Matt had to pry his eyes away from his mother’s breasts just as he did for his lips. They were magnificent, thick, and the source of many, many nights of masturbation for him over the years. In fact, last night, his mom had been walking around downstairs doing laundry in her thin purple sweater she loved to wear around the house. He hated and loved when she wore that shirt. The way the fabric hugged her round breasts, even with a bra on, he could see when her nipples were hard. The top of the four buttons on the sweater had been broken for days now, so, when she handed him his stack of folded laundry, he not only saw her long line of cleavage but the front pudge of her breast exploding from the top of her bra.

He had to hurry to his room before his erection grew larger than he could hide. Tossing the clothes in his computer chair, he hurried over to the trash in the corner of his room with a fistful of tissues and cranked one out while the memory of her breasts was fresh in his memory. But now, only twelve hours later, he lay on his bed in some surreal reality where his mother was naked in the bed beside him, and she had his cock in her palm.

“Here, honey. Lie back. Just like that,” his mom said, cupping the back of his head and easing it to the pillow.

Her palm formed around his shaft and stroked his member up and down. The head of his cock was already a mess from pre-cum leaking while he suckled his mother’s nipples. He felt her hand massage his cock from the base to the head and back down. The wet, sticky sounds of his pre-cum being worked around his meat compliment the breathy pants that escaped his mom’s lips.

“Oh god… you’re such a mess, baby. You’re already oozing. Look at that, honey,” she gasped, her eyes locked on his shaft as it taunted her. He watched his mother lick her lips and bite her lower lip as she squeezed a bit harder at the neck of his cock and made repetitive jerking motions that made him groan.

“Mmm, do you like that, baby? Does mommy’s hand make you feel goood?”

The strokes she made became longer, repetitive, and constant. The motion felt torturously good as she leaned over him.

“That’s it, honey, watch mommy’s breasts… watch them shake with every, single, pump, of your, cock,” his mom giggled. “I bet you never imagined your mother doing this, huh? Never thought you’d hear your mom say, ‘cock.’ Can’t believe how easily she could orgasm in your bed?”

His mother’s hands sped up its pump. The amount of pre-cum now covered his entire shaft and wetted his balls. Her breasts bounced haphazardly with every pump. Her arm nudged their side with each upstroke. Matt watched the thick sphere rise and fall with a weight to them and knew he couldn’t last much longer.

“But what you don’t know…” his mother whispered as she lowered her lips to hover above his lips. Her gold crucifix dangled above his chin. “Is that I saw you last night.”

Despite everything happening, Matt’s eyes went wide with shock as his cheeks reddened with embarrassment.

“That’s right, son. Mommy saw you leer at her breasts like the horny man he is, then when I went upstairs to make sure you put your clothes away, well, you didn’t close your door all the way. I could only see your back to me and your hand working your cock furiously,” his mother gave his throbbing shaft a squeeze when she said ‘throbbing.’ “…but I heard your little groans and, God, they turned me on so much,” she grunted, raising one corner of her lip as she brushed her cheek against his.

“Yes, just like that sound you’re making right now, mmmm,” she continued, panting her hot breath on his cheek and neck, “and I smelled your scent… mmm… that warm smell of cum as you shot your semen into the tissues and threw them in the trash…” She pressed her heavy breasts into his bare chest and slowly dragged them down him, moving her mouth closer to his cock. “God, you got mommy so horny, baby.”

The wet swishing sound of his mother’s hand pumping his cock filled the room as her mouth hovered over his shaft. He looked down and saw her breasts swaying on either side of his member.

“Mommy was a bad girl and got your tissues from your trash while you slept last night,” she groaned as her whole body rocked and heaved over him. “I was up all night masturbating next to your father, but that wasn’t enough, baby. I had to take care of you. It wouldn’t have been fair!”

Hunched over his lap, his mother’s hand began to pump his ferociously, bringing him to the edge. “Come on, honey. Orgasm on mommy’s breasts. These breasts you’ve stared at for years, these mommy breasts you masturbated to soo many times. Come on. Orgasm for mommy.”

Every muscle in Matt’s body flexed, and his vision blurred. His cock erupted, spewing spurts of semen on his mother’s breasts and chest.

“Oh, yes… yes… good boy!” she sang her approval and continued pumping until after he was long done. Releasing him, she sat back at the foot of the bed and took her time cleaning up. Handling her breasts, she made long laps, swallowing every bit of his seed.

Matt’s alarm startled him and made him look away and shut it off. When he looked back, his mother had grabbed pants and shirt and was nearly out of the room when she looked back.

“Breakfast will be ready in twenty minutes,” she said as a mother would. “Get a move on. Don’t want to be late for your last first day!” she left, closing the door, then quickly opened it again and pointed at the computer chair. Her breasts swayed with her every change of direction. “And hey, mister! Put those clothes away in your dresser.”