A Big Problem Pt. 03

A Big Problem

Part Three

Stacey couldn't believe that she had just watched the boy she raised jerk off in front of her while she stood naked for him in the kitchen. When she reached her bedroom, she closed the door and jumped in bed, burying her fingers inside her and feverishly attacking her clitoris. Stacey looked at the drops of Andrew's come on her leg. She wasn't sure if she had the nerve go through with it until she did; she reached down and gathered his drops from her leg and tasted them. With her free hand, she continued pleasuring herself as she sucked her fingers, fantasizing that Andrew would ignore her closed door and come in to ravage her. But Andrew obeyed the door. They couldn't be together. It was wrong. They both knew it.

For the next several days, Andrew tried to tempt his mother anyway. He purposefully left mother-son porn up on his computer before leaving the house, hoping Stacey would find it. He stopped wearing a shirt when he was home, opting for going commando in gym shorts. He showered with the door open and walked around in a small towel for an hour after.

Stacey teased back. Even though she knew they couldn't be together, she secretly loved that Andrew was horny for her. She paraded around in boy shorts and crop tees. Warren came over a few times and instead of the customary peck on the cheek, Stacey kissed him gently on the lips making sure that Andrew could see. At one point, Stacey came into Andrew's bathroom while he was showering to replace towels that didn't need replacing. She could tell that he was masturbating behind the frosted glass. And as planned, Stacey found Andrew's porn. She returned that particular volley by laying in his bed and masturbating, leaving her scent on his pillow and a wet spot on the mattress. Their flirting was escalating, Andrew and Stacey both hoping and fearing they would cross a line.

Thursday night, Andrew came home late in the evening and entered the kitchen quietly. This had become his custom. He was always hoping to catch his mom in some indiscretion. He noticed a dim light from Stacey's bedroom as he had the previous weekend. He could hear her moaning softly. Andrew stealthily made his way to the walk-in closet. He watched as Stacey pleasured herself with a dildo in one hand and a small vibrator in the other. He stood in the shadows, stroking himself, watching his mother.

"Andrew..." Stacey moaned. Andrew was startled, hearing his mother moan his name. He stepped forward into the light, cock in hand, to reveal his presence. The pair stared at each other. Neither stopped pleasuring themselves. Andrew walked closer to stand alongside the bed, towering over his mother's naked body. Andrew reached down to touch her.

"No, Baby. We can't. Just watch, okay?" The ground rules were thereby established.

Andrew pushed the limits as much as he could. He moved closer to her head and lowered his body, using the wall to keep his balance. He stroked his dick within just a few inches of Stacey's open mouth. Stacey was panting, staring at her son's cock.

"Spit on it," Andrew ordered.

Stacey propped herself up on her elbows to elevate herself. She did as he instructed and dribbled her saliva on the head of his dick. She came so close that Andrew thought for a split second that she was actually going to put his cock in her mouth.

Andrew rubbed her spit down his shaft as he resumed stroking himself. Stacey rested her head back against the pillow and gazed up at Andrew's glistening hard-on. Andrew lowered it even further, to within barely an inch of Stacey's mouth, daring her to suck it.

"Do you like that, Mom? Do you like having my cock so close to your mouth?" Andrew teased.

"Oooh yes, Baby. You're making me so fucking horny." Stacey was forcefully fucking herself with the dildo.

"Don't you wish that was my dick fucking you, Mom?" He teased some more.

"Yes, Baby." Stacey moaned.

"Yes, what?" Andrew demanded.

"Yes, I wish you were fucking me," Stacey had abandoned the vibrator. She was now frantically rubbing her clitoris with one hand and pounding herself with the rubber dick in the other. Andrew stroked himself faster and faster.

"Fuck, yes!" Stacey moaned.

"I'm gonna come, Mom!" Andrew grunted.

"Come for me, Andrew!" Stacey moaned louder and started coming, fixating on the throbbing cock in her face. She opened her mouth wider and stuck her tongue out, giving Andrew a target. "Come on me, Baby!"

Those words sent Andrew into overdrive. He exploded onto Stacey's face and into her open mouth. Stacey came in turn, the warm sensation of Andrew's come on her tongue being so taboo. Andrew took advantage of the chaos and managed to rub his cock along Stacey's tongue and face a few times with the head of his cock as he finished coming. No words were spoken and after only a few brief moments of post-orgasm recovery, Stacey shooed Andrew away. She had hoped this would happen but wasn't quite prepared for the reality of it. "Okay, off you go. Off you go."

Stacey avoided Andrew for all of Friday. Andrew wasn't aware of how close she had come to begging him to fuck her. Stacey didn't trust herself right now. She was having a hard time resisting her sinful urges and an even harder time sorting through her newfound feelings for her son. But Saturday was approaching, and everyone knew it. Warren couldn't wait to continue his so-called training. And Stacey was well aware that Andrew would be watching.

Saturday evening finally arrived. Andrew left the house just before Warren arrived. There was no more pretense between Warren and Stacey. She laid naked in her bed, waiting for him to arrive and using her toys as she had with Andrew.

Warren was hard before he even walked in the room and became even more turned on when he saw Stacey playing with herself. Stacey motioned for Warren to come to her. Warren took the cue from Stacey pulling downward on his hand to drop to his knees. She turned her body toward him, sideways on the bed, and spread her legs in front of him. "Remember what I taught you," she said as she grabbed Warren's head and pulled it to her pussy.

While Warren was working to pleasure Stacey, she saw Andrew sidle into the closet. "That's it, Baby. Remember what Mommy taught you." Stacey stared in Andrew's direction as Warren made her come with his tongue and fingers. Andrew made sure she had a good view of him stroking himself.

Stacey returned her gaze to Warren as he rose from between her legs. "Are you ready to fuck me, now?"

"Yes, Ma'am," Warren replied excitedly.

Stacey shifted herself onto all fours, with her body slightly slanted on the bed so she could turn her head back to see Andrew while still keeping Warren's back to him. Warren quickly undressed and moved behind Stacey.

"Go slow, Baby," Stacey instructed. "Make your cock good and wet first. Remember what you're working with," Warren did as he was told and began sliding his cock inside of Stacey.

"Oh fuck, Mom!" Warren moaned. "That feels so good." He had been waiting all week for this. So had Stacey.

Stacey looked directly at Andrew. "Yeah Sweetie, does that feel good? Are you gonna fuck Mommy with that big dick?"

Warren fucked Stacey smoothly and steadily from behind. Andrew was amazed at how easily Stacey could take his entire dick inside of her.

Warren fucked Stacey like a machine, Stacey making sure Andrew was getting a good view. "Oh, that's a big cock! You're fucking me so good, Sweetie. Keep fucking me. Mommy's gonna come all over your dick!"

After she came, Stacey gave Andrew a subtle nod warning him to hide further in the closet.

"Lay down, Sweetie," she instructed Warren. "Time to practice sixty-nining."

Stacey mounted Warren's face and laid across his stomach. Andrew peeked to see what was happening. He found a sightline where he could watch his mother suck Warren off near the foot of the bed without Warren being able to see him. Andrew and Stacey made eye contact just as she took Warren in her mouth. Warren moaned. Andrew muffled his.

"Do you like that, Baby?" Stacey asked, still staring at Andrew. "Do you want Mommy to suck your cock?" Stacey licked, sucked, slurped, and stroked Warren's huge dick. She was clearly putting on a show just for Andrew. "I wanted to suck your cock ever since I saw you stroke it for me."

Andrew and Stacey fucked each other with their eyes. Stacey worked Warren's cock passionately, teasing Andrew with everything she had. "Your cock tastes so good, Baby. I want to taste your come, again. Are you gonna come for Mommy?"

Stacey could tell Warren was getting close. She broke Andrew's gaze and focused on finishing off the cock in her mouth. As Warren came, Stacey looked at Andrew again. He was stroking his cock intensely watching her take Warren's load in her mouth. She opened her mouth to show Andrew, then let it all run back out onto Warren's still hard cock. Stacey cleaned it, licking and slurping, all while staring at her son getting off on her sluttiness.

After giving him a few moments to recover, Stacey ushered Warren away with the promise of another lesson next week while Andrew moved to the back of the closet and hid. Once Warren had left, Stacey quickly put her panties back on. Andrew made his way out of the closet. Stacey returned to the bed, naked except for the silk covering her nethers.

"Come here, Baby," Stacey beckoned, her legs rubbing together. As Andrew approached, she spread her legs for him. He practically jumped on top of her, cock at the ready.

"You can't fuck me, Andrew. Just rub it against me, okay?" Stacey wrapped her legs around him as he started sliding back and forth along her silk panties.

"Oh fuck, Mom. That feels so good." Andrew desperately wanted to pull Stacey's panties aside and bury himself inside her.

"Did I put on a good show for you tonight?" Stacey was begging for compliments. She wanted to talk dirty.

"You were so fucking hot, Mom." Andrew was building a good rhythm, grinding his cock along Stacey's panties. "The way you cleaned his cock was unbelievable."

"I did that just for you, Baby. I was pretending it was yours." Stacey had a firm hold on Andrew's ass now, pulling him harder into her mound, feeling the smooth, silky, pressure against her clit.

Stacey teased some more. "Did you like watching him fuck me?" She was euphoric, having Andrew grinding between her legs. "Oh fuck, Baby. That feels good. Just like that."

Andrew lowered his face in front of Stacey's. "Yeah? You want me to fuck you like that?" He kissed her on the mouth. Stacey's tongue darted out. Andrew met it with his. He reached his arm under her back and pulled her close as he kissed her sensually. Stacey returned his kiss in a very unmotherly fashion.

Andrew felt Stacey's naked breasts were pressed against his chest. He moved his head down and took a nipple in his mouth.

"Oh, fuck," Stacey whisper moaned. "You shouldn't."

Andrew ignored her feeble protest and moved back and forth between her breasts while still working himself along her panties. Stacey was in a trance now. Andrew resumed kissing her passionately and their pace slowed and became gentler. They were almost making love now, not grinding like animals.

"I love you, Mom," Andrew whispered in her ear as they wrapped their bodies together.

"I love you, too, Baby," She whispered back.

Andrew and Stacey pulled each other tightly as they glided along each other slowly.

"You're gonna make me come, Andrew," Stacey whispered.

Andrew kissed her deeply. Their tongues intertwined as they came together. Andrew's seed covered Stacey's belly. She gathered some into her mouth with her fingers.

"You taste better." The way she said it, reminded Andrew of the nature of their relationship. It was, in a twisted way, a very motherly thing to say.

Andrew kissed her. "No fair. I haven't gotten to taste you."

Stacey reached down between her legs and returned with fingers glistening. She tingled with pleasure as he sucked her juices.

"Sweet boy." Stacey kissed Andrew again before they settled on the bed together and cuddled under the covers.

"Do you want me to stop?" Stacey asked. "I mean with Warren?"

Andrew thought for a moment. "No. I mean, I am jealous as hell that he gets to fuck you. But I really get off on watching you fuck him. It makes it even hotter that you're my mom. Is that terrible?" Andrew didn't want to hurt her feelings.

"Kinda. But I get it. I really get off on you watching, too. I feel like a dirty taboo slut with you two now."

"I like the sound of that," Andrew flirted.

"Naughty boy," Stacey flirted back.

They curled up together in Stacey's bed and went to sleep.

The following week was filled with lots of not fucking. The rules had been established. No blowjobs, no handjobs, and no penetration. But otherwise, Stacey and Andrew were at each other all week. They kissed like new lovers. They masturbated together. They dry humped. Stacey let Andrew come anywhere he wanted other than inside of her. They took to showering together and sleeping in Stacey's bed every night. The more Stacey and Andrew fooled around, the deeper their desire for each other grew. But Stacey remained adamantly against going any further, despite Andrew's best efforts.

But Andrew wasn't satisfied with Stacey's rules. To him, it wasn't fair that his best friend who was also practically her son, didn't have to live by the same rules. So, as though he was a rebellious teenager again, Andrew hatched a plan. Thursday, after classes, Andrew invited Warren to work out with him at the gym. While Andrew spotted Warren's bench press, he flatly said, "I know you're fucking my mom."

Warren quickly racked the barbell and sat up, avoiding eye contact. "What the fuck are you talking about, man?"

"Relax. I'm fine with it. I'm not mad at you." Andrew had other things in mind. He explained the whole history to Warren.

"Seriously? All that, but she won't let you fuck her?" Warren sympathized. He knew what Andrew was missing.

"Nope. No blowjobs. Not even a handjob." Andrew played up his misery.

"That's really, really not fair." Warren agreed.

Andrew played his next card. "I could use your help..."

Warren listened and agreed to Andrew's plan. The pair waited for Saturday night. Even though he was getting off at least two or three times a day with Stacey, to Andrew it seemed as though Saturday night would never arrive. When it finally did, Andrew took his place in the closet as he had before and Stacey took her place on the bed while they waited for Warren to arrive. They didn't have to wait long.

Warren quickly disrobed as he kissed Stacey. "I want to try something tonight," he said. "I want to be in control this time."

Stacey just nodded and went quickly back to kissing Warren. All of her time with Andrew that week had left her desperate for a cock inside of her. Warren moved down Stacey's body and began licking and teasing her clit, just as she had taught him. He edged her closer and closer to orgasm, never letting her feel the relief of climax.

"Please," she whisper-groaned.

But Warren only teased her more. When he sensed she could stand no more, he flipped her over and turned her around on all fours. Stacey tried to resist having her head at the foot of the bed. She knew that Andrew wouldn't be able to watch from that angle without being seen by Warren. Warren ignored her efforts and manhandled her into position anyway. Stacey surrendered when she felt Warren's cock between her legs.

Warren teased her with the first few inches of his thick shaft. Stacey tried to buck back against him to get more of his cock, but Warren held her steady by her hips.

Stacey was out of her mind with desperation at this point. "Please? Stop teasing. Just fuck me. Please?"

Then, as planned, Andrew walked out of the closet. Stacey didn't even notice until his cock was in front of her face. She gasped when she realized Andrew was in front of her.

"It's okay, Mom," Andrew reassured. "He knows everything."

"But why?" Stacey was confused. She was still miserable to be fucked and was having a hard time thinking straight.

Andrew explained, stroking his cock in front of Stacey's face. "One of us was going to figure it out eventually. It was inevitable. And I was tired of keeping secrets. So, I told him. This way, we don't have to hide."

Warren slid his cock deeper into Stacey, giving her a few deep strokes before teasing her again.

"Oh, fuck...," Stacey moaned. "Please fuck me."

"You want me to fuck you in front of your son?" Warren gave Stacey a deep stroke and pulled back out to the tip. A surge of pleasure rolled over her, but not enough to satisfy - only enough to make her want more.

"Yes. Fuck me in front of my son," Stacey relented. "Please?"

Warren continued teasing her with only enough of his shaft and only fast enough to keep her hornier than she'd ever been. To add to her deprivation, Andrew stroked his cock directly in front of her mouth.

"Suck his cock," Warren ordered.

"No. Is that what you boys are up to? It's wrong!" Stacey defied.

"We all know you want to." Warren gave Stacey a few deeper strokes, urging her gently forward into Andrew's dick. "It's okay, Mom."

"Yeah, Mom," Andrew chimed in. "It's no different than what you're doing with Warren. He's practically your son, too."

Andrew eased his cock closer to Stacey's face. It was wet from his precum and saliva. Warren gradually started sliding deeper inside of Stacey. Stacey looked up at Andrew. He gently brushed her cheek with the tip of his dick. Precum was left glistening on her skin.

"Oh, fuck." Stacey whispered. "It's so wrong. I can't. I'm your mom."

Warren teased her some more.

"Fuck," Stacey exhaled, her breath on Andrew's cock. "Oh, God." Warren was relentlessly tempting her with his cock. Her mouth watered at the sight of Andrew stroking himself and rubbing the head of his cock against her cheek. Stacey looked up at her son, "Baby, it's wrong."

"It's okay, Mom." Andrew traced her lips with the head of his cock.

"Oh, fuck," Stacey moaned. "Please?"

"Please what?" Andrew whispered.

"Fuck me, Warren," she ordered just before hungrily taking Andrew in her mouth. Warren thrust himself deep inside Stacey, as promised. She moaned loudly onto her son's cock.

It didn't take long for the threesome to find their rhythm. Warren fucking Stacey. Stacey sucking Andrew. Deep waves of pleasure rolled through Stacey's body as she was taken by her boys. She had never been with two men before. All three were moaning and cursing with pleasure.

"Yes!.......Fuck!.......Oh, God!"

Stacey was the first to start coming. Then Warren started coming inside of her, prolonging her orgasm.

"Yes, Baby! Come inside me!" Stacey yelled.

Watching his best friend come inside his mother sent Andrew over the edge. He filled her mouth as Warren filled her inside. Spent, Stacey retreated to her pillow. Andrew and Warren joined her on either side. Stacey took turns kissing each of them back and forth as they caressed her body.

"Oh my, God. I'm in heaven," she cooed. "My two boys. I'm such a slut."

"Don't call yourself that," Andrew scolded.

Stacey reassured him. "No, it's okay. I kind of like it. You boys might not realize it, but I've barely had any sex for the last twenty years. I was busy taking care of you guys. Now I have two beautiful, strong, young men taking care of me. If that makes me a slut, I'm okay with it. I can't think of anyone I'd rather be with than the two of you. I love you, boys."

"We've love you too, Mom," the boys reciprocated. Stacey again kissed her boys in turn. For the next several minutes, their kisses grew more passionate. The boys' cocks were coming back to life. Stacey reached down and stroked them both lightly. Andrew climbed between Stacey's legs and began sliding his cock along her folds as he had done many times in the last week. However, this time, there were no panties between the two of them.