"It's gonna be one of those days again," thought Billy with a smile. He was sitting on one of the deck chairs facing the pool, dressed only in a pair of loose swimming trunks. The 18-year-old high school senior leaned back in the chair as the eyes behind the sunglasses traveled along the tanned curves of the woman sitting up on a blanket by the pool. Unlike Billy's loose shorts, her swimwear consisted of a tight yellow bikini set.
The woman was in the process of spreading some suntan lotion over her smooth skin. Squirting some of the liquid onto her left palm, she then rubbed her hands together, coating them with the sweet-smelling substance. The blonde then began to rub the substance onto her arms and shoulders, all the while staring up at the hot afternoon sky.
"Wonderful day isn't it, Billy?" asked the woman with a smile.
"Uh, sure is, mom," said Billy, smiling back. As his mother began to rub some lotion onto the exposed parts of her chest, the High School student had to readjust the loose cloth around his crotch area in order to hide his growing embarrassment.
Several minutes passed as Billy's hungry eyes watched his mother spreading the white cream all over her lovely body. During the course of his entertainment, he had to readjust himself several more times. After his mother had finished applying the lotion onto her long legs, she twisted towards him and said, "Billy, would you mind putting some my back? I can't reach."
Billy gulped as his eyes went from the bottle of lotion she was offering him to the sight of her large breasts encased in her small bikini top. Each was easily the size and shape of large cantaloupes, although these melons looked to have the smooth texture of the softest silk. The twin points of her nipples, which stood out proudly pushing against the thin material of the bikini top, also caught his attention.
"S-sure, mom," he said, his throat suddenly getting dry. Billy reached out for the bottle, all the while keeping his mirror shaded eyes on her bountiful chest. He had secretly drooled over her rack since he hit puberty, and had been using them as the subject of his many numerous masturbation sessions since then.
His mother smiled in thanks before bouncing up onto her knees. The motion caused those beautiful orbs to jiggle wildly, the small top hardly able to contain their momentum. The sight caused Billy's aching hard member to twitch, but thankfully his mom had turned and lain down on the blanket before she could spot his growing erection. She laid face down, chin resting on her forearms as she faced away from him. Billy used the opportunity to adjust his erection so that it wouldn't pop out the leg of his shorts.
"Hurry up, William, I'm gonna burn," said his mother.
Billy wasted no time squatting beside her while squirting some lotion onto his palms. He rubbed his hands together, getting them good and slick before he began to massage the cream onto his mother's neck and shoulders. After a few minutes she began to moan softly, closing her eyes and enjoying the sensation of her son's touch.
Billy slowly ran his lotioned hands down his mother's smooth back, marveling at the smoothness of her skin. His breathing was becoming ragged as he caressed her, and he was all too aware of the aching need screaming for attention between his legs. He quickly squirted some more of the white liquid onto her back before resuming his touching. His hands glided around his mother's back and sides, spreading the lotion all over her warm skin. His mom's soft moans became louder as his touch grew bolder.
Billy's penis was in full erection as his hands traveled up his mother's ribs, nearing the soft sides of her massive breasts. The soft pillows were squished against the ground, its tanned sides protruding against the bikini top that encased them. As his fingers neared the soft beginnings of her mammaries, his engorged shaft peeked out from his short leg. As Billy leaned closer to his mother's body, the bulbous head of his manhood jammed right into the left cheek of her shapely ass.
Both mother and son gasped at the contact, the sound of which broke whatever spell had caught the two before then. Billy jumped to his feet, penis leaving a smear of clear liquid on his mother's butt cheek. His mom stood up as well, her face flushed and looking thoroughly confused. She was breathing hard, causing her ample chest to rise and fall dramatically. Her nipples protruded hard and long from beneath the thin bathing suit, and Billy moaned when he saw them.
"Billy, what's wrong? Are you sick-" her words suddenly stopped as she glanced down at his crotch. Standing ramrod straight and out of his right short leg was her son's massive erection. It was thick and veined, its red tip swollen and dripping with need. "Oh my."
"M-mom!" shouted Billy. He felt the sunglasses on his face fall to the ground as he stood still in shock. How could he have gotten so careless as to let her see his dick like this? He began to babble incoherently, searching for an excuse, ANY excuse, which would make him look the least like a pervert ogling his sexy mother. His brain, already fried from the shock of his mom seeing him in such a state, grasped at straws. "You see, I, uh, got a sunburn! Yeah! I got a sunburn on my dick, err, I mean cock, NO! I mean penis! Yeah, that's right! I got a burn on my penis and uh, that's why it's all swollen and stuff!"
As his brain began to function again, the horny high school student realized how stupid his excuse sounded. He wanted to mentally kick himself in the head, and would have too, if wasn't for the fact that he was standing in front of his frowning mother with his fully erect penis staring her in the face. "Fucking idiot!" he cursed himself out mentally.
His mother, on the other hand, merely stood in front of her panicking son. Before Billy could run off screaming, she shrugged and crossed her arms over her chest. "Oh, okay then." Billy almost choked in disbelief. She actually bought it?
His mother's eyes traveled downwards to his painfully erect cock, which Billy realized to his horror was still hanging out of his shorts. He squeaked in panic and began to stuff the rigid organ back in, but his mother stopped him.
"Billy, wait," her son froze, cock in hand. She moved closer to the boy, licking her upper lip as she continued to eye his penis. "That does look swollen. Maybe we better put lotion on it, just in case. I mean we don't want it to get sunburned again, do we?"
Billy attempted to vocalize a response, but his throat seemed to have collapsed in on itself. The confused young man watched as his mother picked up the bottle of tanning lotion and knelt in front of him. Her chest was now positioned as to be a few mere inches from his throbbing manhood, and he couldn't help but stare at the gorgeous sight imprisoned within the tight top. He noticed that her nipples seemed to push out of the yellow fabric even more, which only caused his cock to swell up further.
His mother popped open the bottle and spread a healthy amount onto her hands. She rubbed her palms together, coating both generously with the white substance. Billy gasped in pleasure when his mother pushed his hands away from his cock and replaced them with her own. Her fingers wrapped around his hot flesh as she began to apply the cool lotion onto every inch of his engorged member. The feeling of her soft hands on his hardness was incredible, almost electric; each brush of her skin against his felt like heaven, with the slickness of the lotion only making it better.
"Yes, it is definitely swollen," Billy felt his mother's breath on the tip of his cock as she spoke, making it swell up even more. Her hands began pumping even faster, causing her son to yelp as he felt liquid flames of delight emanating from his groin. It felt like his dick had suddenly become the center of the universe; all his thoughts and emotions vanished as his entire being focused on the wonderful sensations being caused by his mother's hands.
The boy looked down at his beautiful mom, her blonde hair stuck to the sides of her face with sweat. Her attention was completely focused on the thick piece of meat in her hands, increasing the tempo of her pumping when clear precum began to leak out of its tip. Her hands and his dick were soon sopping with a combination of lotion and seminal fluid, making both shine wetly in the sun. Billy glanced further down and saw his mother's breasts bouncing back and forth in tune with her hand's motions. Sweat dripped down his face as he watched those gigantic globes jiggling in their tight confinement.
"Oh god!" shouted Billy as his mother tightened her grip on his shaft. She started to jerk him off hard and fast with her right hand while her left moved down to caress his swinging testicles. The pleasure was intense, and he felt his knees go weak. The young man placed his hands onto his mom's shoulders to steady himself. "Oh fuck! Fucking god, yes!"
"Billy, watch your mouth!" reprimanded his mother, not even slowing her pace. She felt the lotion drying up so she positioned her lips over his shaft and spat a glob of saliva onto the head of his cock. After spreading the liquid around with her hands, she then continued the pumping motion.
"Sorry, mom," apologized Billy in a pained voice. God, he was so close! His lust-hazed eyes stared down at his mother's beautiful breasts, still jiggling within the bikini top. The valley between those orbs called to him; he wanted to rip that stupid top off and ravage the treasures they held captive. His breathing became strained as he continued to watch the two tits sway.
Suddenly, his mother let go of his penis with her right hand. The lotion had almost dried, and her spit treatment wasn't working. So she leaned forward and reached down to the ground to get the bottle of lotion she had dropped earlier. But before her slick hand could reach it, her warm tits pressed into her son's engorged member, causing the horny high school student to moan. Billy's mom yelled in shock as she felt two hands grab her sensitive breasts hard.
"Billy!" shouted his mother. "What do you think you're doing?!"
The boy ignored her as he squeezed the soft mammaries in his hands, making her gasp for breath. He felt her hard nipples poking him in the palms, causing him to moan in lust. His mother tried to get up onto her feet, but Billy pushed against her until she fell to the ground on her ass. He held her by the tits, squeezing and mauling the sensitive orbs.
"Billy! Stop this, right now!" she shouted. Despite her words, she felt her vagina spasm slightly as her son continued to fondle her breasts. Her body twitched when his fingers found a hard nipple and pinched it through her suit. "Stop!"
Billy was way beyond rational thought. Only the need for release concerned him now. After satisfying himself with fondling her, he wrapped the supple flesh of her still-encased tits against his rock-hard phallus. "Shit..." he groaned. It was so warm, so soft!
"Billy!" shouted his mother in shock. Her son began to thrust himself in and out of her cleavage, leaving a wet trail between her breasts. Each thrust in caused the head of his dick to poke out from amid her padding, poke her on the chin before retreating once again into the soft confines of her luscious breasts. She attempted to pry his arms away from her chest, but he was too strong. He continued to pound into her tits, his breathing coming out in steady grunts. She was also breathing heavily, as his movements were causing peculiar sensations to run up and down her body. Her vagina was thoroughly soaking, causing a damp spot to appear in the center of her bikini bottoms.
Billy was in ecstasy. The feeling of the soft, pliant flesh enveloping his dick was amazing! It was even better than her hands! He began to slide his penis harder and faster through the valley of her cleavage, feeling the fire beginning to build up in his loins.
"Oh, mom! Mom! I'm gonna.... I'm gonna..." he began ramming into her tits, the force of his thrusts almost knocking her onto her back. Her arms shot out behind her in order to prevent her from falling; this gave her son just the stability and leverage he needed to really go to town. He began humping her chest like a madman, his grunts becoming moans of joy.
"No, Billy! You mustn't! Billy, stop!"
Suddenly, her son let out a lungful of air as he made one last desperate thrust. He felt fire engulf his body as his thick cock exploded within the soft confines of his mother's breasts. His semen sprayed through her cleavage, coating the insides of her breasts and the underside of her neck. She gasped in shock at the warm sensation and looked down, wearing a startled look; it was as if she couldn't believe her son had actually had the gall to come on her.
Billy's cock shot off again, this time the spray shooting upwards and hitting his mom's stunned face. She opened her mouth in surprise just as another ejaculation occurred. The white rope of sperm flew upwards and hit her full in the roof of her open mouth. She gagged reflexively, coughing as she attempted to spit the salty fluid out. Two more jets of semen exploded from his spasming cock before it settled down to a mere trickle. Billy breathed heavily as his body calmed, all the while continuing to pump his wilting penis slowly into his mother's sperm coated tits. After a few minutes, he gave her breasts one last squeeze before collapsing backwards onto his butt.
Mother and son just stared at each other for the next few moments, breathless. Billy sat in awe of his beautiful mother, who in the mere span of a few short minutes had just given him hand job as well as a tit fuck. He gazed with lustful eyes at her pretty face, which was spattered with the white globules of his sperm. Her ample breasts were also on display, as his rigorous cleavage hump had managed to finally free them from the thin prison of the bikini top. The mammoth spheres were coated with come, and he watched in fascination as the liquid began to trickle down the sides of her breasts and falling in droplets across her spread legs.
"Billy," his mother's sexy voice broke through his reverie. "I think I got sunburn on my clit... do you think you can help me put some lotion on it?" She began rubbing the front of her soaked bikini bottoms with her index finger, coating the tip of the digit with her juices.
Billy was quiet for a moment before he broke out into a smile."Uh, sure thing mom!"