hi dad," Judy said. "And," he said, looking at me, "who's this young man?" "Oh," she exclaimed. "This is Bobby, from my class, he lives down the road a couple of houses." Mister Steiner frowned as he thought and then he asked if I was Gordon and Diana's son. I told him yes and he informed me that my parents were nice people to which I agreed. He told us that Judy's mother thought she had heard someone yelling earlier and had finally convinced him to come out and look around. We were lucky that the interior was gloomy because Judy was blushing like a fire beacon. "We were just playing, daddy," Judy said. "Okay," he replied with a smile, "just checking. Don't be too long, it's getting on to supper time." "Jeeze," I said. "Is it that late? I better be getting home." Judy and I climbed out of the tree house and we walked our bikes back down to her house. I told them good by and watched her wave as I pedaled away. The smile was still on my face. I felt like the luckiest kid in the world. Twelve years old and I was having sex handed to me. It was a dream come true. The End ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ This story was written as an adult fantasy. The author does not condone the described behavior in real life. ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ Kristen's collection - Directory 23