Holly pushed the sheet down, revealing her ministrations.
"Come here, honey. Come sit next to mommy on the bed."
Carl needed no persuading. He climbed on the bed and scooched towards his mom. She took her non-masturbating hand and brushed his hair back, before placing it around his neck and pulling him closer to her.
Carl leaned his head on his mom's shoulder and stared at her beautiful body, surveying her sizable breasts, her slightly curved belly leading down to her pussy, which she was enthusiastically stroking. Then he had an idea.
"The other thing, mom," Carl said hesitantly, "is that, on the plane, the stewardess, she touched my penis."
"So you liked that part of it, did you? Do you want mommy to touch you? Do you want mommy to stroke you until you shoot your cum all over my hand?"
Carl just nodded. His cock bobbed against his belly as he awaited his mother's touch.
Holly removed her right hand from her pussy and brought it to Carl's mouth.
"Suck my fingers clean, baby," commanded Holly. Carl enthusiastically did so, tasting the faint flavor of his mother's sex.
"Now lean back and let mommy show you a handjob that stewardess couldn't do in a million years."
Carl did as he was told, leaning his head back against his mother's arm. She leaned towards him, with her soft breasts laying against his arm and torso. Slowly, her right arm traced down his chest and belly, tickling him with gentle touches along the way.
Finally, Holly's hand touched the soft head of his hard cock. Its surface felt like silk against her hand, and its was hot on her palm. Slowly, gently, she wrapped her warm palm around the head and twisted her wrist to and fro. She did this for several moments until a pool of precum gathered. Then Holly spread the pre-ejaculate down his shaft while she rhythmically squeezed.
She released his cock to slowly and tantalizingly play with his balls, feeling one and then the other, and slightly squeezing them, feeling their heaviness with his youthful cum.
Then she returned to his shaft, slowly dragging a finger nail up the front until it reached the sensitive part beneath the opening. There she dawdled, gently pinching the loose skin and rolling it between two fingers.
As more precum gathered, Holly made a full stroke of her son's cock, slowly bringing her hand up over the head, and then down to the base of his balls. She repeated the motion slowly as ever, while she continued to squeeze rhythmically. She continued this process for 15 minutes, knowing that she was denying her son the relief of increasing the pace and driving him to orgasm, but also ratcheting up the intensity of the experience.
As she stroked, she whispered sexily in Carl's ear. "Let mommy stroke your big cock. I want to make my baby feel good tonight. I want to see your sperm and spread it all over me."
She continued to whisper whatever came to mind, no matter how dirty. "You make my pussy so wet, baby. I'm going to cum so hard thinking of your big hard cock. Give me that cum baby. Come on, cum on your mommy. Let mommy taste your cum."
Finally, her son's cock became very very stiff, and Holly knew he was there. She increased the pace of her stroking and the pressure and in several seconds, her son released a spurt of sperm like she had never seen. It landed on her right breast, and it nearly covered her whole breast in semen. The second blast was nearly as powerful, landing at the junction between her son's ribcage and her belly, and pooling there. Numerous spurts followed, splattering a huge amount of semen everywhere.
"The stewardess ate my cum," Carl ventured. "Do you swallow cum, mom?"
Holly laughed out loud. "Yes honey. I swallow cum. At first, I thought it tasted too strong and salty,, but after a while I just associated the taste with sex and now I like it. Actually, I love it. The taste and smell and feel of it really turns me on. Do you want me to swallow your cum?"
"Yes, mom. I'd like to see you do that."
Holly brought her hand to her mouth and cleaned it all up. She collected the white fluid on her tongue and showed it to Carl, before it went down the hatch.
"I can't believe you did that. You're amazing mom. I can't believe you just jerked me off and ate my cum."
"Its not that big of a deal, honey. You ate my cum too, when I stuck my fingers in your mouth."
"Oh yeah. I liked that. I love you mom."
"I love you too, honey," Holly paused. "Speaking of honey, if you liked tasting your mommy's pussy, I know how you can taste some more."
"Are you going to masturbate again, mom?" Carl asked, his cock perking up again at the thought.
"I thought you might like to use your tongue between my legs."
Carl was stunned.
"I would love that, mom. Would you teach me how to give a girl an orgasm?"
Holly brushed back her son's hair, and kissed him gently on the mouth.
"It will literally be my pleasure."
Holly swung her legs around on the extra-wide king size bed and spread her legs, exposing her naked pussy to her son.
"You have to learn the parts of a woman's vagina if you are going to properly pleasure her."
"Yes, mom," Carl was in paradise, moving his eyes all over his mother's body, her legs, her pussy lips, her softly rounded belly, her big tits, and her pretty face.
"Do you know the parts of a pussy?"
"Umm, I think so."
"Alright I'll quiz you. Lightly pinch both of my labia majora between your thumb and forefinger."
Carl did as he was told, gently pinching each of her lips and in doing so, he pulled them apart and exposed the pink insides of his mother's steaming hot pussy.
"Very good. Now remove your fingers please."
Carl reluctantly let go and watched as her lips closed somewhat, leaving less of her pussy visible to him.
"Now locate my perineum , and touch it gently."
Carl hesitated, having no idea what a perineum is. He guessed, placing his finger just above her clit.
"Mmm, that's a good guess honey. A very nice guess indeed. But that's incorrect. The perineum is the skin between my pussy and my anus."
"Oh, so right here," Carl said, touching her gently in the right place.
"That's exactly right. Now to make sure you learn your lesson, I want you to lick me there for thirty seconds. Practice using your tongue to give my skin a nice firm massage. That will come in handy later."
Carl put his shoulders to the underside of his mother's thighs, and lowered his tongue to his mother's nether regions. As he started to lick her, his nose was buried in between her pussy lips. He could smell her beautiful fragrance as he practiced licking. He licked firmly, then lightly, in circles, then swiping his tongue up and down, covering the whole area between her pussy and asshole.
"Ok, good job. Now I hope you won't forget where a woman's perineum is."
"I won't, mom."
"Ok, now point to my anus."
Carl did so, but he didn't touch the crinkled skin of her ass.
"That's right. Now I want you to lick your finger and stick it all the way in to my butt. Make sure you go slowly, otherwise you'll hurt me."
Carl did what he was told, licking his index finger and pressing it too gently at his mother's asshole.
"You're gonna have to push harder than that. It takes some work to penetrate my tight asshole."
Carl pressed one knuckle into her butt, feeling his mom's muscle squeeze tightly against his digit. He slowly eased his finger all the way in.
"Very good. Now put your middle finger in too."
Carl did as he was told, and buried two of his digits as far as he could in her butt.
"Nice job, honey. I just wanted to show you what happened to me at the airport. I assure you that it was much more pleasant to be finger-fucked by you, honey. Now go wash your hands and hurry back."
When Carl returned, he marveled at how his mom remained spread-eagle on the bed, ready to let him explore her pussy. Unreal, he thought.
"Next, I want you to tell me what are my labia minora."
"Those are the small lips inside your pussy."
"That's right. And what is between the labia minora?"
"Umm, your pussy hole?"
"Yes, that's right, that's where the penis enters."
"Where is my urethra?"
"Its a hole a little bit above the labia minora, where the pee comes out."
"Such a smart boy. Your reward is that you get to taste the inside of my pussy. Make sure you use good technique, like you did with my perineum."
To give him easy access, Holly spread her legs as far as she could. As her son dove into her pussy she knew she would soon be orgasming. His tongue plunged deep into his mom's hole, fucking her with it. Then he flattened it and swept it over each part of the inside of her pussy. He was so excited to be getting his first taste of pussy, his tongue and mouth moved frantically to cover the entire area surrounding his mother's pussy hole with his energetic tongue massage.
Holly enjoyed her son's efforts immensely. She was building up for one hell of an orgasm. But she knew she wouldn't come until she instructed her son to lick and suck her clit.
After about twenty minutes, Holly said, "Very, very, very good, son. The next task is the last one, and it is the secret to giving a woman a great orgasm. First, reach down and put two fingers in my pussy."
Carl did so. It was his first time penetrating a vagina. He couldn't believe how hot and tight it was. He could feel the muscles in his mom's pussy walls clasping at his invading fingers, drawing them in further. He heard his mom growl with pleasure from deep in her throat.
"Mmm. That's wonderful, baby. Now, the final question: do you know where the clitoris is?"
"Is it right here?" Carl asked, placing his thumb directly over her sensitive clit.
"Aiiieeee, yeah baby, that's it! Now suck that clit baby, suck it til I come on your face!"
Carl did as he was told, locating the sensitive bud with his tongue and suctioning gently.
His mom was panting now. "MMMmmm, that's it baby. Fuck me with your fingers, and suck my clit. That's right. Ooooooooh, baby, don't stop, don't stop. Fuck me deep and suck me hard! Aaaahhhh, I'm cummmmmmmmming!!!!!"
Holly bucked her hips on her son's face and her pussy spasmed, squeezing her son's fingers with incredible force. A wave of pussy juice soaked her son's face, while he tried to continue to suck his mom's clit despite her intense, body-wracking orgasm.
After Holly came, she instructed Carl to stop sucking her clit because it was too sensitive. She beckoned him towards her and cuddled him close to his chest. She knew what she had done was not an acceptable thing for a mother, but at this moment she didn't care. She had her beautiful son at her breast and she was aglow with the effects of a wonderful orgasm, and she wasn't in the mood to worry about the repercussions of her actions.
Blissfully, mother and son entwined their bodies and fell to sleep.
Holly woke up early and stretched her arms over her head. Her breasts rose in front of her and she realized that her nipples were already stiff. She thought about all that had transpired in the last 24 hours. How circumstances had led her to revel in jerking off her son, and how she had even eaten his sperm. The thought made her look at her son's cock. It was semi-flaccid, resting on his leg and pointing almost directly at Holly. Her mouth watered as she thought about the taste of his cum. Twenty seconds after waking up, she was already horny as could be.
Holly gently removed the sheet and got out of bed. Completely naked, she walked to the window and looked at the parking lot in the early dawn light. She saw her reflection in the mirror and felt proud. She still cut a very impressive figure. Her heavy breasts were capped by erect nipples that angled upwards, giving her an added level of youthfulness. She took a deep breath through her nose, enjoying the strongly smell of sex, which was especially evident because her left breast was covered in dry semen. She tightened her stomach and was pleased that her abs were still somewhat defined under her soft curves. She slowly traced the ridge along the middle of her abdomen with her finger. She continued down through her trimmed pubic hair and brushed lightly over her clit. She felt a warm rush of arousal flow through her body. She pushed two fingers into her pussy and removed them, shiny with her arousal. She licked them clean and then sensed something and turned around.
Her son was watching her. They met each other's gaze and looked at each other for a moment and then Holly looked away, directly at her son's stiffening rod. It looked enormous, standing straight up from a patch of curly hair. It seemed to pulse with sexual energy, which made Holly's pussy drool deliciously.
The rush of pleasure caused Holly to panic for some reason. How could she be standing naked, dripping wet with arousal from looking at her naked son's hard cock?
Pushing away the sense of panic, Holly decided she needed to assert some parental authority. She needed to set some boundaries.
"Carl, last night was wonderful. But we are mother and son. We can't get used to this."
Carl smiled. "I could definitely get used to this." He flexed his cock impetuously and it slapped against his stomach.
"It's illegal. We could get in trouble. And, and, it's not right!" Holly was stretching to find a way to stay in control, a reason to stop what had started.
"It feels right to me, mom! And it looks like you are getting something from it too. Am I wrong?" Holly felt pleasure as the naked young man surveyed her body approvingly.
"Look, Carl. I know that after yesterday things have changed between us. But I just don't want you to get too attached. I am your mother and that means that we can't have an ordinary sexual relationship"
Holly paused the gather her thoughts. She knew she needed to be realistic. She couldn't deny their attraction. But she also felt the need to assert herself, to find some secure ground rules to rely on so things don't get further out of hand.
"I'm not saying we can't help each other get off. But we do need to establish limits. If we don't, we risk destroying everything."
"What kind of limits?"
"Well, I don't think we should go further than we already have. We can see each other naked and help each other have orgasms, but we shouldn't make love. That would be wrong."
"Didn't we make love yesterday?" Carl looked puzzled.
"Oh honey. I didn't mean it that way. I will always love you. But my love for you is as a mother. I don't want that to change into something else, because I fear it could ruin things between us. If we love each other as lovers, we risk having a breakup, and I'm not sure that our mother-son love could survive that."
Carl didn't say anything. His mother, as usual, was making a certain amount of sense. But he sure wanted to be able to make love to her anyways. He waited to see what else she had to say. "So here's what I propose. Let's keep the way we use each other for sexual gratification separate from the way we love each other as family. Think of me like a masturbatory aid. You can use me to pleasure yourself. But what we can't do is make love. We won't be kissing each other or having sexual intercourse. Those are things that only lovers do. But if we do a favor for one another, like a handjob or a blowjob, that's allowed."
Carl was relieved to hear that the limits still allowed him access to his mom's pussy. But it certainly was a strange set of rules for a mother and a son. He had to admit, though, that it did make sense.
"So I can't kiss you?" he asked.
"Of course you can kiss me. But only as my son. We won't be making out all day or staring into each other's eyes. The only lips you get to suck are my pussy lips."
To emphasize the point, Holly walked over and put one foot on the bed, spreading her enflamed pussy wide for her son.
"You can make out as much as you want with my cunt. Hell, you can even fall in love with my cunt, if she's your kind of girl. I know she certainly likes you. But that doesn't mean that you can fall in love with me. I'm still your mother."
Carl was too turned on to do anything but accept his mother's terms. Her pink pussy flesh was glistening in the morning light and he wanted nothing more than to lick and suck her intimate passageway.
Understanding that that was the case, Holly crawled on the bed and placed her knees on either side of her son's head. She placed her pussy over her son's willing mouth and laced her fingers behind his head, smothering him against her crotch. She felt his tongue snake between her lips and start its energetic exploration of her love hole.
As her son tongued her, Holly let out a relieved sigh. She was glad that she had come up with a plan to save her relationship with her son. She was proud of herself for being realistic enough to know that neither of them could constrain the powerful urges that had been unleashed in the last day. But she was also trying to be a good parent, and she hoped that by separating sex from love, she could maintain some degree of normalcy with her son. After thinking through what she had just done, she realized how insane it was for her to be feeling proud of her parenting skills while she was literally shoving her son's tongue into her steaming cunt. But it sure felt good!
Holly truly was using her son like a masturbatory aid. He didn't have any choice in the matter as she squatted her hole over his mouth, forcing him to tongue the deep recesses of her pussy, while his labored breath came through his nose, which was nestled up against her sensitive clitoris, providing further stimulus.
In no time, Holly had a shattering orgasm. She squeaked and whimpered as her pussy spasmed on her son's face. A torrent of juices flowed from her quivering pussy and coated her son's face, which she continued to treat roughly, squeezing it between her thighs and pulling it against her with her hands.
As the orgasm receded, she released her son. His head fell back against the pillow, and she was happy to see that he was smiling. And it gave her a dirty thrill to see that several streamers of her sticky cunt juice stretched and broke and he separated from her pussy.
"Thanks for that!" Holly said breezily. She knew how easy it would be for Carl to fall in love with the woman who provided him his first sexual experiences. And she was determined to treat the sexual favors as nothing more than sexual favors.
Reaching back, Holly grasped Carl's dick and pivoted so she could access it with her mouth. The boy deserved a hell of a suck after all of the pleasure he had given her. And she deserved a chance to sample his delicious semen straight from the source.
She didn't hold back, as she took her son's entire length in her mouth and down her throat. It had been some time since she took a cock this way, but she was still a skillful cocksucker.
Carl was experiencing brand new sensations. His mother was energetically suctioning his cock with her soft mouth. Her efforts were such that she was nearly bumping her ass and pussy against his face as she acrobatically dove up and down on him.
He could not last long. He knew the orgasm was inevitable, but the feeling of inevitability lasted a long time. He wasn't used to coming in anything other than a hand. The feeling of soft wetness and suction was new, and it allowed his orgasm to build and linger as his balls churned up the frothy mixture that would soon explode into his mother's mouth. When it finally came, the orgasm was spectacular. He shot his wad explosively into his mother's mouth. She handled it wonderfully, rising up and keeping only the head of her son's cock in her mouth as she gently milked him of his seed.
Her mouth was nearly filled with semen, and she loved it. She enjoyed the feeling of being overcome with manly discharge, the scent and taste overpowering her senses. She waited several seconds after she felt the last spasm of her son's penis before she swallowed it all down, feeling pride at her oral skills.