My name is Emily. I'm 38 years old, but already a widow. Two years ago, my husband Doug was killed in a car accident. Our son Travis was 14 at the time, so it was an especially rough time for both of us. Now he is a junior in high school who made the varsity baseball team for the upcoming Spring season. He'll be seventeen in about two months.

I think he used both school and sports as therapy for his grief. It worked well for him, as he is an excellent student besides being a good athlete.

I immersed myself in my work as well. We received a good insurance settlement after the accident, as it was "the other guy's" fault, but I needed the work to refocus on my life.

There haven't been any other men since Doug, but lately I haven't been able to avoid seeing what a good-looking and muscular young man my son was becoming. He has set up a home gym in a spare bedroom, and I can't help but notice when I see him working out bare-chested. Part of me knows it is wrong, but God forgive me, I find myself getting aroused looking at him.

A couple of weeks ago, I knocked on his bedroom door after he finished working out, and I just opened it without waiting for a response. I stopped dead in my tracks, as he had just dropped his shorts to the floor and was standing there naked.

"Mom! What the hell? Get out of here!" he shouted at me.

I was transfixed for a moment. I mumbled an apology and shut his door. I went into the bathroom and sat down on the closed toilet. My heart was pounding. My husband Doug had been a well-endowed man, and it was clear his son inherited that trait. He was soft when I saw him, but his penis hung straight down at least four or five inches. I wondered how big he was when he was hard.

"Emily!" I thought to myself, "Wake up! He is your SON!"

I composed myself for a few minutes and emerged from the bathroom. Travis was dressed now. I apologized profusely to him. He smiled and said, "That's okay, Ma! You just really startled me barging in when I was naked! So did you like what you saw?" he asked with a smirk.

"Never you mind, young man!" But I know I was blushing, for I did indeed like what I saw!

For the last two weeks now, the image of his beautiful naked body was burned into my brain. More nights than I care to admit, I lay in bed thinking of him like that, and my fingers would find their way between my legs. I knew most people would think I was sick, but I decided I needed to do something about this.

We live around Savannah, Georgia, so even this early in the spring, there are some very warm days. Early in the week, I had asked Travis if he would like to go to the beach with me on Saturday. "It's supposed to be a beautiful day, and I just want to get some sun, but I don't want to go alone."

"Sure, Mom! We don't have practice this Saturday, so I'll go with you."

Normally, I wear a modest one-piece bathing suit, but my thoughts were so crazy that I went out and bought a very sexy blue bikini. It wasn't anything obscene, but it was much skimpier than anything Travis had ever seen me in. That morning, I got in the shower. With no man in my life for the last two years, I hadn't done much grooming between my legs, but with this skimpy bikini, I couldn't be sporting a hairy bush there. I decided to go all out. I shaved my pubes completely. I felt really naughty doing so, even though I knew millions of ordinary women do this now.

When I got out of the shower, I admired myself in the mirror. I've kept myself in pretty good shape, so I knew I wouldn't embarrass myself wearing such a tiny suit in public. My breasts are a 34B, with nice nipples and pink areola. My tummy is flat. My freshly shaved pussy looked really sexy, I thought!

I slipped into the bikini. The top showed a lot of cleavage, but fully covered my nipples. The bottom wasn't a thong, but it still revealed a good bit of my butt cheeks. The front covered my slit but revealed some camel toe. I put on a sundress over it and went to the kitchen to make sandwiches to bring for lunch.

Travis came in wearing a tank top and shorts over his bathing suit. He had no idea what I was wearing under my dress. I packed up our lunch and some drinks, along with plenty of sunscreen, and we headed to the beach. We rented a couple of lounge chairs and an umbrella.

Travis pulled his tank top over his head and dropped his shorts. His bathing suit was moderately tight, and I immediately noticed the bulge inside it.

When I pulled my sundress over my head, and Travis saw my bikini, he let out a whistle. "Wow, Mom! You've never worn anything like that before!"

"Do you like it?"

"You look great! Are you looking to get laid tonight?" he asked, laughing.

I blushed but acted a little incensed. "Don't talk to your mother that way, young man!" But he could see I was smiling at the compliment. "I just want to get a more overall tan this summer! I will need some help with the sunscreen, though!"

I applied sunscreen to my face and front. "I need help with my back!" I said, tossing the tube to Travis.

"Sure, Ma!"

I lay down on my stomach, and I felt his hands massage the sunscreen into my back. His hands were strong and felt wonderful on me. He even slipped his hand under the back of my top. When he got near my butt, he hesitated. "Uh, Mom, your butt is kind of exposed, but maybe you should try to do that part yourself!"

"No, that's okay. You're doing a great job. You do it!"

I felt my son's hands kneading the flesh of my ass as he rubbed in the sunscreen. Oh my God, it felt nice! He kept going and did the backs of my thighs. I hoped it wasn't my imagination, but as he did so, it felt like he was being more sensuous about it. I peeked around at him, and I was certain the bulge in his swimsuit was bigger! My son was getting aroused, massaging his mother's thighs! I was thrilled!

"Let me do your back now," I told him. I sat up, and he sat next to me, with his back facing me. I massaged the sunscreen into him. Oh, this was making me wet! I loved feeling his muscles, and imagined what all the rest of him must feel like. As soon as I was done, he said, "Mom, there are a couple of girls from my class over there. I'm gonna go say hi!"

He bounded up and jogged over to these two girls. They were soon laughing and talking together. I sighed to myself, "He's doing what he should be doing. Flirting with girls his own age! Meanwhile, his mother is lying here trying to figure out how to get him into my bed!"

Well, it was time to get some sun. I lay on my back and closed my eyes. I must have fallen asleep for a while. When I heard the sound of our cooler opening up, I saw Travis taking out a sandwich and a bottle of water.

"Hey, Sleepyhead! You want your lunch?"

I sat up and smiled. "Sure, Honey. Who were those two girls?"

"Just a couple of girls from school. They're heading out already. Going shopping or something!"

After we ate, we tried the water. It was pretty cold, since it was so early in the season, but we went in anyway. I know it made my nipples hard, and I wondered if Travis would notice when we got out. I doubted he would say anything, but I hoped he would notice.

We went back to our lounge chairs and sat and talked.

I was surprised when Travis said to me, "You know, I was just being a smartass when I asked you if you were planning to get laid tonight, but seriously, Mom, you should try to go out on a date once in a while. You really do look terrific in that bikini. You have a great body still, and I'm sure Dad wouldn't want you to be alone the rest of your life!"

"Well, I really have been starting to think that way myself, Trav. You really think your old Mom looks good in this?"

He laughed. "Well, if you weren't my mom, I'd be looking you over for sure!"

"Oh, stop! You would not!" I said, but secretly, his words gave me a rush of pleasure, both in my head and between my legs. I had to make this progress more, but how?

After a while, we decided we'd had enough for today, and we headed home. We were fairly quiet on the drive home, and my mind was coming up with a scheme.

Once we were home, Travis went to take a shower. This was my best chance. When he came out of the bathroom, he had to walk past my bedroom to get to his own. I stripped off my bikini. I closed my door most of the way, but left it a few inches ajar.

I lay down naked on my bed, and when I heard the bathroom door open, I made sure my fingers were between my legs, and my other hand was playing with my tits. I hoped he would look into my slightly open door and see me masturbating. If he did, I didn't want him to notice that I saw him.

My eyes were closed, but I was pretty certain I heard him stop. I opened my eyes just a tiny crack, and YES! I saw that he had stopped and was staring at me playing with myself. Ohhh, and he was naked, HARD, and stroking his cock, staring at his old mom jilling herself. Oh, shit, I wish I could fully open my eyes to really watch him watching me. His cock looked big and beautiful as he stroked it.

I put on my best show for him. I began to moan as my fingers rubbed my clit faster and faster. With my other hand, I played with my tits, squeezing them and pinching my very erect nipples. Taking a tiny peek, I saw that Travis was really jerking off fast now. I wanted to cum for him before he came himself and went back to his room.

Ohhh! Waves of pleasure were coursing through my body. This was the most intense orgasm I've had since Doug died two years ago. My hips were bouncing as I loudly cried out. I heard Travis moaning. I opened my eyes fully just as he spurted a huge load of semen into his hand, but some squirted onto the floor.

Our eyes locked, and he knew I had seen him. He ran into his bedroom and slammed the door. I got up, took a deep breath, and walked naked into his room.

He was on his bed, almost in a fetal position, looking like he was about to cry. I sat down and pulled him up to me.

"I'm sorry, Mom! I shouldn't have been looking at you doing that. Don't be mad, please!"

I cuddled him and stroked his hair. "Shh! I'm not mad. Maybe you'll be mad at me when I tell you I wanted you to look. I left my door open a little so you WOULD look!"

"You WANTED me to look? Why?"

"You've grown into such a handsome young man. You look more like your father every day, including THIS!" I said as I took his penis in my hand and gave it a little shake. "I still miss him so much, but this can be our little secret! It looked like you enjoyed watching Mommy masturbate! I loved watching you cum just now as well!"

As I said this, I began gently stroking his cock, which quickly swelled back to full hardness.

"Oh, God, Mom! I couldn't help myself, you looked so hot!"

"Lie back!" I told him, gently pushing him onto his back.

I kissed the tip of his cock, and let my tongue flick out over the pee hole.

"Oh, Mom, we shouldn't do this. Isn't it wrong?"

"Shh! It's only wrong if you don't like it. Do you want me to stop?"

"Oh, fuck no, Mom! It feels so nice, and you looked so sexy before; I couldn't help myself!"

I stopped for a moment. "That makes me feel so proud that you think I am sexy!" And I went back to sliding my tongue along his shaft. I knew from his moans I was doing a good job. I took my lips and took his cock into my mouth. I bobbed my head up and down on his meat. I knew at his young age, he would not last long, even though he had jerked himself off not five minutes ago, and I was right.

I heard him moan, "Oh God, Mom, I'm gonna cum!"

I lifted my head for just a moment. "Cum in Mommy's mouth!" I told him, and went back to my cocksucking. Maybe it was just those words, but immediately he began spurting into my mouth. Pulse after pulse of warm, salty mancream gushed into my mouth, and I tried to swallow it all, but oh, my! He came a lot! It had been a long time since I had the pleasure of a man cumming in my mouth, and Travis tasted even better than his father had! Some of it dribbled down my chin.

I took my mouth off his cock, and showed him my cum-covered tongue. Then I swallowed it, and showed him my now clean tongue. I scooped up the semen from my chin onto my finger and sucked it into my mouth as well. I took his face between my hands and kissed him, sliding my tongue into his mouth so he could taste himself on Mom's tongue!

"Did you enjoy that, Travis? You made Mommy very happy!"

"Oh my God, Mom! That was amazing. No one has ever done anything like that to me before!"

I laughed. "Well, I'm glad I was your first!"

"Can I do anything for you now, Mom?"

I smiled. "You sure can. Come with me!" I pulled him to his feet and led him by his cock into my bedroom.

I lay down on my back. "I can't let you fuck me until we get some birth control. It wouldn't do for you to breed your own mother! But you can help me cum. Would you like that?"

"Hell yes! What do I do?"

"You can do one of two things, and I'll let you decide. You can use your fingers, or you can use your tongue. Which would you like?"

"My tongue? You mean in your, you know..."

"My pussy. You can say it"

"Yes, your pussy! Use my tongue on your pussy?"

"Yes, Travis. But if it grosses you out at all, just use your fingers."

"Which feels better for you?"

"Oh, a tongue is always better than fingers, but both are really nice!"

"When you swallowed my stuff, did it taste good?"

"It tasted wonderful. I love the taste of cum, and I'd been starved for it for over two years!"

"Does pussy taste good too?"

"Well, I have tasted myself, and I think it's pretty good, but your Daddy LOVED how I tasted!"

"That's what I want to do then. Teach me how to do it!"

I spread my legs. "First, just put your head down there and really look at it. See how pink my lips are there?"

"Oh yes!"

"Well, look how much pinker the inner lips are." I pulled my lips apart, so he could see my inner lips. "See how glistening they are? That's because you have me so aroused, I'm dripping wet! Put your nose up close, and inhale!"

He did as he was told. "Oh, it looks and smells great, Mom! I really made you like that?"

"You sure did! Now, do you see this little nub here?" I asked, showing him my clitoris. "That's my clitoris, or clit for short. That is the place where orgasms erupt! Use your tongue to pay attention to every part of a girl's pussy, but focus on her clit when you want her to cum! Learn how to properly please a woman, and you'll be beating them off with a stick! Too many boys your age just want to get their rocks off and don't care about the girl's feelings at all. Now try taking a little taste!"

Travis tentatively stuck his tongue out and touched it to the outer surface of my pussy. "Mmm! That's it! Now slide your tongue up and down the length of my slit." He began licking up and down, and then on his own slid his tongue deeper into my hole.

"Ohhh! That's it, Travis! That feels wonderful! You're doing fine!"

"Oh, Mom! You DO taste good! It tastes different farther inside you!"

"A woman can have a lot of different tastes down there! Keep exploring. This feels divine! OHHH!"

He took to this quickly. His tongue was working magic on me! "Flick your tongue over my clit now, Travis!"

As soon as his tongue touched that sensitive nub, I jumped. "Did that hurt, Mom?"

"Oh, no, Travis! It felt so good, it made me jump. Please don't stop! Use your fingers inside Mommy's hole as you do!"

I could feel his fingers sloshing in and out of my dripping cunt as his tongue worked my clit. Oh my God, I'm about to cum all over my son's face!

I held his head in my hands. "Oh my God, Travis, I'm going to cum! Are you ready, Travis?"

"Cum for me, Mom!"

I squeezed my thighs around his head as I started to cum...