Waking Up to Ellen Ch. 02

Author's Notes

I want to offer a sincere thank you to all of you who provided me with the encouragement to continue this story. Your comments made all the difference.

This is the second of three (anticipated) chapters. If you haven't read the first chapter, I hope you will. In brief, the story is about Michael who discovers his mother is everything he wants in a woman, and Ellen who discovers her son's love, and is torn between her love for him and what the world would tell her to do. (Spoiler Alert) After a few trials and tribulations, Chapter One ends with Michael losing his virginity to Ellen.

Chapter Two starts the day after.

As before, constructive criticism is welcome.

***

***

Monday evening Michael studied on campus with a few of his classmates before heading home. Midterms were coming up and, with his lack of focus over the past couple weeks, he was feeling uneasy about the pending exams. If he was being honest with himself, he was also a bit uneasy about being home alone with his dad, given the events of the prior afternoon. He was hoping his dad would be engrossed in football by the time he got there. Parking in his usual spot in front of the house, he noted his dad's truck in the driveway, grabbed his backpack, and headed inside. There was a light on in the kitchen, but the rest of the house was dark. Michael could hear the play-by-play coming from the television in the basement and, realizing he had been holding his breath, he let out a sigh of relief.

Threading his way through the unlit living room to the kitchen, he sat down at the table, pulled his books and laptop from his bag and settled in. As much as he wanted to avoid seeing his dad, his desire to be with his mom was irresistible. Studying in the kitchen ensured he would see her, and maybe they would have a little time alone before the game was over. For that, he was willing to risk an encounter with his dad.

He glanced at the clock on the microwave. She would be home in thirty minutes or so. He pulled up the syllabus for his Economics in Action course and tried to focus, but his mind kept drifting to the prior afternoon when he lost his virginity to one of the relatively few women on the planet to whom he truly shouldn't have. All the same, the few hours they had together were the best hours of his life. Michael was head-over-heels in love with his mother and, although she hadn't said as much, he was reasonably certain the feeling was mutual.

After a while of staring blankly at the words in front of him, it became clear he wouldn't be getting any studying done so, stashing his books away, he examined the contents of the fridge. His mom would be hungry when she got home, and he felt an overwhelming desire to make her happy.

***

Thirty minutes later, he was pacing the kitchen, his mind racing: 'How should I greet her? How do you say hi to someone you just made love to for the first time? Is she okay with what we did yesterday? Does she regret it? If she regrets it, can I change her mind? Should I try? What if she wants to make love again? Is my room ready? Am I ready? I should take a shower and shave. But I don't want to look desperate, especially if she wants to put a stop to things. Do I have any mints? Maybe I should offer to massage her legs. Maybe she'll want me to take the lead. But what if I come on too strong? I don't want her to think this is just about sex! What if... What if... What if...'

The garage door rumbled open. Still unclear just what he was going to say, he moved to the mudroom fidgeting uncontrollably. And then he saw her.

In that moment, his anxieties were quelled and, right or wrong, he had no choice but to follow his heart. He wrapped her in his arms and lifted her, spinning her around twice before gently setting her down. Beaming, he looked into her eyes. She was radiant. He leaned in to kiss her and she returned his kiss with a fervor. There was no pretense of caution in their embrace, it was ardent, joyful, loving. Michael held his mom tight, thrilling to her soft curves pressing against him. Ellen reveled in his passion. No man had ever been so amorous, so emotionally open, so clearly ecstatic to see her.

When at last the kiss ended, she leaned back in his arms. "Wow! What did I do to deserve that?" she asked, smiling broadly.

"Everything," he answered, "and nothing at all. You should be greeted like that every day just for being you, mom."

Ellen kissed him again, hard, then extricated herself from his arms. He glimpsed tears welling in her eyes before she turned and led him into the kitchen, still glowing from his welcome. Her voice cracked slightly as she asked, "How much longer will your dad be?"

Michael quietly went downstairs. When he came back from the rec room, his mother was looking composed and digging through the cabinets. "It's the beginning of the third quarter. With all the time outs and first downs he'll probably be down there for another hour or so. Longer if he watches the post-game. And don't bother looking for something to eat, there wasn't much here so I ordered from our Thai place."

"Oh, sweetie, thank you!" She cupped his face in her hands and gave him a peck on the lips. "Our place? I like that!"

***

The conversation over dinner was lively. When he was younger, he hadn't appreciated how knowledgeable his mother was. Now, he felt he could listen to her all night. After the last of the sticky rice had been eaten and all take-out boxes had been cleared, Michael took her hand and gently kissed her fingers one by one. Kissing her pinkie, he paused and stepped back, looking her over. "Mom, I totally forgot! How are your feet?"

"Honestly? They feel pretty good. I think I'm finally developing some callouses." She proudly lifted a foot to show him.

"Well, what about your calves? If I can't pamper your feet, can I at least massage your calves?"

"Mmmm, that would be nice," she answered, smiling and nodding.

Grabbing a bottle of lotion from beside the kitchen sink, he led her into the living room. Ellen settled on the couch with Michael kneeling at her feet. He rubbed his hands together to warm them up and coat them thoroughly with lotion, and then began working on her leg. He started at her ankle and moved slowly over her calf and up to her knee, being careful to avoid her ticklish spot, then worked his way slowly down again. After three or four passes, he added more lotion to his hands and switched legs, repeating his motions.

Ellen quickly relaxed under his ministrations, laying her head back and sinking deeper into the couch. She knew he enjoyed touching and looking at her legs, and she did nothing to discourage him. Unlike the first massage he had given her, she let her legs relax, unworried about what he might see. And when his hands wandered above her knees and below her dress, she didn't protest, delighting in his attention instead.

Michael was in heaven as he worked her thighs. He truly wanted to give her a real massage, working out the knots and relaxing her muscles, but he couldn't help but get turned on as his hands moved higher with each pass. He could feel the heat emanating from between her legs as his hands came within an inch or two of her panties. His mom's legs spread wider, and she moaned as the side of his hand lightly brushed against the satiny gusset covering her womanhood. He worked her upper thigh for ages, rhythmically pressing into her pussy over and over until her hips started to roll in time with his hands. Not wanting her to cum just yet, he stopped and moved to her other leg, massaging slowly up from her knee. He heard her whimper softly. By the time his hands were brushing against her panties again, she was soaked, and her hips were bucking uncontrollably, desperate for contact.

Michael was on a mission now, and it didn't involve letting his mother rub one off against the side of his hand. With his hands still beneath her skirt, he let go of her thigh and grabbed onto her hips.

"Michael!" she breathed plaintively, not wanting him to tease her any further. Then she felt him pulling her forward until her ass was on the edge of the couch and her skirt was bunched around her waist. "Sweetie, what are you... Oh my god!"

Reaching around, Michael had pulled the gusset of her panties aside and latched his mouth onto her drenched pussy. Ravenously, he shoved his tongue as deep inside her as he could, relishing her taste. He wrapped both arms under her thighs, supporting her legs on his shoulders, to give himself better access. She grabbed the back of his head and pulled his tongue tight against her as her hips began to shake. Shifting her weight, she brought his mouth up to her clit, drawing a sharp breath as his tongue flicked it mercilessly. Then he sucked it into his mouth, pushing her over the edge.

Ellen threw an arm over her mouth to muffle her cries of pleasure as he worked her clit relentlessly. Her body jerked as each wave of her orgasm rolled over her until she could take no more and collapsed back onto the couch. Michael had a death grip on her hips and kept his face buried between her thighs, gently nibbling and kissing her labia and the hood of her clit as she slowly came down to Earth. Laughing, she put her hand on his forehead and pushed him back. "No more, sweetie, please! Oh my god, no more!"

With one final kiss, he backed off and smiled up at his mom, "Okay, you've got five minutes to recover, then I'm doing that again!"

"Mmmm, I appreciate the enthusiasm, but I'm going to need five days to recover from that one!" she said, lifting her legs from his shoulders, pulling her skirt down and stretching out on the couch.

"Ten minutes, and that's my final offer!" He put his hand lightly on her stomach and started tracing circles with his fingers towards her pussy.

She rolled onto her stomach, laughing. "Nope, we're closed for business. You'll have to come back another day."

Michael went quiet and let his hand drift over her perfect ass, gently caressing her through the skirt.

A moment later, she lifted her head and looked at him, concerned. "Are you upset?" she asked tentatively.

Michael was jerked out of his reverie. "Huh? No, not at all!"

"You got quiet awfully quick. Are you sure nothing's bothering you?" She looked at the bulge in his pants. "Did you want me to do something for you?"

"Well, yeah, if you don't mind."

"Of course, sweetie!" Ellen started to roll over and get up, but he gently held her in place.

"Mom, you know how beautiful you are to me," he said softly.

She smiled and blushed. "Yes."

"And you know how much I like, um, certain things about you." His hand cupped her buttock suggestively.

She blushed harder. "Yes..."

"Well, it's just that," his voice was hoarse, "I've never really seen it, without clothing or panties that is. I mean, I've gotten glimpses, and when you wore that thong, oh my god, but I was wondering..."

"You want to see my naked butt?" she laughed.

"Yes," he whispered.

"Oh, sweetie, I don't quite understand your fascination, I never thought it was my best feature, but you can look if you want." Ellen relaxed, resting her head on her arms and wiggling her ass against his hand. Her motions drew a long, low moan from him, causing her smile to widen.

Standing up, Michael slid his hands down the back of her legs to the hem of her skirt and carefully pulled it upwards. She lifted herself halfway onto her knees to make it easier, simultaneously accentuating her incredible curves and drawing another moan from him. "You make me feel so sexy, Michael," she said in a sultry voice.

"You are sexy, mom," he growled, lifting her skirt above her hips and immersing himself in the gorgeous sight. Her lacey panties clung to her curves like a second skin. He was almost hesitant to remove them, as sensual as she looked wearing them. His hands trembled as he slipped his fingers under the waistband and peeled them down to her knees. Ellen held her pose for a moment, letting her son take in everything that had been exposed, then slowly dropped her hips down to the couch.

Michael sat on the edge of the couch next to his mom and placed his hands on her ass, squeezing gently. Then he let his hands wander, caressing her silky skin, marveling in her exquisite femininity. He let one hand drift lower, following the crease between her thigh and her buttock and down between her legs. She was wet again.

He dipped a finger inside her, making small circles inside her then withdrew his finger and sucked it into his mouth. "I love the way you taste."

It was her turn to moan.

His hand dipped back between her legs and found her opening again. Her hips started moving of their own volition as a second finger entered her. Leaning over, Michael began to kiss her lower back and over her buttocks. His intention had been to lick her pussy again, but as he kissed lower and lower it became apparent their positions would have to change drastically before he could get his head between her thighs, so he contented himself to leaving a trail of butterfly kisses across her delectable ass as his fingers worked deeper inside her.

He felt her shifting beneath him and then her hand was next to his, making tiny circles over her clit, her hips raising again to accommodate her self-exploration. Excited by her actions, he redoubled his kisses, edging along the valley between her cheeks, wanting to glimpse her fingers working her clit. Instead, he found himself staring at her rosebud, exposed as she lifted her hips off the couch.

As a rule, he didn't use the porn videos he watched as an instruction manual. He knew the moans of pleasure were mostly fake, and not every woman wanted a cock forced down her throat until she gagged. But he had seen this act enough to feel like there might be something to it: He coated his thumb in saliva and rubbed it over her rosebud. Ellen moaned again and her fingers moved faster over her clit.

Encouraged, Michael let more saliva drip from his mouth then slowly worked the tip of his thumb into her ass. The heat and the tightness and the sheer wickedness of penetrating her ass caused his heart to pound and his cock to throb. As she became accustomed to his thumb, he was able to slide it a little deeper, keeping time with his fingers buried in her pussy. Her hand was a blur on her clit and her hips were beginning to buck in what Michael recognized as a building orgasm. Excited beyond reason, he decided to push the boundaries again. He added a third finger to her pussy and buried his thumb as far as it would go into her ass.

Ellen screamed into the cushions, her hips pistoning against his fingers as her hand redoubled its attack on her clit. "OH, MICHAEL! OH, MY GOD! DON'T STOP! PLEASE DON'T STOP!"

Her voice was muffled, her face shoved deep into the couch, but Michael still had a moment of panic. His fingers continued to move inside her, but his ears were perked, listening for the sound of footsteps on the stairs. Her orgasm seemed interminable but slowly her screams became incomprehensible babble and then moans, until at last satiated she pushed him away and rolled onto her side, her hands clasped tightly between her legs.

"Oh my god, where did you learn to do that?" she asked dreamily, then, thinking better of it, she giggled, "No, wait, I don't want to know!"

Michael laughed and kissed her forehead.

"Mmmm, you're too good to me," she said closing her eyes and smiling.

"Impossible!" he replied.

"And don't think for a second that I'm not aware that you haven't cum yet. That's two I owe you."

"Mom, you don't owe me anything. I've enjoyed tonight just as much as you have..."

"Impossible!" she interrupted.

"...besides, you have no idea how many times I've cum just thinking about you. Let me go down on you a couple hundred more times and we might be close to even."

Ellen laughed, covering her face in embarrassment.

Michael leaned in, kissed her ear and put his arms around her. They stayed cuddled together until he heard the sounds of the after-game commentary drifting up from the basement. He rested his cheek softly on his mother's shoulder and whispered, "As much as I love being with you, mom, I think we've pushed our luck for tonight. You'd better jump in the shower; I'll straighten up down here."

Ellen pulled him in for a lingering kiss. Then, sitting up, she slid her panties the rest of the way off before standing and straightening her skirt. He stood next to her, looked at her lovingly and pulled her in for a hug. She kissed his neck and stepped away. A moment later she had taken him in her arms again and put her mouth to his ear, whispering, "Don't masturbate tonight, sweetie."

She smiled sweetly and, with a sway in her hips, made her way upstairs.

***

Michael lay awake watching the ceiling fan spin. If he spun his eyes at just the right speed, the fan appeared to be standing still while the ceiling swirled above it. His record was five full rotations before his timing got out of synch. It wasn't exciting, but it kept his hands away from his groin.

He had also studied, played video games and watched YouTube clips from his favorite shows, trying to distract himself. And always his mind had wandered back to his mom, which led to thoughts of burying his face between her thighs, which led to his hand wrapping around his stiff cock. At least watching the ceiling fan there were no buxom, scantily clad NPCs or sexually charged ads to lead his mind astray. Spinning his eyes was also making him nauseous which, in this moment at least, was a bonus.

The biggest question he was struggling with was, 'WHY???'

'Is this some sort of tantric thing? Does she want to keep me on edge until the next time we're together so that I'll explode at first contact? Or is she going to help me relieve the pressure that's building in my balls? Or does she have a dominatrix alter ego I've never seen, and torturing me somehow excites her?' His eyes lost track of the ceiling fan as he pictured his mom in a latex cat suit and high heels.

He pulled a pillow over his face, and let out a frustrated, "FUUUUCK!"

A few minutes later, as his fist was pounding his forehead through the pillow, he felt a soft hand on his chest and heard his mother's tender voice.

"Did I come at a bad time, sweetie?"

Michael pulled the pillow below his eyes, wanting to make sure this wasn't yet another fantasy dreamed up by his aching balls before he got too excited. "Mom?"

She smiled and the world was suddenly brighter, warmer and more wonderful.

She leaned in to kiss his forehead, but he had other plans. He wrapped one arm around her waist and pulled her tight to him, while his other hand guided her down, bringing her lips to his. His kiss was desperate and heated, almost angry. Ellen had never experienced anything like it and her heart began to flutter, partly with delight that she could inspire such a kiss, and partly with anxiety over its intensity.

Without breaking the kiss, Michael twisted his body, using his weight to roll his mother onto her back on the other side of the bed. He lay fully atop her, face to face, chest to chest, hips to hips. When he finally did break the kiss, she was breathless, and her heart was pounding. He traced his lips across her cheek to her ear and down her neck. She was wearing her terrycloth robe and it was wrapped tight around her body, leaving no more bare skin for him to explore.

Ellen thought she heard him snarl as he sat up on his knees between her legs. He grabbed the sash that held her robe closed and raced to untie it. Then he took hold of the folds of her robe and roughly pulled it open, exposing her completely. She wore nothing underneath. Shocked by the sudden exposure, she gasped and lay there unmoving. She could only watch as he shoved his underwear down to his knees. Then he was on top of her again, his lips and fingers latched onto her nipples. She felt the head of his cock pressing against her mound. She drew sharp breaths as shocks ran through her body with his every touch. She pulled his head up from her breast until they were eye to eye.