Waking Up to Ellen Ch. 02

She put a hand over his mouth and shushed him, smiling broadly as she did, then untangled her legs from around him.

When his laughter subsided, she dropped her hand. He kissed her deeply before whispering, "You are so incredible."

She smiled again and drew him in for a long and loving embrace. Michael heard her sniffle quietly as he buried his face against her neck, nibbling on her silky skin.

He felt he could stay in her arms forever, but soon she sighed and shifted beneath him. "I really have to get up this time, sweetie."

He glanced at the clock and decided they had no choice. He rolled to one side, groaning with disappointment that reality had to rear its ugly head, and allowed her to get up. He watched her wrap herself in her robe, wondering again at his fortune to have such a beautiful and caring woman in his life. As she tied the sash around her waist, he stood and waited for her to finish before taking her into his arms one more time.

"I love you, mom."

"I love you too, Michael."

***

That evening Michael helped his mother clean up the kitchen after dinner, while his father went downstairs to sit in front of the television. When he was reasonably certain they were safe, Michael put his arms around her and kissed her neck. Ellen smiled as she felt his arms wrap across her stomach and pull her tight against him. She set down the pan she had been rinsing and sighed as she felt his lips on her neck. "Are you sure your father isn't going to come upstairs anytime soon?" she asked, looking over her shoulder.

"Mm-hmm," he replied, not breaking his kiss. His hands began to wander, coming dangerously close to her breasts.

Ellen grabbed his wrists with her damp hands, chastising him, "Michael, we have work to do! Besides, despite your 'convincing' assurance otherwise, your father could come up at any moment."

Michael rested his head on her shoulder but didn't loosen his grip on her. "Fine," he answered sullenly, then brightening he asked, "But will you come see me tonight? After dad's asleep?"

She dried her hands on a dishtowel and twisted around in his arms until they were face to face. "Sweetie, you know I would love to do that, but I can't. We were lucky he didn't notice I was gone all last night; we can't push our luck like that again."

"Ever?!"

"Not for a while, anyway. He'll believe that I'm sleeping on the couch from time to time, or staying up to watch movies, but he won't believe that if it's every night. At the very least, he'll want to know why I can't sleep, and I'm not that good of a liar."

"But last night was the best night of my life!"

Ellen laughed softly and pulled him in for a kiss. "Well, I'm glad I could be a part of that!" she said smiling, "How about this: If you behave yourself the rest of the week, maybe I can 'run errands' while your father watches football on Sunday."

Michael perked up. "Promise?"

She leaned in and kissed him again, her tongue playfully caressing his before she responded. "I promise!"

***

Michael spent an inordinate amount of time thinking about his mother's choice of words. He was to "behave" himself. She specifically didn't say he needed to be 'good', or 'helpful'; although he was certain that being helpful would not hurt his cause. Knowing she was usually very discerning with her words, particularly when it came to disciplining him, he understood that he was to stop making any overtly sexual advances. But that didn't prevent him from being affectionate.

Wednesday night, he greeted her at the door when she came home from her dance lesson, taking her in his arms and kissing her before telling her how beautiful she was in her peasant dress. They ate together in the kitchen and talked about her day, her class and everything else that came to mind, as the sounds of 'Run Silent, Run Deep' drifted up from the basement television.

Thursday and Friday, he helped her prepare dinner and clean the kitchen afterwards. When the opportunity presented itself, he would give her a peck on her cheek, or a gentle kiss on her neck, or give her a quick hug, always letting her know how much he adored her, and always keeping his hands from straying over her body.

By Saturday, he was feeling giddy with anticipation. Although she hadn't said anything, he noticed she smiled whenever she saw him and that she had started stealing kisses when they had a moment alone. That evening, when there was a lull in the conversation at dinner, she caught his eye and winked before turning to her husband. "Honey, were you planning on watching football tomorrow?"

Michael's heart leapt and he tried to hide his anxiousness as looked over at his dad.

"I thought I would, why?" his dad answered cautiously.

"Oh, I was just going to run some errands, and a friend from work gave me a free pass to try her gym so I thought I might do that while you're watching your games. Would that be alright with you?" She placed her hand on his arm placatingly.

His dad brightened immediately. "Of course, that'd be fine!"

A grin flashed across Michael's face before he could control himself. He quickly looked down at his plate and began shoveling mashed potatoes into his mouth. When at last he felt under control again, he glanced up at his mom. She seemed to have become intensely interested in her dinner plate as well, and her ears were bright red.

***

Michael tossed and turned Saturday night, his mind chasing all the possibilities for his rendezvous with his mother on Sunday. There were a few things he knew he wanted to repeat with her, he was itching to taste her again, but there were also new things he would love to try, if she were open to them. He didn't know how to go about asking though. He worried he would offend her; he didn't want her to think he saw her as a slut or to feel like he was using her for his own gratification. In the end, he decided he would simply follow her lead. After all, their lovemaking had been incredible up to this point, why push his luck?

Despite not sleeping well, he woke up early on Sunday. The house was quiet as he mentally ran through the chores he wanted to complete before his dad started watching football: Put clean sheets on the bed, vacuum, straighten up his room, shower, shave... He doubted much of this truly mattered to his mom, she hadn't complained about anything yet, but it was what he had done when they made love the first time, and he liked the idea of starting a 'tradition' if they were to have more Sunday afternoons together. He rolled out of bed and began working on the quieter tasks so as not to wake his parents. He had just loaded his sheets in the washer downstairs and was headed back towards his room when his mom appeared in the kitchen, yawning and looking beautifully disheveled in her robe and kitten slippers.

"Is dad still asleep?" Michael asked in a whisper.

Ellen nodded, rubbing her eyes.

He closed the gap between them and wrapped her in his arms, surprising her with a loving kiss. She held his head gently as she returned the kiss and smiled warmly when their lips parted.

"You," he said earnestly, "look like an angel!"

She laughed and tried to extract herself from his embrace. "Michael! I just woke up, I don't have any make up on, I haven't brushed my hair, I can feel my mascara from yesterday caked around my eyes, there is no world in which I look like an angel!"

"In my world you do," he said quietly before leaning in to kiss her again. He felt her relaxing more with each minute he held her, until at last she broke the kiss and laid her head on his shoulder.

"You make me happy," she said quietly.

He kissed her hair and held her tight.

***

His chores done and his breakfast dishes loaded into the dishwasher, Michael grabbed his textbooks and laptop and got set up at the kitchen table. He didn't expect to get much studying done, he was entirely too preoccupied with thoughts of things to come, but he wanted to have a plausible excuse if his dad asked him to watch football. An hour later, his dad joined him in the kitchen, pulling a few snacks from the cupboards and a few beers from the fridge in preparation for the day's games. Michael made small talk with him, asking who would be playing and who his dad thought might win. In his own mind, it was obvious that something was up, and he waited anxiously for his dad to call him out on it. But the axe never fell and, soon enough, his dad was headed to the rec room, happily oblivious.

Ellen appeared a short while later, smiling and twirling about when Michael looked her way. "Do you like my outfit?" she asked quietly with a big grin.

Michael struggled to answer. Her clothes were decidedly un-sexy: a pair of sweatpants with a matching hoodie. Since she was supposedly running errands and heading to the gym afterwards, he understood their utility. Just the same, every other time she had twirled like this for him, she had been wearing something that took his breath away. He tried to hide his lack of enthusiasm. "Yeah, you look nice, mom."

"Nice?!" she pouted playfully, and giving another twirl, "You don't think this is sexy?"

He stood and walked across the kitchen, taking her in his arms. "You," he whispered, "are sexy. Your outfit just doesn't do you justice."

"Well," she said, leaning close to his ear, "maybe you'll change your mind when you see what's underneath it."

She nibbled on his earlobe then turned and went downstairs to tell her husband she was heading out on her errands.

Michael reached into his pocket to adjust his stiffening cock.

***

Holding hands, Michael and Ellen quietly stepped into his bedroom, their hearts beating rapidly. As she had done the first time they made love, Ellen had parked a few blocks away and walked back, meeting her son at the door. There had been a sense of urgency in their embrace that first time. Now, having consummated their love on several occasions, they simply enjoyed their closeness. Safely ensconced in his room, she took him into her arms and held him tightly. Michael buried his face against her neck, tracing gentle kisses over her delicate skin and losing himself in the scent of lavender and vanilla that permeated her hair.

He was the first to end their embrace, stepping back to look in his mother's eyes then wordlessly leading her to his bed. He laid down and looked at her expectantly. She settled in next to him, laying on her back, his arm around her shoulders. He rolled onto his side and wrapped his limbs over her possessively. Their lips met.

They took their time undressing one another, leisurely savoring the kisses and the gentle caresses that accompanied each new exposure of skin. When Michael had at last removed her sweats, exposing her lace thong and matching bra, he moaned, drawing a smile to her lips.

"I told you you'd like what I was wearing," she teased, glowing from his reaction.

"You were right," he croaked, running his hand across her stomach. The time for taking things slow was over as far as he was concerned. He bent to kiss her again, his tongue wending its way into her mouth as his hand cupped her breast. Her nipple was hard and pressed into his palm through the filmy material of her bra. It was her turn to moan.

His hand moved to her other breast, his fingertip tracing the outline of her areola before strumming her nipple lightly. Ellen's hand roamed over his chest, past his stomach and onto his cock, grasping him firmly through his boxers before beginning to stroke him tenderly. As their hands explored, their lips remained fervently locked together.

Unable to wait any longer, Ellen sat up and slipped off her bra and panties, before turning to Michael and removing the last of his clothing. She nudged him onto his back then turned and swung a leg over his head, bringing her pussy to his mouth as she simultaneously engulfed his cock. He dove in, ardently licking and kissing her pussy and taking her sumptuous ass in his hands. She moaned around his cock, her hand and mouth synchronized in their loving manipulation.

Michael found it hard to concentrate on her pussy as the sensation of her actions overwhelmed him. Worried he wasn't going to be able to perform to his normal standards, he decided to focus on her clit, hoping a direct approach would be as pleasurable for her as his usual attentions seemed to be. He pulled on her clit with his lips and flicked his tongue rapidly over it as his finger delved between her labia.

She moaned again, louder, and took his cock deeper into her mouth. She cradled his balls, gently caressing them, and was delighted when she felt them spasm in her hand as he became more aroused. It thrilled her to know she excited him. His visceral reactions made her feel sexier and more desirable than she had in years and increased her desire to excite him further. Her head began to bob faster.

Michael could feel his orgasm welling. His cock was throbbing, and his balls were drawn tight against his groin. He released her clit from his mouth, momentarily pausing to warn her with a quiet but plaintive, "Mom!"

To his frustration, she pulled her mouth from his cock and pressed firmly at its base with her fingertips, stalling his release. When she was sure he wasn't going to erupt, she climbed off him and turned until she was kneeling next to him. Reaching out, she helped him sit up, bringing his lips to hers. She could taste herself as they kissed, and it excited her. She felt she could almost understand his obsession with eating her out.

When at last their lips parted, she held his face close, looking into his eyes. Her voice was tinged with excitement as she said, "I want you inside me." She leaned forward, putting her elbows on the mattress, arching her back, and looking over her shoulder at him expectantly. A broad smile crossed her face as she saw his look of awe.

Michael moved around behind her, kneeling between her legs. His cock was painfully stiff. Unused to this position, he ran his cock along her slit several times, searching for her opening, until she took mercy on him and guided him in. He was amazed at the difference in the sensation as he slowly worked his cock deeper inside her. She felt tighter, and the angle at which she was bent forced the head of his cock firmly against the wall of her vagina. Between the sensations on his cock, and the view of her luscious ass, he quickly decided this was his favorite position. Grabbing her hips for leverage, he pushed his cock fully inside her. They both moaned loudly.

Tentatively, he started moving slowly in and out of her. He was in sensory overload and worried if he moved too fast, he would cum too soon. Recalling the usual technique for stalling an orgasm, he tried to distract himself by thinking about his upcoming exams, his favorite video games, the latest novel he was reading, and other non-sexual things. But nothing could distract him from the sensation of his cock sliding in and out of his enchanting mother, while his hands caressed her exquisite ass and delectable moans and whimpers emanated from her with every thrust of his hips.

Ellen had assumed he would enjoy 'doggie style'. She hadn't been with too many men before she met her husband, and Michael was her only lover outside of her marriage, but every man she had ever been with seemed to get doubly excited when she was on all fours in front of him. And Michael was no exception. For a moment, she thought about what it would be like to be him - to be on her knees behind a woman, grasping her hips, watching her ass shake as she took her hard and fast - and understood the appeal. She had never been interested in women, but the brief vision thrilled her, and she arched her back, pushing harder against Michael's cock.

She heard him moan loudly in response, his hands eagerly squeezing her ass. Then one of his hands disappeared. When it returned a moment later, she felt something firm and wet slipping over and around her back door, causing her body to tingle and her nipples to harden against the mattress. She arched her back even further, inviting his thumb into her ass. They moaned in unison as it slipped in, knuckle deep.

Ellen's vision changed and she imagined what it would be like to take two men inside her at the same time. Four hands roaming her body, squeezing her nipples and caressing her ass simultaneously. Two sets of lips, kissing her shoulders, her neck, her breasts. Being the center of their attention. Using her body to arouse them. Feeling their cocks touch places that had never been touched before. Feeling them cum inside her in unison.

Unable to control herself, she pushed her ass back, taking the rest of Michael's thumb inside her, and let out a guttural yell as an orgasm swept over her. "OH, FUCK YES! DON'T STOP! NEVER STOP! FUCK ME HARDER! FUCK ME, MICHAEL! FUCK ME!"

Michael had been so intent on not cumming, he had no idea his mother was on the brink herself. Gone were his thoughts of politics and video games as he drove into her, allowing his cock and her vocal urgings to set the pace. He felt her pussy contracting around his cock, milking him. His body shuddered uncontrollably as he shot load after load deep inside her, roaring unintelligibly as he did.

His body followed hers as she collapsed onto the bed, his cock firmly connected to her pussy. Carefully extracting his thumb from her ass, he lay on top of her, panting, blissfully exhausted. He gently kissed her shoulders and neck and any other bit of her skin he could reach without moving more than his head. His softening cock slowly retracted from inside her, and they both shivered and laughed as it finally slipped free.

No longer joined to her, Michael rolled to the side and onto his back. Ellen snuggled up tight against him, her head on his chest, her limbs wrapped over him. She let her mind wander as her fingers traced over his nude body. "You're lovely, Michael."

He kissed the top of her head, stroking her back lovingly. "And you're gorgeous, mom."

They lay together for a long while, luxuriating in one another's touches, the room quiet aside from the occasional murmur of contentment. Then, turning her head to look into his eyes, Ellen spoke. "May I ask you something?"

"Anything," he responded sincerely, pulling her closer.

"As enamored as you seem to be with my butt, why haven't you made love to me from behind before now? I thought that would be your favorite position." she asked, stroking his chest sensuously.

Michael coughed, choking on his words. "I... I don't know. I didn't know if you would be okay with that. And I was afraid if I asked, I might offend you."

She raised herself up, leaning on an elbow, to better see his face. "Why would that offend me?"

"I don't know. I guess I thought it might feel like I was using you for sex instead of making love with you," he answered, finding it strangely hard to look her in the eyes. "I'd hate for you to think I'm only interested in your body."

She pulled herself up until they were face to face and kissed him lightly. "Michael, I wouldn't be in bed with you right now if I thought you were only interested in sex. Everything you do when we're not in bed tells me you love me."

"Yeah, but what if I crossed a line in bed? I mean, there's gotta be something you don't want to do, that you feel is degrading or whatever. If you thought I was a pervert, it'd ruin what we have outside of bed too."

"Well, I'm not into leather and whips if that's what you mean, but a couple should feel safe sharing their fantasies. Give and take is all part of being in love. If you can't trust your partner to be non-judgmental in bed, how are you going to trust them to communicate with you in all the other important aspects of your lives?" Ellen laid her head on his chest. "You didn't ask me before you put your thumb in my ass the first time. You just worked your way up to it and gave me plenty of opportunity to ask you to stop. I knew it turned you on, so I let you do it, and I discovered I like it."