Billy's Fantasy

I got down to the pool long before mom, and had time to test the water chemical content, and swim a few laps. I was just hanging on the side of the pool when I heard mom come out the patio door. She had a new wrap over her shoulders which covered her entire upper torso. She was also wearing shoes, not deck shoes which was usual, but very casual high heels, which I had never seen or noticed before. They were just sandals with high heels I decided, so maybe she just bought those also. She walked over towards me and stopped about ten feet from the edge of the pool.

"Well what do you think," she said as she turned showing me the back of the wrap.

I was looking up from the pool so I was able to catch a glimpse under the wrap of the bottom of the new suit, but could not tell if it was a bikini or a one piece. "That's a lovely wrap mom, and the sandals are a nice touch, but I thought you were going to show me your new suit."

"I'm just a bit shy, so you have to promise not to laugh or anything, this is a really big step for me you know." She raised her hand up and pulled the bow that fastened the wrap at her side. She wasn't looking at me any longer, probably because she didn't want to see my reaction directly. She reached around with her other hand and grabbed the material and unwrapped the garment, exposing her near naked body to me. Now I had seen skimpier bikinis in some magazines, like Maxim, on super models, but this was completely beyond my expectations of something I had ever hoped to see my own mother wear. She just stood there with her arms extended sideways out from her body, with the wrap still hanging on her shoulders, staring straight ahead.

I truly didn't know what to say, she looked sexier than I had ever seen her before, I really had no idea how hot my mother's body was until now. I knew she was in great shape, but even in her old one piece her tits seemed to be hidden away, held tightly against her chest, and therefore appeared a lot less full than they did in the bikini top. It's not like they were spilling out or anything like that, it's just that they appeared so big, but the firmness was causing them to maintain a nice round shape so the material seemed to cover her flesh without any strain.

The front of the panty part was exquisite. They were cut so the sides appeared to be hanging from the top of her hip bones, allowing the flesh on the sides of her hips and upper thighs full exposure. The waistband was VEE shaped, dipping down several inches from the side band which just drew your focus to her pelvic mound. The bottom of the leg bands dropped at basically the same angle as the VEE.

Just as I finished taking that all in, mom shrugged her shoulders and the wrap fell off, which she caught and tossed onto the new lounge. "You haven't said anything, do I truly look that ridiculous?" she said with all seriousness.

That broke the spell I was under and I quickly replied, "It's not bad at all mom, in fact it looks fantastic on you, it blows me away that you would ever think it wouldn't look good or suit you. I know you're my mom and all, but I have to tell you that you just look downright hot, there is no other way to express it." I could feel the blood rushing to my cock and stretching the material of my suit, I didn't care though. Mom was looking straight at me now, and I was waiting to see her reaction to me calling her hot.

"Really," she exclaimed with a smile appearing on her face, "nobody has told me I was hot since your father was trying to get into my pants in high school. Would you like to see the back?" she asked.

Without waiting for a reply she slowly turned and I thought I had died and gone to heaven. There was not a whole lot to the back, the panty was a thong, and the strip of light blue material was barely visible between the full cheeks of her sweet ass. The waistband dropped a bit at the back like the front, but not as deeply. Her back was beautiful, I particularly liked the two dimples in the small of her back just below her thin waist. I whistled, which caused her to turn her head and look over her shoulder and smile at me. "I thought you might like that, you men are all the same," she turned and faced me again and brought her hands up and adjusted her tits in the cups of the bikini bra, which looked like they may be just a bit too small for 38 double D's. It appeared like she did this without thinking because all of a sudden she seemed to remember I was watching her, and although she stopped and dropped her hands to her sides, she had a smile on her face as she looked down at me, a smile like I had never seen before on my mom, kind of mischievous if you know what I mean.

I really didn't know how to respond, although my cock certainly did. I was glad I was along the edge of the pool because mom couldn't see me reach down and pull the leg hole of my swimsuit open so my cock could poke out. I guess I should have worn the baggy suit after all. I would now have to stay in the pool until I my cock got softer.

Finally I asked the question, "What's gotten into you mom? I've never seen you wear anything like this before, and it's like you have a whole new attitude."

She just continued to look at me as she replied, "Oh I don't know Billy, it's been a number of small things that have happened lately that made me realize it needed to change and that I didn't have to look any further than myself to make that change happen. It's like I've been waiting for the last eight years since your father left us for something to happen, and I was tired of waiting. We can talk about it later. I'm sorry if this is making you feel weird or anything like that."

My cock felt harder than it had ever felt before, which was weird, but a really good weird, I thought. "Trust me mom, you have absolutely nothing to apologize for. So are you going to come in for a swim or just hang out."

"I'm just going to lounge here for a few minutes and catch a few rays before getting wet, the warm sun feels so good on my skin." she said and turned to started arranging the lounge and table. I stood there and watched her closely as she bent over, almost unconscious that she was wearing a thong, to straighten the cushions, before turning and lying down. Once she got settled she looked at me again, looking surprised that I was still there staring at her. She smiled that mischievous smile again, like she knew I had been checking her out. "Are you okay Billy, I thought you were getting out?"

I wondered if she had guessed she had made me hard and was embarrassed to get out. My experience was that moms were pretty good at figuring things out. I had to come out of my daze again before responding. "I thought I'd do a few more laps first," I said before turning and pushing off from the side and swimming up and down the side of the pool, close enough so I was sure my mom couldn't see me and hard enough so I had to concentrate on my swimming and ended up doing a lot of laps before my cock had softened and was manageable again.

I stood by the ladder and adjusted my package before climbing out of the pool. Mom was lying on her back, with sunglasses on so I couldn't tell if she was looking my way or not. I was at the opposite end of the pool so I couldn't see her too well, and as I climbed up the ladder and looked down to make sure I was decent, I knew she would just be able to see my back. Once out I walked over to where I left my towel and picked it up and started drying my hair off as I walked towards my mom and the area of the pool where she was sitting.

After I was finished with the towel I threw it on the back of a chair and finally looked at my mom. She had sat up a bit and lifted her sunglasses from her face, as she stared at me, her mouth hanging open a bit. At first I thought my cock might have be viable but soon felt it tucked under my scrotum and wrapped between my legs. I did know that it would start getting stiff again if I stood there looking down at my mom and her magnificent body. I decided I should sit down fast before my dick started acting on its own.

I knew mom had been staring at my package, and she had to be impressed, just by the way she had lifted her sunglasses to get a better look. I couldn't resist making her verbalize the fact that she had reacted, just like I had reacted to her in her bikini, and had even told her I thought she was sexy. "Is there something wrong mom?" I asked as I looked over my shoulder at her and watched as she lowered the sunglasses and laid her head back, even though she was still looking at me.

"Nothing's wrong Billy, it's just that you have not worn a swimsuit like that since you tried out for the swim team, what's the deal?" she smiled knowingly. It's almost like she knew I wanted her to say something, like she had to earlier this morning when she glimpsed my cock poking out of my shorts.

"It's just that the baggie shorts aren't very good for lying in the sun, they take a long time to dry and get uncomfortable when they are damp." I didn't mention that the speed type got pretty uncomfortable when a guy's dick got hard. I swung my legs up and lay back as I said this, and moved my head to the side and looked at my mom. "The sun feels real good too, and now my legs will get a better tan." I closed my eyes and let the heat engulf my body.

We laid there for a few moments enjoying the sun. I was about to get up and move the new table and umbrella closer to us to help deflect some of the sun when mom suddenly sat up. "We have to be careful Billy, this is our first time out in the sun and we don't want to get burned. I'm going to go and get some drinks before having a swim, why don't you set the umbrella up. What would you like to drink?" she asked while she stood up, which was when my eyes finally adjusted to the sun and I looked up at mom as she moved towards the house. "As long as it's cold I don't care, get me whatever you're having, and can you grab my sunglasses too, they're by the back door" I replied as I swung my legs to the side to stand up.

I got busy setting the stuff up and didn't really notice that mom had come back until she had set the tray of glasses and pitcher of lemonade on the table. There was also some sun screen and tanning lotion on the tray. She slipped off her high heels and told me she was going for a dip. I grabbed the spray on sun screen and covered as much as my body as I could and poured myself a drink and put my sunglasses on which certainly made it easier to watch as my mom went to the shallow end of the pool and slipped into the water. She walked deeper until the water was up to the bottom of her boobs before she stopped and looked at me watching her. She had pinned her hair up so it would get as wet. She smiled at me again, as if she knew I was checking out her tits as the pool water splashed under them. Of course she was right. After a few seconds she pushed forward and started swimming towards the deeper water, keeping her head up as much as she could so her hair would not get soaked.

Mom was in good shape physically, as they had a gym at her office which she took advantage of on a regular basis. I wasn't surprised as she did several effortless apps, always keeping her head up and out of the water to keep her hair as dry as possible. I laid there watching her thinking about the events so far today. I reached over and took a sip of my lemonade and realized it also included some alcohol, probably vodka, which surprised me. Mom had an occasional drink, but mostly wine at dinner once or twice a week. Although I was underage, she would allow me a glass too since I turned 18, plus she knew that I occasionally drank on weekends with friends or at parties.

As I thought about that mom decided she'd had enough and started rising from the pool the same way she had entered, through the shallow end. I watched her as she slowly emerged from the water and could not help but feel the heat growing in my mind and my body. She was even more beautiful now than when I first saw her in that bikini less than an hour ago. Although she had no tan to speak of, her skin was on the dark side and the water made in glisten in the sunlight. Again, as she came out she had to adjust her boobs in the bra of the bikini. This time however the water and the wet material made it more necessary as I am sure I noticed the edge of one of her aureole's exposing itself just before her hand blocked the view. She had stopped and pulled the left cup away from her skin as her right hand reached in, grabbed a mitt full of tit flesh, pulled it up into the bra cup, and then repeated the same exercise for her right boob. The only difference is that this time she watched me staring at her and it seemed like she was not in the least bit inhibited about my observing her.

She walked towards me and her lounge chair with a huge smile on her face. I couldn't help but stare as her breasts lightly bounced on her chest because of the walking motion. I was sure I could see the outline of her nipple and aureole through the light blue material of her bikini, but it could just me my imagination, or wishful thinking. What I could also feel was the blood starting to engorge my penis which meant that I would soon be feeling uncomfortable if something didn't happen to keep my mind from keeping my thoughts in check.

She had a towel and was patting herself off now, so I reached over and took a sip from my glass and poured her one from the pitcher. "I didn't expect the drinks to be loaded with vodka," I commented.

"It's like I said earlier Billy, I'm tired of waiting, so from now on I am going to take control and make things happen. I thought the drinks might be a good way to celebrate my new attitude." She reached over and took a drink from the glass I had just poured her and sat on her lounge. "I don't know how much longer we should stay out in this hot sun without protection."

"I've got screen on already, did you want some, or you could just get under the shade from the umbrella?" I asked.

"Maybe I should put some on," she said reaching over and picking up a bottle of the cream type. She looked at it a moment as if thinking whether she should open it or not. Suddenly, with a very quiet tone in her voice, she handed the bottle to me and asked if I could put some on her back. She got up, turned her back towards me and sat down again on the edge of my lounge. I didn't have any choice so I moved back and sat up somewhat, and dripped lotion on each shoulder and started smearing it into her upper back. God her skin was so smooth and warm, I again felt my cock rising to the occasion, and was glad mom was not able to see my discomfort growing.

I heard her moan softly, "Oh that feels so good Billy, just rub a bit harder and do my lower back too." I had kind of got caught up in the moment and had pretty much covered her complete upper back without thinking about going any further. I continued though, giving her shoulders a bit of a massage before picking up the bottle to do her lower back. With her sitting so close though it was pretty awkward so I asked her to lay face down on her lounge so it would be easier, plus I could give her a bit of a massage too. She agreed and I was soon looking down at her lovely back and almost bare ass wondering if this was going to go any further. My cock was almost out of control, still wrapped under my sack down between my legs pointing backwards, but filling with blood and pressing hard against the tight material of my suit. My suit had dried in the hot sun and heat now and therefore had a little more give in it, so it didn't feel like I needed to release it like I did in the water. The tension actually felt kind of good is some ways even, although it was uncomfortable.

"Well," mom said, "are you just going to stand there all day staring at my ass?"

"Fuck" I thought, I must have gaped out, I wonder how long I had stood there doing nothing. Plus, my normally conservative mom had actually called me out for staring at her ass; I wasn't counting on that, even though I was okay with fulfilling my fantasy forcing her to check out my cock. I looked down and saw that she had turned her head up to look at me smiling, and I was sure she was getting an eyeful of my dick as it strained against the material of my suit.

I was speechless again so I just sat on the edge of her lounge, with my thigh up tight against hers. She could have moved over a couple of inches to make more room but didn't, she just moved her leg around a bit causing friction against my skin. I squirted a dollop of lotion on her lower back and started smearing it across her back, up to the strap that held her top on. Mom just lay there as I rubbed the lotion in, and continued the mini-massage I had started earlier. Once that was covered I turned, squeezed some on the back of each calf and massaged it in. She raised each leg at the knee as I did that so I could get a good grip and knead her muscles fully. I slowly moved up past her knees to the back of her thighs, spreading more lotion of the soft skin as I felt her flesh respond to the rubbing. As I went it seemed that my massage was getting firmer and firmer. My cock was insisting for some relief from the discomfort also, and I had to do something about if before it became too painful. Except for letting it poke out the leg hole and down the inside of my thigh, there wasn't anything I could do except pull it out the top and point up towards my stomach. I needed to either get out of this suit or into the water soon though.

As I was thinking about this I decided I would excuse myself and go inside and get some relief. If I did it fast enough mom wouldn't be able to see my condition, although a part of me wanted her too. "Mom I have to go to the bathroom, I will back in a few minutes."

"You can finish first," she quickly replied, "there's just a bit more and my entire back will be done, then you can go." The only part not finished was her ass cheeks and her upper thighs. This could be my one and only chance I thought, so as I reached for the lotion bottle I pulled the leg of my suit open enough to allow my cock to find its way down the inside of my thigh giving immediate relief from my discomfort. It wasn't fully erect, but with its size the release felt awesome. I could feel a little wet drop of pre-cum on my thigh that had oozed out.

I turned and held my opposite leg between mom and my exposed dick, so if she turned she could not see it in its current position. In my fantasy about exposing myself to my mother, it was important that everything was casual and I didn't want her to think my exhibitionism was contrived, just an accidental exposure like this morning. It didn't matter though because I was so excited about rubbing lotion on mom's ass my earlier fantasy was not my current priority.

I squeezed a couple of drops on each cheek and looked at them sitting on top of the jiggling flesh. I reached down with both hands and just used my fingertips on both sides at once, spreading it in circles as I worked slowly down to her upper thighs and where I had stopped applying earlier. As I moved my hands back up I pressed harder and pulled the flesh up at the same time. This caused her ass cheeks to separate and I could clearly see the thin blue thong material tucked tightly against her crack. When I reached the waistband to her bikini bottom I reversed the same motion pressing a bit harder than before until I was back to her thighs. This time I repositioned my hands slightly, which allowed my thumbs to slip down between her thighs. It was close to 90 degrees outside and I could still feel the heat radiating from her pussy as my thumbs moved up, and out to continue up her ass. Because of the position of my thumbs this time, I was able to pull her cheeks even further apart. I looked closely and could see the wrinkly skin around her butt hole expose itself on either side of the material. I was actually stretching her hole open a bit with the force of my massage.