Stepmom Tender Loving Care - sex story

Stepmom Tender Loving Care

"My goodness, Davey, what are you doing home on Friday
evening watching TV instead of out on a date? This is
the second weekend in a row you've stayed home." Alice
Renfrow, Davey's mother, stood in front of her son
seated on the couch, and smiling down at him,
continued, "Not that I object to having you at home,
mind you. Since your father died, I get lonely
sometimes, so it's nice having you here in the evening.
Still, though, I can't help but worry about you, even
if you are grown. You used to date all the time, but
lately that seems to have slowed down." She brushed the
hair up off his forehead and asked, "Having some
trouble with your love life?"

Davey looked up at his mother and laughed, a soft
embarrassed laugh. "No, Mom, everything's okay. I just
decided to stay away from girls for a while."

Alice sat down next to Davey and took his hand in hers.
"Now that sounds a little ominous. I thought you were
really into girls. The phone used to ring off the wall
with their calling you. Has something happened? Are you
having some kind of problem with a girl?" Alice got a
concerned expression on her face and said, "You haven't
gotten a girl pregnant, have you?"

Davey laughed again, but this time the laugh was of
amusement, not embarrassment. "Don't I wish! No, Mom, I
can assure you I haven't gotten any girl with child."

Alice squeezed his hand and said, "Well, why don't you
tell me about it. After all, moms are usually the
problem solver around a house."

"Oh, gee, Mom, come on. It's not that big a deal.
Besides, it's not the kind of problem I could talk with
you about. It's strictly a boy-thing."

"Oh, sure," Alice said, with a wry smile. "Your mom was
raised in a convent -- you'd offend her sensibilities
if you talked to her about something sexual. At least I
assume it's sexual. Am I right?"

Davey blushed a little, and nodding his head said,
"Yeah, sort of -- at least from one way of looking at

Alice got that serious expression on her face again and
said, "Davey, I may be a woman, but I do know a little
bit about 'boy things.' When I was growing up, I had
two younger brothers who didn't keep many secrets from
me. I helped them with a lot of their coming-of-age
problems. Besides that, your father Joe and I were
married for almost twenty years, and we sure had more
than just a platonic relationship."

Her serious expression turning into a smile, she
continued. "We had a good, active sex life. I can
guarantee you aren't the result of an immaculate
conception. You're the product of some plain old-
fashioned, down-and-dirty bones-jumping. I may not be a
Dr. Ruth, but I DO know more than just a smattering
about sex. I may even know enough to help you with your

"Mom, I'm not sure I even know how to talk about it."

"You can start by telling me why you aren't dating
anymore. Are they turning you down?"

"Well, those I've dated a few times are. They just say
it's not any use, that it only leads to frustration."

"Who's frustration, theirs or yours?"

"Well, theirs and mine, too. Boy, do I EVER mean mine."

"I take it you want to make out with them, but they
refuse, even when they really want to. You end up
frustrated, and so do they. Is that what you're talking

Davey smiled wryly and said, "Yeah, that's about the
way it is.
I end up actually physically hurting from frustration."

"Bad case of the blue balls, huh?"

Davey couldn't help but grin at his mother's use of a
term he didn't even know she knew. "Yeah, bad cases.
Lots of bad cases."

"Well, I'll have to admit I'm a little confused. I was
under the impression that girls today were as sexually
active as boys. I thought most girls were as eager to
hop into bed as boys are. I guess maybe there still are
some old-fashioned girls and you've ended up dating
them. Maybe what you need is to find out which girls
have a ...do they still call it 'reputation?' ...and
ask them for dates."

"No, that's not the problem. Most of the girls I've
been dating have been completely willing to 'hop into
bed' with me, as you put it. Eager, in fact. It's just
that when we get right down to doing it, they give up.
A couple of them tried real hard, but ended up saying
it couldn't be done. Most of them just say 'no way' at
the start and don't even give it a try. It's happened
so many times now that I decided to cool it for a
while. Maybe someday I'll meet a girl where everything
works out okay."

Alice got her concerned look back, and rubbing her hand
up and down Davey's forearm, said, "You're awfully
young to be having problems with impotence. I'm sure it
must be something physical that a doctor can help. I'll
make an appointment for you with an urologist on

Davey threw his head back and laughed loudly.
"Impotence? Now that IS funny. No, Mom, my problem sure
isn't impotence. It's... well, it's more like the

Like a light bulb going on above someone's head in a
comic strip, a look of comprehension came on Alice's
face. Unable to keep from it, she dropped her eyes and
looked at the crotch of Davey's jeans. Having satisfied
her curiosity, she raised her eyes and looked into his
face again. "You mean your problem is that
you're...you're too big?"

Davey's face flushed with embarrassment and he said,
"Yeah, that's about it. I haven't met a girl yet who is
big enough for me. Just look at me -- I'm twenty years
old and still a VIRGIN!"

Alice once again stroked Davey's arm and said, "Oh,
poor baby. You look so much like Joe that I wondered if
you would inherit his other characteristics. He was
built very big, and you must have gotten it from him."

"You mean Dad had a big...uh, I mean Dad was built big,

Alice got a far-away look on her face and whispered,
"Yes, he had a huge...that is, he was big, very big."

"How big was he?"

Alice spread her hands apart about twelve inches and
said, "He was about this long." She curled a hand in
large circle and continued, "And about this big around.
About as big around as a Coke can."

Davey's eyes grew wide and he whispered, "That sounds
like you're describing me when I have a...when I get
excited. And you were able to take it?"

"You're living proof of it," she said, laughing. "Now
don't get me wrong. It wasn't easy, particularly at
first. It took me over two weeks to get stretched
enough for us to finally consummate our marriage. Even
after that, it was a couple more weeks before I was
completely comfortable with it and could enjoy it." She
got that far-away look in her eyes again and whispered,
"Yes, really enjoy it." Her eyes refocused and she
smiled. "It's going to take a girl with lots of
patience and desire to be able to accommodate you. I
hate to tell you this, but it probably won't happen
until you find a girl who loves you and you marry her."

"Oh, God!" Davey said. "I'm nowhere near ready to get
You mean I'm going to have to do without?"

Alice smiled and said, "Well, as I'm sure you know,
there ARE other ways of taking care of your needs."

Davey frowned and said, "Girls can't get it in their
mouths, either."

Alice couldn't help but laugh at his misunderstanding,
and said, "Well, that takes practice, so I figured that
was the case. What I really meant was this." She held
up her hand and, cupping her fingers like they were
holding something round, moved it up and down. "I know
it's a poor substitute, but it's better than nothing."

"You're right about it's being a poor substitute." He
smiled a crooked grin and said, "I'm 'living proof' of
that, too." His expression grew serious again when he
continued, "Sometimes I want the real thing so bad that
I skip that sort of exercise. That's why you find signs
of wet dreams on my sheets sometimes."

Alice smiled again and said, "Yes, sweetheart, I've
seen them. But wet dreams are normal for a boy, so I
didn't worry about them."

"Mom, would it embarrass you to tell me how you went
about being able to take Dad, to stretch yourself

"Not unless it bothers you."

"Tell me anyway, even if I blush a little."

"It would probably be better if I showed you. Let me
get some things from my room and I'll do show and tell
for you."

Alice went to her bedroom and returned in a few moments
with a large shoe box. She opened it and pulled out a
dildo that was just about the size of a normal cock --
about six inches long and about as big around as an
ordinary cock. "We started with this. He used this on
me until I was comfortable with it."

She smiled and said, "This is the sucker that made a
woman of me that took away my maidenhead." She then
pulled another dildo out, one about nine inches long
and proportionately larger around. "After I was able to
take old Mr. Normal there, we graduated to this one,
Mr. Intermediate. We used this one for about a week
until I was able to be completely at ease with it."

"Well, it sounds like you were being taken care of
while all this was going on. But what about poor old

Alice held up hand, just like she had done before. "I
used this. You're right, it was a poor substitute, but
it kept him from a terminal case of the blue balls."

"Then what?"

"Then we used Big Daddy." Alice reached into the box
and pulled out a massive dildo. It was a perfect
replica of a penis, except it was about twelve inches
long and as big around as a Coke can. Davey couldn't
help but gasp -- it looked just like his cock did when
he had a hard-on.

Seeing it affected him strongly, and his cock swelled a
little at the sight. The thought of a woman being able
to take a cock the size of that dildo, of being able to
take a cock as large as his, into her pussy filled him
with a feeling of excitement he hadn't had in a long
time. "God, Mom," Davey whispered, "You were able to
get that in your...get that in you?"

"Not at first. But with lots of love and tenderness,
several tubes of K-Y jelly, and doing just a little
more each time, we finally succeeded. After it got so
that he could slide it in and out, we finally graduated
to the real thing. Your poor father finally was able to
give up the poor substitute and get the real thing.
God, we did it practically all that night." Blushing a
little at her confession, she added, "I'm pretty sure
we made you that night."

By this time, Davey's cock had filled the front of his
jeans, making them swell like they were stuffed with a
large sausage. Alice looked down at his swollen pants
and said, "Yeah, Baby, it does look like you've got the
Renfrow curse all right."

Davey blushed and said, "Gee, no girl will be willing
to go through that process just to screw... uh, just to
make love to me."

"If she loves you enough, she will."

"I sure hope so. Maybe Miss Right will come along soon.
Maybe she'll be willing to go through the stretching
exercise without our having to get married."

"Maybe so, but she would be more willing if she loved
you completely and you were married."

"Gee, Mom, I'm not sure finding this out has helped me
all that much. Before, I was just frustrated, thinking
that sooner or later I would find a girl who was big
enough to take me. Now, it looks like they're few and
far between and even then have to be willing to get
themselves ready for me. At least I had some hope
before. Now I see it's going to be pretty much of a
later, not sooner, sort of deal."

"Oh, Baby, I'm sorry. I didn't mean to discourage you.
You asked me to show you what it took, and I did."

Davey smiled, a gentle loving smile, and said, "Aw,
gee, Mom, I'm not bitching at you. I'm glad you told me
about this. It's just that it's discouraging to find
out my frustration is going to have go on for a while."

"But just think how good it will be when it does

"Yeah, I just hope I'm not an old, gray-haired man when
it finally does."

That night when Davey showered, he soaped up his cock
and masturbated to subdue his hard-on. As he did, he
pictured in his mind that largest dildo, pushing in and
out of his mother's pussy, wet and glistening and
making slurping sounds as it fucked her. That imaginary
sight quickly brought on his orgasm, and he spurted
huge jets of come into the water and down the drain.

He had never thought of his mother in a sexual way
before, but after listening to her tell about what she
and his dad had done, he had different thoughts. He
thought about his father's huge cock moving in and out
of his mom's pussy, and even though he had just had an
orgasm, he immediately grew semi-hard. After he finally
got to sleep, he dreamed about his father using those
dildos on his mother. Right at the end of the dream, it
changed so that it was he who plunged that huge plastic
cock in and out of her pussy. When he awoke the next
morning, his shorts were sticky and the stain of a wet
dream covered the middle of his sheet.

* * *

The next evening after Davey had showered and gone to
bed, he heard his bedroom door open and his mother
whisper, "Davey, are you asleep yet?"

"No, not yet. Come on in." Davey could see her standing
in his doorway, the hall light shining behind her. She
had on a thin night gown and the light behind her
showed the silhouette of her body through the sheer
fabric. He could see that even though she was in her
early-forties, she still had a thin, youthful body. The
soft fuzziness that could only be pubic hair could be
seen where the light showed through the open triangle
at the juncture of her crotch and thighs. He drew in a
deep breath at the sight, and his cock came to instant
attention, pushing up the sheet that covered him.

He thought about a cock the size of his penetrating the
depths of that region and his penis throbbed in
response. Seeing her that way coupled with his memory
of her talking about sex acts with his father made him
recognize as he hadn't before that his mother was a
very sexy and desirable woman. For just a brief instant
he couldn't help but fantasize about its being his
twelve-inch cock penetrating that shadowy pubic area.
Realizing that it was his mother about whom he was
having such lewd, perverted thoughts, he groaned and
willed his erection to go away. Will power did no good,
though, and he was still poking up his sheet as she
walked into the room.

Davey could see that his mother had something in her
hands. As she came toward his bed, he could see that it
was a wash-cloth and what looked like a tube of
toothpaste. When she reached the bed, she sat down next
to his supine body and said, "Davey, I thought about
the problem you talked about last night and I couldn't
help but feel terribly sorry for you. Your dad told me
of the frustrations he had before we got married, so I
know a little about what you must be going through."

She brushed the hair out his eyes and continued, "I
decided that what you needed is some TLC -- some of
Mom's tender loving care." She looked down at the tent
his cock was making of the sheet and in a soft voice
said, "It looks like I was right and that I got here at
just the right time."

"What do you mean?" Davey whispered, barely able to
speak. Her words and the admiring, almost exultant,
look she gave his rigid penis filled him with erotic
feelings and caused his cock to beat and throb even
more than it had been.

Alice raised her hand up like she had done the evening
before and said, "I thought maybe you would enjoy a
change from your 'poor substitute.' This may be a poor
substitute, too, but it's been my experience that it's
always better when someone other than yourself does
it." She dropped her hand down to Davey's cock and
brushed it over the tented sheet. Davey gasped at the
touch and drew his breath in sharply. Alice smiled at
his reaction and said, "I thought maybe I would be that
other someone."

Alice pressed her hand down on the bulging sheet and
took hold of Davey's rigidity. "God, you ARE big!" she
said, her eyes widening in surprise and pleasure. She
reached up and took hold of the sheet and pulled it
down, pulling it until it reached below Davey's knees.
There, revealed to Alice's sight was Davey's cock,
sticking straight up out of his boxer shorts.

Davey could hear her sharp intake of breath as he was
revealed to her and feel how her fingers trembled as
she reached up and pulled his shorts down and
completely off. She reached out both hands and wrapped
them around his shaft, murmuring, "Oh, Davey, Baby! Oh,
Baby, you're so BIG! You're Joe made all over again.
Oh, God, you're as big if not bigger than he was."

She ran her hands lightly over his cock and said, "Oh,
poor Davey. So hard, so much in need of relief. Let me
take care of you. I'll give you the relief you need."
She lifted the tube and Davey saw it was K-Y Jelly, not
toothpaste. After taking off the lid, she squeezed a
big blob right on top of the plum-sized head of his
cock. Putting a palm on top of his cock, she spread it
around and then with her hand cupped, she smeared the
slick lubricant the length of his shaft, completely
coating it.

By now, Davey was almost panting in excitement and his
hips were moving up and down, pushing his shaft in and
out of her hand. Unable to control himself, he moaned,
"Oh, God, Mom! Oooohh, that's so good."

She squeezed out another blob of jelly and moved her
hand to his balls, lubricating them in the same way his
cock was. Then, with him slick all over, she began to
rub his balls, running her fingers lightly over his
scrotum. With her other hand, she slowly pumped up and
down his shaft. When she came to his sensitive glans,
she ran her finger tips in little circles over it.
Davey recognized that she was expert at this, that she
knew exactly what she was doing.

Slowly but inexorably, Davey's passion grew and he was
soon moaning continuously from the pleasure his
mother's hands were giving him. Straining up to the
source of his pleasure, he pushed his hips completely
off the bed, his cock thrust way up into the air. Pre-
come oozed out his cock in a rapid flow and he soon
felt that his cock was coated in liquid pleasure. "Oh,
God, Mom, I'm so close," he groaned.

"Yes, sweetheart, just let it happen. That's what I
want. Come hard and get relief."

Davey arched his back high and held it, his body rigid.
His cock jerked, and suddenly a huge glob of sperm shot
up into the air, flying up about two feet and then
splattering on his chest. Alice put her palm over the
head and took a spurt in her hand and then used it to
make him even more slippery. She continued pumping
until his come quit shooting up in the air and just ran
out in little dribbles down over her hand. By now, all
his stomach and thighs were covered with splatters of
his erupting passion.

Gradually, Davey relaxed, his hips falling back down to
the bed. He had his eyes closed and was still breathing
hard. "Oh, God, Mom, I don't know what to say," he
finally managed to whisper.

"Don't say anything, just relax and enjoy the relief."
She took the wash cloth she had brought with her and
cleaned him, wiping up all the blobs of his come. When
she had finished, she kissed him on the cheek. "Feel
better now?" she asked.

"Like I've died and gone to heaven. It's never been
that good before." He touched her on the arm and said,
"Thanks, Mom. That was the best TLC ever."

"That's what moms are for. Pleasant dreams,

Davey couldn't help but grin and say, "At least they
should be dry dreams."

Relaxed from the most marvelous orgasm he had ever
experienced, Davey started dozing immediately after
Alice left his room. Just as he was almost asleep, he
heard a soft, almost muffled, sound from her room next
door. It was a rhythmic sound, like something moving
back and forth. The sound was soon joined by soft moans
and gasps. Davey was so relaxed and sleepy he couldn't
be sure whether the sounds were real or part of a

* * *

The next morning Davey awoke to the aroma of freshly
brewed coffee. Getting out of bed, he realized he was
completely nude. Memory of the evening before came back
to him in a flash and his cock came to half-erection
when he remembered the special TLC his mother had
provided. After he located his shorts, he put them on
and went to the kitchen, ready for a cup of that
coffee. Alice had poured herself a cup already and was
sitting at the table sipping it slowly. She looked up
when he came in and said, "Good morning, slug-a-bed.
Coffee's ready -- join me in a cup of eye-opener."

Davey poured himself a cup and came back to the table.
As he started to sit down, he got an eye-opener that
was better than any jolt coffee could provide. Alice
still had on her night gown and the way she was leaning
over her coffee allowed him to look right down its top
and see all her breasts. They were creamy white and
topped with the little brown nubbins of her nipples.

Davey had to sit down quickly before Alice could see
the way his cock jutted out, pushing the front of his
shorts out in a tent. Even sitting down didn't help
that much because he could still see the dark circles
of her areolas through the gown and the way her nipples
pushed the fabric out. He deliberately took a swallow
of the scalding coffee to get his mind off the charms
Alice was displaying.

After they finished their coffee, Alice got up and took
her cup to the sink. As she did so, Davey watched her
and enjoyed the sight. Her thin gown molded to her body
and showed Davey just how slender and feminine his
mother was. The thin fabric draped itself into the
cleavage between her buttocks, allowing Davey to see
how round and soft her ass was. The way the gown was
clinging to her, the pale flesh of her buttocks was
clearly visible.

Davey remembered seeing Alice's body through that gown
the evening before, and in the full light of day it was
even more revealing. Up until then, he hadn't really
paid that much attention to her -- she was his mother
and she was just there. Now, though, Davey wished that
Alice was someone other than his mother.

Davey got up and came up behind Alice, pressing himself
against her. He wrapped his arms around her waist and
kissed her on the back of the neck. "Thanks for last
night, Mom. I really needed that." Holding her like
that, his cock pressed against her buttocks, he could
feel their warmth and firmness against his body. His
cock, which had subsided a little, once again hardened.
As it gristled and extended, it pressed into the
crevice between her ass cheeks, nestling into her
cleavage as if it had found a home.

Alice put her hands on top of Davey's and pushed her
buttocks back against the hard shaft invading into her
nether region. She laughed and said, "Well, it's effect
sure didn't last long, did it? Twenty! I had forgotten
how horny young men get." Alice pulled Davey's hands
from her waist and turned around to face him.

Reaching down, she took hold of his cock through his
shorts and said, "Baby, you're all hard and bothered
again, aren't you? What is it going to take to keep you
relaxed for a while?" She smiled -- a soft, secret kind
of smile -- and said, "Maybe if I gave it a Big Daddy
special, this will stay down for a while."

She went into the living room and stood in front of an
easy chair. "Come, Davey, sit." Davey did as she asked
and just as he was going to sit down, Alice pulled his
shorts down to his feet. She pushed him gently so that
he had to sit and then knelt on the floor in front of

Davey's cock stood up like a pale white cudgel, hard
and throbbing. Alice reached out and took his shaft in
her hand, saying, "God, Baby, I believe it's grown even
from last night."

"Lord, I hope not. It's enough trouble as it is."

Alice brought her face up close to Davey's cock and
said, "Now, let's see if we can make this thing behave
itself for a while." As she said this, she stuck out
her tongue and licked it all over the huge, throbbing
head of his cock. He gasped at the contact and
muttered, "God, Mom, no one has ever done that for me
before. No girl has ever been willing to try." Holding
his cock by the base, she licked up and down its full
length, using her tongue expertly on the small area
just under the bulging head. "Oh, Mom, that's

Alice stopped her oral ministrations and looked up at
Davey. "I used to do this to Dad every once in a while.
Back when I had periods before my hysterectomy, I would
give him relief this way. He loved it, and I felt sure
you would too." She grinned and added, "It usually
managed to keep him down for at least a day." She
opened her mouth wide in a big circle and then closed

"I used to be able to take part of his cock in my
mouth. I wonder if I can still do that?" She opened her
mouth wide again and popped the big head of Davey's
cock into that oral cavity. It was a tight fit, but she
managed to get all of it in and suck on it. All Davey
could do was moan and thrust his cock up to his
mother's pleasure-giving mouth.

Alice moved her head over Davey's cock and pushed her
mouth down on top of it. He felt it slide in about two
inches and press hard against the back of her mouth.
She extended her tongue under the head and, still
sucking with her mouth, swirled her oral digit in
circles over and over his glans. Davey's breath became
labored and he almost panted as his pleasure mounted
higher and higher.

Alice put one hand on his cock and started pumping and
lightly caressed his balls with the other one. Davey's
whole torso quivered in response to these ministrations
and he put his hands in his mother's hair and caressed
her. "Oh, God, Mom, I'm getting close. So close. If you
don't stop, I'm going to come in your mouth." All Alice
did in response to his warning was suck and pump

The message this action communicated to him was too
much for him -- his cock started jerking and come
spewed out in huge spurts. Davey had never experienced
such ecstasy in his life, and he just kept coming,
jerking up toward her mouth with each shot. He could
see her throat working as she swallowed madly, trying
to keep up with his copious gushing. She almost
succeeded, and only a few dribbles escaped out the
corners of her mouth, running down his cock and over
her hand.

Davey's orgasm slowly diminished and soon his cock
stopped its flow and started to shrink. As it grew
smaller in size, Alice took more into her mouth. Soon
it had shrunken enough for her to take it all inside.
Only when it had completely shriveled up and returned
to normal size did Alice release it from her mouth.
Davey looked down and saw it was completely clean --
Alice had managed to suck all traces of come from it.

Alice sat up then and smiled at Davey. As she did, she
licked off the last vestiges of come that coated her
lips. "Oh, Mom, I never thought that could happen to
me. I didn't believe any girl could manage to do that.
It was like a dream come true."

"I told you it took a little practice." She patted his
now flaccid cock and said, "Looks like practice makes
perfect, too. That seems to have taken care of your old
monster for a while."

She laughed, giving his cock a gentle squeeze, and
stood up. Davey had never felt love for anyone the way
he loved his mom for what she had just done.

* * *

That evening after dinner, Davey showered, put on a
pair of pajama bottoms, and went into the den to watch
TV. After about thirty minutes, Alice came in too.
Davey could see that the tips of her hair were damp, so
she must have just showered, also. He could see a whole
lot more than that, too, and he liked every bit of it.
She was dressed in just a short night gown that came to
about the middle of her thighs.

As she walked across the room to the sofa, her breasts
jiggled so he knew they were roaming free under the
thin fabric of the night gown. The gown clung to her
just as the one she had worn that morning had, showing
off the curves of her slender hips and the thinness of
her waist.

When she sat down on the sofa, she tucked one leg under
her, revealing all the insides of one thigh, almost all
the way up to her crotch. She looked very feminine and
very sexy, and she turned him on like no other girl or
woman ever had. He was relieved his cock was tucked
down into the seam of his pajamas so that it wasn't too
evident what seeing her like that was doing to him.

After what she had done for him, not just once, but
twice, during the last twenty-four hours, she would
probably think he was some sort of freak for getting
another hard-on. He liked what she had done for him,
and he didn't want her to stop doing it because she was
impatient and disgusted with him.

In a few moments, Alice became interested in the TV
show and leaned back and relaxed. As she did, her night
gown crept up on her thighs and she spread her legs
apart. Where Davey had been able to see only half-way
up her thigh before, he could see all the way now. And
what a sight he saw! Her pussy, covered with a mass of
black pubic hair, was completely on display.

He knew she might look at him any second and catch him
looking between her legs, but he couldn't pull his eyes
away. With her sitting like that and with the angle of
vision he had, her pussy didn't look much different
from those he had seen and even tried to penetrate
before. But Davey knew it WAS different.

He knew it was a pussy that could accommodate even his
massive organ, and the sight of it mesmerized him. He
had an overpowering desire to touch it, to push his
fingers inside, and discover what a pussy that size
felt like. He wanted to return the favors she had given
him -- return them in kind and in full measure.

Unable to resist the urge, Davey got up and sat down on
sofa next to Alice. "Mom," he said, "is that a show you
want to watch? I need to talk with you a minute but I
can wait until it's over."

Alice turned toward him and laughed. "No, it's just one
of those evening soaps. I can watch tomorrow night and
not have missed a thing. What do you have on your

"You remember how you said you worried about me because
I didn't date? Well, I have the same sort of worry
about you. It's been well over two years now since Dad
died, and you haven't once been out with a man in all
that time. You're a beautiful woman, and you're still
young. You told me yourself that you get lonely. Mom,
isn't it about time for you to start thinking about
yourself and get back into circulation? Thank you for
taking caring care of me, I really need it and
appreciate it, but you probably need taking care of

Alice turned around on her sofa, her leg still under
her, and reached out a hand and put in on the back of
his neck. She leaned forward and gave him a light kiss
on the lips. Leaning back, she said, "Oh, Davey, you're
so sweet. Thank you for caring. The truth of the matter
is that I HAVE been out with men."

Davey got a quizzical expression on his face, and Alice
laughed in response. "You remember the times I said I
was going out with the girls?" Davey nodded his head.
"Well, I didn't go out with girls, I went out with men.
I was embarrassed for you to know about it, so I
created little fictions to keep it from you."

"But you don't do it any more. Why not?"

Alice got a wry smile on her face and said, "Well, I
found out some things. First, all the good men are
married already. The ones I dated were just the left-
overs." She dropped her face and looked down. "Second,
I found out that after a woman gets used to a big man,
normal sized men don't come close to satisfying her."
She looked up again and continued, "I just gave it up
as a bad thing." She got a crooked grin on her face and
continued, "That's why I could identify so much with
your problem and know how much you needed some relief."

"But, gee, Mom, you told me you and Dad had an active
sex life.
What do you do now? Don't you miss it?"

"Sure, I miss it. I miss it like crazy." She got that
wry smile back on her face again and continued, "As for
what I do..." She held up her hand, spreading her
fingers apart, and flexed her middle finger back and

Davey smiled and said, "That's a poor substitute."

Smiling sadly, Alice said, "So tell me about it. Like
you said,
'I'm living proof of that.'"

Davey put his hand on Alice's bare knee and ran it up
the inside of her thigh almost up to her crotch. She
put her hand on top of his and said, "Davey, what are
you DOING!"

"You gave me some TLC, now I'm going to give you some
in return.
You said yourself that it's better when someone else
does it."

"But you're my SON!"

"That didn't stop you from taking care of me."

"But I did it because I love you and didn't want to see
you suffer."

"I love you, too, and I want to do this for you. I want
you to feel as good as I felt."

Alice didn't verbally acquiesce, but she removed her
hand from atop his at let him continue his movement up
between her legs. His fingers first encountered the
mass of her curly pubic hair and then they came to the
goal they had been seeking, the crease of her pussy.
Extending a finger, he probed gently between her labial
lips, working his finger inside her furrow until he
found her clitoris. Using just a light touch, he ran
his finger tip across its surface.

She put her hand back on top of his and murmured,
"Ohhh, Davey, this is so wrong." She squeezed the lips
of her pussy down on his finger and whispered, "But it
feels so GOOD, and I need it so MUCH. Oh, Baby, if you
keep doing that I can't stop you."

"Good. Just lay back and let Davey give you some of his

Alice laid back onto the sofa and Davey took her
tucked-in leg and pulled it out straight. Then he took
the bottom hem of her night gown and lifted it up above
her waist, completely revealing the lower portion of
her body. Although Davey had seen and touched this most
intimate part of a female before, he found himself
completely fascinated by the sight of Alice's pubis.

It was totally covered by a thick mass of black, stiff
hair that extended from the upper portion of her thighs
well up onto her belly. Her labial lips were thick and
slightly pouty, clearly delineating the crease between
them. Dave knew this was the pussy from which he had
come, and that made it special beyond any others he had
seen and touched.

Almost reverently, Davey pushed his finger back down
between her labial lips, exploring and searching out
her furrow. He found that she was now wetter than she
had been before. Before she had been moist from her
shower, now her crease was slippery and slick.

She was quickly responding to his caresses, her furrow
and pussy coating themselves with feminine lubrication.
He probed his finger deeper, seeking out her clitoris
once more, and she spread her legs apart, inviting him
to fully explore and make hand love to all of her
sexual core. His finger found her hard little nubbin at
last, and she murmured a soft little "Ummmnnn" sound at
the contact.

Touching his mother like that, delving his hand into
the very fundament of her sex, filled him with an
overwhelming feeling of love for her. That love,
though, was matched by lust, and his arousal soared to
a level he had never before experienced. His cock,
tucked down inside his pajamas, swelled to its full
dimensions and strained for release.

Davey's lust was such that touching Alice's sex wasn't
enough. He had to see it also -- see up close all the
folds and intricacies of her pussy and that glorious
tunnel large enough to allow penetration of that
enormous dildo. He yearned to plunge his fingers in and
out of that cavity and use them in imitation of the way
his father had used that huge fake cock.

To see her in such a way as that, Davey slipped from
the couch and knelt on the floor in front of her.
Taking hold of her legs, he pulled Alice toward him,
pulling her until her buttocks were poised on the edge
of the couch and her pussy available for his
inspection. Moving up close to her, he spread her legs
even wider apart. As he did so, her sex opened, her
furrow gaping wide and the moist flesh inside

Seeing her spread so completely open, Davey recognized
that she had the pussy of a mature woman, not one of
the still almost tightly sealed pussies he had seen on
the young girls he had dated. If it were possible to
fall in love with a vagina, Davey would at that moment
have fallen in love with Alice's gaping, wet pussy.
"Beautiful," he murmured. "God, Mom, this is the most
beautiful thing I've ever seen." Alice squirmed her
hips in response and made a soft sound of delight.

Davey ran his finger up and down the full length of the
furrow laid open there before him, pressing hard as he
brushed across the swollen little nipple of her
clitoris. She jerked her hips and gasped as he made
contact with her most sensitive of spots and muttered,
"Oh, God!"

From the way she responded to his caresses, Davey knew
that Alice's need was as great as he had imagined it.
He recognized the sound she made as the same he had
heard through their wall the night before and realized
that his mother had been masturbating then, had been
performing that finger flexing exercise on herself. If
she had gotten as aroused from giving him relief as he
was getting from touching her, then she would have
needed relief.

Davey remembered her saying it was better when someone
else did it, and wanted to make it as better as he
possibly could, to make her have an orgasm even better
than the one she had obviously had there in her own
bedroom. The thought of her coming from his touch made
Davey's face flush with excitement. He had never given
a girl an orgasm before, but right now that was what he
wanted to do more than anything in the world. He wanted
to make his mother come -- come not just once, but as
many times as he could bring her body to such levels of

Alice moved her hips now, little movements that told
Davey she was enjoying his touches and encouraging him
to continue his caresses. Not really needing the
encouragement, but even so delighted by her response,
he probed his fingers down deeper into Alice's wet
nether regions. As he came to the bottom of her furrow,
he discovered the part that he had wanted to touch more
than any other, the part that held almost mystical
attraction for him.

At the very center of the widest part of her crease, he
saw the dark opening to that portion of Alice's body he
had been seeking, the opening into her mystery of
mysteries, the tunnel into her depths that was capable
of accepting the whole of that huge artificial cock.
Slowly and silently, like a supplicant entering a
temple, he pushed one and then two fingers into that
secret recess. Alice lifted her hips up to his hand,
driving his fingers into the knuckles. "Ohhhh, Baby,
Baby!" she murmured. "Yes, like that. Do it like that."

Alice's tunnel was hot, and Davey could feel that her
pussy was as wet and slick inside as it was outside. He
moved his fingers around inside the warm cavity and
felt the walls of her pussy completely surrounding and
pressing inward on his fingers. Unable to prevent a
return of the ideas that only moments before had
flashed in his mind, he thought, "Oh, God, what it must
feel like to have a cock in a pussy like this, deep
inside where it's so hot and wet."

Davey's own cock jerked as he thought of such pleasure
and worked its way loose from where he had tucked it
into the lower seam of his pajamas. Where a bulge was
all that could be seen before, the front of his pajamas
now looked like a tent being held up with a very large
tent pole.

Alice squirmed her hips as Davey delved her cavern with
his fingers, and she soon started gentle up-and-down
movements, moving his fingers in and out of her sheath.
"Oh, God," Davey thought, "she's fucking herself on my
fingers. She's as horny as I've been, and she's really
enjoying this."

From what she had told him, Alice hadn't had anything
large inside her pussy since his dad had died, and was
probably receiving as much pleasure from his touching
her as he was from being the toucher. He was thrilled
to see that pleasure -- his intention was to make her
feel as good as he had felt, and he loved the signs of
success she was showing.

Wanting to escalate her pleasure even more, Davey added
a third finger to the two that he was already pushing
in and out of Alice's vagina. Wanting to see as well as
feel, he moved his head right down in front of the
entrance so he could get a close- up view of her pussy
as it accepted the gift of his fingers. From there he
could see how wet his fingers were from the coating of
her fluids and how the circle of her pussy entrance
gripped his fingers as they thrust deep into and then
pulled out of her opening.

She squirmed her hips more frantically now and made
soft little mewling sounds. She touched him on the
shoulder and stroked him softly, murmuring, "Oh, Baby,
it's been so long... so long since I've had this." She
thrust her pussy toward his hand, saying, "Ohhh, that's
so good." Twisting her hips in a little circle, she
said, "Oh, God, sweetheart, I've been needing this,
needing this so bad." Laying her head back and closing
her eyes, she whispered, "Yesss, Baby, do it to me.
Make me feel good."

Alice's words so inflamed Davey and made his cock throb
so hard that he had to reach down and let it come
through the fly of his pajamas. Freed of its tight
constraint, it poked out from his groin, jerking in
time with his heartbeat and its head plum-red with heat
and glistening from the pre-come that oozed from its
eye. Relieved of that discomfort, Davey again
concentrated his attention on Alice's sexual core.

Davey could see the inside of Alice's furrow deepening
in color, becoming a dark brownish-red. Her labial lips
had grown thicker and pouted out from that channel,
giving a clear view of the entirety of her sex. With
her so wide open, Davey could see that her clitoris was
now very prominent. When he first begun, it was just a
little bump nestled into its alcove right at the top of
her channel.

Now it was much larger and protruded out between the
lips. Davey took his other hand, and spreading her
labial lips away from it, gently stroked the hard
little nubbin with his finger tip. He could see the
little hood that covered it, and he brushed it aside
and touched the exposed flesh with just a brief stroke
of his finger. Alice went wild at the touch, jerking
her hips wildly and pushing them up off the couch. "Oh,
God!" she muttered, her voice almost a growl, and
corkscrewed herself against his hand, pressing her
sensitive little button up against the source of her

Seeing her in such pleasure excited Davey even more and
intensified his desire to bring her the utmost in
pleasure, a deep, body-wracking orgasm. Breathing the
musky aroma rising from Alice's wet flesh worked in
concert with his desire, and he increased the speed and
depth of his fingers, pressing them into Alice's hot
feminine sex as deeply as he could.

With Alice's furrow so close to face, he no longer
could resist doing what he had wanted to do to a girl
for so long. Extending his tongue, he licked up and
down the full length of her channel, licking the inside
of her labia and then down to his fingers. There he
licked all around his rapidly moving fingers, tracing
the full circle of Alice's vaginal entrance. Alice
thrust her hips up even higher than they were before
and put her hands in Davey's hair, running her fingers
through the short curls. "Ooooh, Davey, Davey," Alice

Davey moved his mouth up to Alice's clitoris and laved
it with his tongue, stroking it back and forth and
around and around. "Oh, yes. Oh, yesssss. Oh, Davey,
Davieeeeee," she whispered, her voice almost a croon.
Alice's breathing was becoming labored and she was
gasping with almost every brush of Davey's tongue
across her most sensitive spot. She was beginning to
quiver now, her whole torso in motion, twisting,
turning, pushing. She muttered little inarticulate
sounds, half moan, half cry. As Alice's hips began to
move faster, the sounds increased in volume.

Suddenly, Alice lifted her legs and wrapped them around
Davey's back. She gripped him hard, pressing her vulva
up closer to his mouth. He could feel her legs
trembling and the flesh inside her furrow move in
little spasms. She was pushing herself up and down
against him, practically fucking his mouth with her
pussy, and muttering a continuous flow of "Ohh, ohh,
ohh," over and over again. Without warning, Alice
pushed her whole torso off the couch and arched her
back stiffly. The rigor soon gave way to shudders, and
her whole pelvis rocked with shudders and spasms.

Her pussy clamped down hard on his fingers, almost
immobilizing them, and she shouted, "YES! Oh, yessss!
Oh, Baby, Babieeeee!"

Alice's orgasm lasted for at least ninety seconds, the
hard shudders slowly and gradually diminishing. Davey
rode it out, keeping his mouth in her furrow. When her
vaginal channel relaxed enough for Davey to extract his
fingers, he licked all around the dark recess from
which they had come and then drove his tongue in as far
it would go. He swirled it around and ladled out her
juices, lapping them up as they flowed down her crease.

Reluctant to break the contact of flesh upon flesh,
Davey laid his cheek on Alice's soft belly and waited
for her breathing to slow, for her to fully recover
from her orgasm. He felt very proud of himself.
Although he was no expert on women's orgasms, he
couldn't help but sense that Alice's orgasm had been a
good one. It had been good, and he had given it to her.
He had returned her favors in full measure and given
her TLC as good as she had given him.

After a few minutes of stillness, Alice stirred a
little and said, "Oh, Davey, thank you. It's been so
long since anyone but myself has given me pleasure that
I had forgotten how good it could be."

Davey raised his head, and looking to her face,
whispered, "Was it a good orgasm? Did you come hard?"

Alice smiled softly and said, "Oh, God, did I ever! I
just came and came." She blushed and got that secret
smile of hers on her face.

Davey smiled, a smile full of love, and asked, "Why are
you blushing, Mom? It's a little late to be

"The reason I'm blushing is because I was thinking that
that was the best orgasm I've had since the early time
of Joe's and my marriage." She laughed a soft laugh and
said, "It made me feel like a young girl all over
again." She reached down and took Davey's hand and held
it in hers. "I guess it takes a young man to make a
woman feel young."

Using Alice's hand for leverage, Davey started to rise
from his knees and stand. As he came up, his rigidly
extended cock brushed against Alice's still wide-spread
pussy, its head tracking a path up the full length of
her wet channel. Davey finished standing, and stood
there, silent, trembling a little, his cock standing
out straight and hard.

Davey had such a storm raging inside him that he was
almost dizzy headed. His cock had been so close to
Alice's pussy and the touch of her wet flesh on his
cock had been so pleasurable that his senses almost
reeled. It had taken the very limits of his will power
to keep from seizing her hips and pushing his shaft
into the dark recess it had just touched.

He knew Alice was one of few if not the only woman
capable of taking his cock inside her, and he longed to
do just that, to sink his shaft into her hot flesh and
become a man in every sense of the word. Even so, she
was still his mother, and as badly as he wanted her, he
held back. Desire and taboo fought a furious battle
within him, and taboo won.

Alice didn't speak either, but continued looking into
Davey's eyes, a look of wonder and realization on her
face. She finally broke the silence by whispering, "Oh,
poor baby, my poor little virgin boy." She stood then
and took Davey's cock into her hand, bending it up in
front of his belly and fondling it. "It's finally come
to me what a fool I've been. It's been there in front
of me all along, but I haven't let myself see it."

She stopped stroking his cock and asked in a soft,
child-like voice, "Davey, would you like to make love
to me?" She gently squeezed his cock and continued,
"Would you like for me to help you lose your

Davey was so stunned by her question that he could
hardly answer. Even though he hadn't let himself think
of it, he knew he was desperate to make love to Alice.
Rubbing his cock on her pussy had made him ache with
desire to put it inside her, but he had driven the
thought out of his mind. Now, she was asking him if he
wanted to have his heart's desire, if he wanted to make
his living, waking dream of the last twenty-four hours
come true. He reached out and clutched her shoulders
and said, "God, Mom, do you really mean that? Do you
really mean you'd do that for me?"

"Yes," Alice said smiling, " I really mean it. It
finally occurred to me that I have what you need, that
I can take care you right now when you need it so bad."
She blushed a little and added, "And you have what I
need, too." She wrapped her arms around him and pulled
herself up close to his chest.

"I haven't let myself think about it, but it was down
there, deep inside me, bursting to get out. Since I
first saw your cock and saw how big it is, I've been
aching for it. I've needed someone like you to make
love to me, to fill me in the way I've been needing for
so long." She pulled away from him and said, "So it's
not just for you, it's for me, too. Oh, God, Baby, it's
for the both of us. Will you give me the special kind
of tender loving care I've been wanting for so long?"

"Oh, God, Mom, yes!" Davey said, pulling her back tight
against him. "I've been wanting to make love to you so
bad I could hardly keep my hands off you. You're my
mom, though, and I was afraid to try anything, afraid
you might hate me for it."

"Yes, sweetheart, I know mothers and sons aren't
supposed to do this sort of thing, and we can't ever
tell anyone about it. But our case is special, isn't
it? We're the only ones who can give each other what we
need. It will be a special kind of love between us, the
deepest kind of love a mother and son can share."

Davey pulled Alice even closer and ran his hands down
her back, down over the rounded globes of her ass that
he had so much admired through her gown. Wanting to
feel even more of her, he pulled the gown up so he
could touch the bare skin of her ass and run his hands
all over it and down into the cleft that separated
those soft handfuls. As her gown came up, the head of
Davey's cock pushed against her naked front, right down
into the crease of her pussy.

The brief contact of his cock on her pussy that he had
experienced only minutes before had been so good that
he wanted more of it, wanted to feel more of her heat
and wetness. Alice murmured into his ear, "Oh, Baby,
that feels so good.
You're so hard, so big. You fill me up all between my
legs." Kneading her ass, Davey thrust his cock in
deeper between her labial lips and moaned from the
pleasure of the contact. Alice whispered, "Oh, Baby,
I'm ready. So ready. I need it right now."

"Oh, God, me too," Davey murmured.

Putting her arm around Davey's waist, Alice led him
into her bedroom. After they entered, she stepped away
and turned toward him, standing still. Reaching down,
she took hold of the hem of her gown and pulled it up
and over her head, dropping it to the floor. She stood
there, a nude goddess, enjoying showing her body to her

She had enjoyed putting on little strip tease shows and
displaying herself nude for her husband. The shows not
only excited him, but her also. Now she had a new
opportunity to indulge herself, and she enjoyed putting
on a show and exhibiting her naked body to Davey. Davey
whispered, "God, Mom, you're so beautiful. Every part
of you is beautiful."

Alice smiled prettily at his compliment. Knowing Davey
enjoyed seeing her nude made displaying herself even
more enjoyable. "Your turn now," she said. "I'm naked,
so you get that way, too. What we're going to do needs
to be done in the nude, bare body against bare body."
Not taking his eyes off Alice, Davey unbuttoned his
pajamas and pushed them down. As his cock pulled back
through the fly, the pajamas fell to the floor and he
stepped out of them. "Yes," Alice said softly, her eyes
riveted on his massive cock, "just like that. Nothing
showing but just you."

Keeping her eyes on Davey, Alice backed up until she
came to her bed and sat down. Pulling her feet up, she
squirmed her way to the middle of the bed. There she
laid her head on a pillow and then lifted her knees up
and spread her legs apart. Having gotten herself
comfortable, she lifted her hand and gestured to Davey,
saying, "Come, get up here with me." She put both hands
down on her pussy and whispered, "Come get inside of
me, right here, so you won't have to be a virgin any

Hearing such lascivious words from his mother and
seeing her with legs spread and bent in the classic
coital position took Davey's breath away so that he
could hardly breathe. Her pussy was gaping, its pouty
lips full and still wet from his mouth, and all Davey
could think of was being able to put his cock into that
wetness, being able to bury it completely in hot,
sexual flesh.

He groaned and got on the bed, crawling up so that he
was kneeling between her legs, his cock poised in front
of the hair-covered entrance opened before him. Alice
reached down and took hold of his cock and moved it
into her sexual doorway. She hunched her hips toward
him and whispered, "Now, just come inside of me. Push
in slow and easy. It's been a long time since I've had
anything your size in here, so go slow and let me
stretch around you as you go in."

The heat of Alice's pussy around the head of his cock
felt so good that what Davey wanted to do was shove his
shaft all the way in, in one stroke, to bury his cock
to the hilt in that heat. He restrained himself,
though, and did what she asked him to, pushing slowly
and steadily into his mother's vagina. She gripped his
shoulders, and with eyes closed and a soft smile on her
face, murmured, "Ummnnn, yes, slow, slow. It's
stretching and taking it in."

Davey had all but about three inches pushed into
Alice's recess when she opened her eyes and looked up
at him. "Now, give me all of it. Shove it in the rest
of the way." With a hard thrust of his hips, Davey did
just that, burying his cock all the way into her so
that the base of his cock pressed against her labia.

"Oh, God!" they muttered in unison, their voices an
echo of each other. Davey held himself still, lost in
that special, wonderful pleasure a man feels the first
time he gets his cock inside a woman's pussy, inside
the heat, the wetness, the pressure, the sheer ecstasy
of having his sexual flesh fully united with a woman's.

Alice looked up at him and smiled, a smile not only of
pleasure, but of triumph. "I've got all of you inside
me, every inch. I was still stretched enough to take
it. Oh, Baby, you're so big and fill me up all the way.
I had given up on ever feeling this again." She pushed
herself up to him, pressing her clitoris against his
pubic bone, and rotated her hips. "Oh, Baby, this is so
good... so good," she whispered.

Davey had already been thrilled and thoroughly aroused
from handling Alice's pussy for the first time and from
loving it with his mouth. Now he actually had his cock
inside her, buried to the base, and this drove his
arousal even higher, right up to the mind-shattering
edge of orgasm. He wanted to delay it, to try to give
Alice pleasure as well as himself, but the motion of
her pussy on his cock, the motion of her hips moving
under him proved too much.

Suddenly, his buttocks drew up into knots and his cock
started jerking. As if someone had turned on a high
pressure spigot inside him, he started shooting spurt
after spurt of hot sperm inside Alice's pussy. "Oh,
God, Mom!" he moaned and pushed himself against her
even harder. Pleasure flowed over him in wave after
wave. He collapsed on top of Alice, his whole groin
spasming, and moaned softly, "Ooooh, Mommm, ooohhhh."

Alice put her hands down on Davey's buttocks and
stroked him, whispering, "Yes, Baby, yes. Let it come.
Let it come out. Fill me up with it."

Davey's orgasm subsided slowly, his cock at last
motionless within the depths of Alice's belly. He
lifted his weight off her and rolled onto his back, his
still semi-erect cock coming out with a soft, liquid
sound. Alice laid her head on his shoulder and stroked
his chest and stomach with soft, gentle caresses. "How
does it feel not be a virgin anymore?" she whispered.

"Like heaven, Disney World, and Christmas all wrapped
up in one."
He rolled onto his side, facing her, and said, "Oh,
God, Mom. Saying 'thank you' isn't enough. There's no
way a person can thank another for something that
special." He got a slight frown on his face and
continued, "I'm just sorry I was so quick. I was just
like a rabbit, wasn't I?"

Alice laughed and said, "Sweetheart, that was your
first time.
I'm surprised you lasted as long as you did."

"But I wanted to give you pleasure, too. I wanted you
to have some enjoyment."

Alice continued to stroke his stomach, her hand moving
down lower with each stroke so that it brushed against
the base of his cock. "Don't worry, Davey. I'll have
plenty of chances to enjoy. Now that I've gotten beyond
worrying about our mother/son problem, I intend to have
lots of chances." She dropped her hand lower and
wrapped her fingers around his cock and started
fondling it. She squeezed his cock and said, "I've been
needing something like this. And you've been needing
what I have, and if you would like to, we can continue
to take care of each other."

"Do I want to? God, Mom, I want that more than anything
in the world."

"Then you can have it whenever you want. I have to warn
you, though, I'm pretty highly sexed. Besides that, I'm
over two years behind and have a lot of catching up to
do." She smiled and said, "You willing to take that

Davey laughed and said, "I'm twenty years behind. I've
got even more catching up to do than you." Between
Alice's telling him she wanted him to continue to make
love to her and her caressing his cock, he was once
again rigid, his shaft standing out its full twelve
inches. He reached a hand down and put it into the
crease of her pussy and said, "As for taking that on, I
can hardly wait to continue. In fact, how about my
starting right?"

Alice smiled and shook her head from side to side. "But
you just said...." Davey protested.

Alice laughed and said, "Shhh, Baby, I know what I said
-- and I meant every word. The reason you can't fuck ME
right now is that I'm going to fuck YOU." Suiting
action to words, she sat up and, crawling on her knees,
straddled Davey's hips with hers. Even holding herself
up as high as she could go, she was barely able to get
her pussy above his stiffly standing shaft. Reaching
under her, she held his cock in her hand and slowly
lowered herself to where the big round knob of its head
lodged between the open lips of her pussy.

She moved his cock up and down in her furrow, running
its head from across her clitoris down to the opening
of her wet cavern. She watched his face as she teased
him, watching the pleasure that showed there. She
smiled when he started pushing his hips up toward her,
thrusting them up in little short movements.

"You like that, Baby?" she whispered.

Davey nodded his head and thrust up harder. "Yes! Oh
god, yes! That's good, so good."

"Yes, I like it too. I haven't had the real thing down
here in a long time, and it feels good to me, too."

She squirmed herself around on Davey's cock,
positioning its bulbous head right at the opening of
her tunnel. Then, with a smile of pleasure on her face,
she lowered herself until she had taken about two
inches of Davey's cock inside her. Satisfied that Davey
was well lodged inside her, she took her hand away from
his shaft and put it on his stomach, stroking him
lightly. Alice spread her thighs further apart and
moved herself down even more, slowly impaling herself
on Davey's huge, white shaft.

She smiled, her eyes looking into his, and softly said,
"This feels even better."

Mesmerized, unable even to breathe, Davey watched his
cock slowly disappear between Alice's legs. She
continued her downward movement until six inches, half
of his cock, was up inside her. "Ooohh, Baby," she
whispered, "so big...so good. Ooohh, so much inside
me." She put both her hands on his hips and pushed down
harder, forcing more of Davey's shaft into her tunnel.

With one final hard push, she bottomed out, the lips of
her pussy resting against the base of Davey's cock.
"Oh, God, Baby!" she muttered, squirmed her hips around
on top of his. "I've been needing this for so long,
needing a big cock inside me. You've filled me up.
You're touching all the inside of my pussy, touching
where I've needed touching." She rotated her pussy
around his cock, rubbing its silken walls around
Davey's throbbing rigidity. "So good. Oh god, so good,"
she whispered.

Davey breathed at last, his breath coming out in a
gasp. Actually seeing his cock being taken up into his
mother's flesh amazed him. She wasn't a large woman,
only about 5' 2" and 120 pounds, but somehow she had
managed to get all of him inside her. He could imagine
how his cock must be completely upside her belly, up
almost to her waist. Even as large and deep inside her
as his cock was, she seemed to feel no discomfort.
Indeed, it was just the opposite -- she was getting as
much if not more pleasure from having him inside her as
he was from being there.

As for Davey, it was pleasure beyond any he had ever
known. Although he had enjoyed it immensely, the first
time Davey had his cock inside her he had been so
aroused and excited about actually making love, about
finally losing his hated virginity and becoming a man,
he hardly had time to completely savor the pure,
unadulterated joy of that experience. He had come
almost immediately, and the experience was over almost
before it had begun. Now it was different. Now the edge
was off his arousal and he was fully sensing and
enjoying every nuance of pleasure that coupling their
flesh was bringing.

The liquid warmth, the pressure of it around his shaft,
and the absolute voluptuousness of her of her pussy
surrounding his cock caused him to want to shout with
joy. Like Alice, Davey loved what they were doing. He
pushed his groin up against the pressure of hers and
murmured, "Oh, yessss, it IS good." He thrust upward
and said, "Oh god, yes! Good! GOOD!"

Alice leaned over and put her hands on Davey's
shoulders, gripping them tightly in her fingers. Using
him for leverage, she lifted herself up, slowly pulling
her pussy up off his cock. She came up until only the
head was still inside her and then reversed her motion,
moving back downward, forcing her pussy back over his
shaft. "Oh, I love your cock," she whispered, "I love
your big cock."

The way Alice leaned over him put her breasts right
above him, right in front of his eyes. They swayed with
each movement, the soft, white globes jiggling with
each of her motions. Davey had seen them move under her
gown and had been attracted by them, and now he was
being presented with a close-up view of those breasts
without anything covering them. Lifting his hands, he
put them on those soft, white mounds and stroked and
kneaded them gently. Alice arched her head back,
thrusting her breasts even closer to him. "Ummnn, yes,
Sweetheart. I love to be touched there. My nipples are
so sensitive, and I just love having them touched."

Davey loved the way her breasts felt in his hand, and
he longed to taste them, to run his tongue all over
their surfaces. Lifting his head up, he extended his
tongue and managed to lick across one of the nipples.
Alice pushed her breasts even closer to him, murmuring,
"Yes, lick them, Baby. Use your mouth on them."

She lifted her hands from Davey's shoulders and put
them on the back of the bed. That allowed her to move
her breasts right over his mouth, placing them so that
he could repeat an act of childhood and once again
suckle on his mother's breasts. Davey did just that,
opening his mouth and trying to get as much of her
nipple and areola as possible into his hungering mouth.
"Oh, yes, Baby, suck on them, suck hard,"

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