Just past my 18th birthday my Dad died in a boating accident. The sudden death of my Father was like a dash of cold water in my face and that of my Mom. It took the wind right out of our sails. Suddenly we had almost no one but ourselves and the fear was intense for a while. Fortunately, our house was free from mortgage and Dad had left behind sufficient arrangements so that we were not paupers.

Slowly and painfully my Mom led us back to sanity and stability. She had been working as a librarian for a few years and that kept her busy and distracted and I had my studies and gym. Naturally we grew closer than ever during the months after and the filial bonds strengthened.

My Mom was a good looking Lady who had always had her share of stares from men and even older boys. She and Dad had always had a fairly moderate social life but they were not swingers and without my Dad my Mom pretty much withdrew from the social scene. We spent much of our free time together helping one another fill the gap. I started acting grown up and had to take on "responsibility". I focussed more and more on my studies as I saw that as the road to salvation. And I helped Mom at home. Chores I used to refuse to do were now a part of my routine. I was becoming the Man of the house. I had to.

My Mom urged me to continue to be the person I was but yet she was also happy to see the change in me. I was fast becoming a good looking lad and conscientiously worked at my studies and the gym.

For the past year or two I had been particularly noticing the way men looked at my Mom. She always dressed conservatively but I guess a great figure and looks just cannot be hidden. She had hair the colour of golden honey half-way down her back and she took care of it. Well she took care of herself with regular walks and was blessed with a complexion many paid for. Her figure was full, not quite voluptuous but certainly full with a tucked in lovely waist and a flare to her hips which led to a still tight rear. While she was certainly past her 20s, she still turned a few heads. This was despite her trying not to emphasise her attributes.

The clothes she wore did not show off her figure and her hair was always in a simple bun. She wore sensible flat shoes and rarely applied make up. Yet many men noticed her. I guess she had something.

Even today She always carried herself just right. Her walk had a gentle undulating flow to it and her eyes could send a shiver down a spine. If I observed closely I noticed how her breasts swayed as she walked and one fine day I had a growing hard-on while looking at her in the kitchen preparing breakfast. It had happened so sudden that I was shocked and ashamed. I was afraid of getting up from where I sat and walking out because I was certain shed notice the tented shorts. I stayed glued to my stool with my eyes definitely averted from her. However, try as I might my eyes would not stay away for more than a few moments. I kept glancing at her as the light from the window streamed through her wrap and outlined her in a dizzying fashion.

The next few weeks and months went by with a raging battle between my head and my loins. I felt guilty that my Mom turned me on like she did though my head kept telling me this was not quite right. While my focus on my studies stayed firm I dated with less vigour. Whenever I did a picture of my Mom would somehow drift into my mind.

The death of my Dad put a stop to all that but only for a while. Now more than ever, I was closer to my Mom. Often in the evenings my Mom would quietly weep and I had to hug her and hold her close to calm her down. Then we'd just sit close together and hold hands. No words needed to be exchanged but my mind was more and more a whirl of lurid thoughts.

I could banish neither those thoughts nor the boner I got from looking at her or being near her. The inevitable happened sooner rather than later. I woke up one morning with a huge hard-on and my hand curled around it. The woman on my mind was my Mom. I groaned but kept caressing my cock as it throbbed into a monumental erection. Soon I was jerking off with pictures of my sweet Mom swirling through my mind. I barely made it to the bathroom when my cum spewed from my aching cock in long explosive spurts. That left me panting and wanting for more. This soon became a morning routine.

Around this time, one night I was up late working on some research and submissions I had to make when I heard a noise from the hallway and stepped out. The soft groaning was coming from my Moms bedroom. I padded to the door which was always ajar and peeked in. The room was dark but the streetlights threw in enough illumination through the thin drapes. My Mom was in her bed and it took me a while to realise that she was asleep. She was having a dream I thought. She was slowly arching in the bed and her left hand was softly caressing her flat tummy. Her hand slowly rose to cover her breast as she let out a soft moan. With a shock I realised that her other hand was dipped between her thighs. I stared at this scene in fascination. She continued to caress herself and was practically writhing in her bed. My own crotch was throbbing like mad and my hand was under the elastic band of my shorts. That night I came watching my Mom doing the same in bed – in her sleep.

A few nights later I again heard noise outside the door and saw my Mom slowly walk past in her negligee. I got up to speak with her but realised that she was sleepwalking! I followed her to the top of the stairs where she stopped and held the railing in her two hands as she mumbled and swayed. Her negligee was a sheer black lacy thing that barely hid anything. My eyes were glued to her rear as she leaned forward slowly. Her feet were splayed apart as she slowly started breathing heavier. Her head was bent forward and her lustrous hair tumbled all about her face as her hips slowly started flowing back n forth. In her sleepwalking state, my Mom was fucking someone imaginary!!! Her mumbles turned into moans as her hips swayed back n forth. Obviously I had a huge aching hard on. My eyes were all over her back and on her fabulous rear. Almost naked as she was, I truly realised how sexy my Mom was and why so many men stared at her. Her negligee fluttered about her hips as she "fucked" at the top of the stairs! I knelt behind her and unashamedly looked up between her parted thighs and peeped into heaven. Her lovely pink lips glistened with her pre-cum and I almost blasted off in my shorts there and then. The aroma of her musk filled the air and set me off trembling. I started fisting my huge cock as I watched her lips swell and get wet. By now she was moving faster and moaning quite loudly. Her hips sawed back towards my face as I leaned ever closer to them. Suddenly I could take it no longer and as my hand blurred on my cock I erupted. It was so big that the initial spatter of my cum shot clear through between her knees. I was fascinated when I saw her lips swell and clench and then her own juices dripped out and ran down her thighs. She slowly calmed down and her hands stopped clenching the banister. I got up on shaky feet and backed into my room as she turned and walked back to her bedroom and got into bed.

I barely slept the rest of the night. I needed to go to the bathroom a few times and each time I spewed a load as big as the biggest I had and yet I remained hard and big for hours after.

The next day things were normal between us. At least I was trying for that as much as I could. I could barely take my eyes off her though. While Mom went to work I worked on my assignments and submissions but was totally distracted by a constant ache in my balls. My hormones were raging fiercely.

The next few nights went by in a hot daze for me. My Mom asked me if I was alright and I always said that it was all fine. Then one night, again, she seemed distressed and I saw her quietly wipe a tear from her eyes. I was immediately by her side and held her from behind and she leaned back against me with a shiver. I held her with my arms circled under her breasts. We were like this for a few minutes and she slowly relaxed back into my chest. But unlike before I did not let go of her. I continued to hold her because I liked the feel of my Mom in my arms! Her lovely full ass was slowly pressing against me as she relaxed and my face was buried in her hair. I softly kissed her hair and then she shook herself as though waking up and turned around to pat my cheek. Her eyes were bright.

"Thank you Ben. I don't know what I would do without you"

I shrugged in embarrassment. If only she knew my thoughts then! "I am always there for you Mom, whatever the need" I could not believe I had said that because it had many interpretations.

"I know" she caressed my arm. "My Man. I am proud of you. Time for bed".

"Night Mom".

That night I lay awake savouring the memory of her lovely full body against mine. I wondered if she had felt the bulge in my crotch. Definitely not, I thought.

I awoke from deep sleep and realised that I had fallen asleep. Some noise had awoken me and I sat up in bed. What I then heard gave me an instant stir in my crotch. I could hear my Mom moaning. I crept out and realised she was in bed and walked to her door. This time I did not stop there but boldly walked in and stood by the foot of her bed. She was wearing that sheer negligee and was softly moaning as her hands caressed up and down her curves. She dipped a hand between her thighs and slowly her knees rose and parted. I had a grandstand view of this all being at the foot of her bed. Her fingers softly ran along her lips as her other hand swept the negligee up until her breasts were exposed and I groaned out aloud. They were fabulous! Nothing like anything my girlfriends had not even what their mothers had. These were perfect globes with a delightful sag to them. Her areoles were light pink and small and her nips were small too though quite pointy and hard now. Her hand cupped them in turns as she started massaging her lips. I slowly knelt at the foot of her bed and stretched a hand up towards her crotch. Her lips were already wet and puffy as her hips slowly writhed. She slowly put both her hands to her breasts and moaned suddenly as she pinched her nipples slowly. My stretched hand was way up between her thighs and in a moment of madness I let a fingertip caress up the crease of her lips. She moaned again and her hips bucked slowly up. I repeated the caress only to see her start to slide lower seeking the caress. Her hands made mounds of her breasts as she fondled them. Her hips slid lower down the bed and I let my finger enter her moist lips. She was unbelievable hot and wet inside as my long finger slid into her. I started caressing her from within in a swirling motion. And got nearer her clitoris which obviously was quite excited by now. She started bucking her hips more and more fucking my finger with regular thrusts of her hips. She then raised her hands to the headboard and gripped it tight and pushed herself down on my finger hard! I lay half on her bed with my fingers (now two of them) sliding in and out of her dripping wet lips and her hips jerked up and down the bed as her hands pulled and pushed her. I was finger-fucking my luscious Mom!

My other hand was gripping my cock as I fisted desperately. Her aroma was strong as she started a deep moan. My fingers were slick with her juices as they slid deep into her and my balls tightened and ached for release. I started thumbing her clit as my fingers rubbed into her and my Mom almost lifted her hips off the bed with a groan loud enough to be heard through the house. Her pussy exploded around my fingers! She was cumming on my fingers and I rubbed her fast and hard while fisting my cock towards my own orgasm. My entire being seemed to erupt as I came. My spurts threw my cum high up and onto her bed where it spattered her sheets. I quickly withdrew my hand and knelt and kept cumming! Oh Gods I came!

I crawled off hearing her softening moans. When I looked back as I left her room she was curled up in bed and was smiling to herself, still asleep.

I desperately avoided her for the next few days and finally she noticed it.

"Ben. What is wrong?"

"Nothing at all. Why do you ask?"

"You have been very quiet these few days".

She walked up to me and hugged me. "Won't you tell your Mom?"

I squirmed but could only mumble some inane stuff about submissions etc. All the time I could only notice hoe her breasts squashed up against me. I barely made it to my bathroom.

Things moved quickly from thereon. Almost every night I would creep into my Moms room and jack off watching her and on some nights she might have her dreams and I'd touch her. She also sleepwalked more often.

One morning as I walked past her door, I saw her softly caressing her bed sheets with a strange look in her eyes and panicked when I remembered that I had cum on them last night. I avoided looking at her that morning before I slipped off to class.

That night, she slowly walked into my room – in her sleep. She walked up to the drawers and placed her hands on the edge and spread her feet apart. She threw her head back as she moaned. Her hips in that now familiar rhythm. I knelt behind her and let her pussy come to my finger and she thrust them back to take in more and more of my two fingers. I was getting better at stimulating her with each try. I knew what made her mewl and shudder. I started two-fingering her clit and fisting my cock and soon her juices were dribbling down my knuckles. Her lovely full ass was thrusting back into my face and before I knew it I was softly licking my fingers to taste her as she moaned towards her orgasm. I had lost my mind and any fear that she could wake up never crossed my mind. As she exploded, I withdrew my fingers and arched my face up between her thighs and started licking her as her juices practically sprayed out of her and onto my stretched tongue. I was licking her as fast as she could cum. My hands softly held her hips.

My lust filled mind missed something. My Mom turned and was suddenly facing me and I was staring at her pussy. She leaned her ripe ass against the dresser and placed her hands on the top of my head. I looked up to see her eyes were closed. I went rigid with fear.

"Ben. Don't stop now."

I was shocked. She was awake! Before I could say anything her hands pulled my face to her lips and I licked them and kissed them. I made love to her pussy. No, I worshipped her pussy that night. She rode my face and I put my tongue deep up into her and she rode that too. She had a series of orgasms that night and so did I. The floor was a puddle of our cum near the dresser. All through the whole episode, she never opened her eyes or at least I did not notice it.

The next morning I was too ashamed to even get out of bed but Mom went about the day as though nothing had happened. I almost locked myself into my room for 2 days. Stepping out only for food. At the end of two days I realised that Mom was no different and she was not going to bring it up. So maybe it was best I ignore it too.

That morning I stepped out as though everything was as usual.

"Good Morning Mom."

"Good Morning Ben. I missed our mornings. But you seem to be ok now. All well?"

"Never better Mom."

That was that. I heaved a sigh of relief. That night my Mom walked into my room in her negligee. I sat up in bed and watched her walk in. Her eyes were closed and she was smiling softly. As she shrugged out of her negligee her lovely breasts jostled softly as she walked to the edge of my bed and climbed up. She stood atop me as I looked up at her. Her hands caressed her flanks and her hips and then I sat up under her and started kissing and caressing her thighs. Soon her hands clawed through my hair as she drew my face to her pussy and I ate her. My hands were denting her lovely ass as I licked her deeply enough for her to cum twice in quick succession. She placed her hands on my shoulders as she moaned out her lust. Her juices poured into my hungry mouth.

She then slowly knelt down until her lips were just above the tent my short were. I slowly wriggled my hips as I slid them off my feet. My hands came up to cup her breasts and I was thumbing her nips as she reached down between us to fist my hard cock. I grew and thickened with each passing minute and then she lowered herself on top of my cock. Her pussy was amazingly tight around it and she groaned as I went up her. She did not open her eyes but muttered.

"So big!"

My hands were around her slim waist as her hands gripped the headboard. She started riding my pole as I rammed up into her. I was fucking my lusty Mom! And she was a great fuck! Perhaps the best I'd ever have. My cock was throbbing fiercely as I rammed it up into her. She met my thrusts with her own downward thrusts impaling herself upon it. Her juices flowed and coated my shaft into silky smoothness. I thrashed up into her and my heart was hammering. My hands pulled her hips down as I thrust up grinding my cock into her. I was in no state to think of the situation. I just wanted to fuck this sexy woman riding my throbbing cock and that is exactly what I did.

I soon blasted a huge load of cum into her and let out a huge groan as I did. This however did not do much to soften my hard on. It sometimes took me a couple of orgasms before I softened and I was stil hard in my Mom as we slowed to a shuddering halt.

She slowly raised herself off me and stepped off the bed as I watched. My eyes crawled all over her voluptuous curves. As she walked away from the bed I stepped up to her and for the first time took charge. My hands curled around her hips and she stopped. I slowly pushed her down and knelt with her kissing her between her shoulders. As she knelt her perfect ass was pushed back into my lap and onto my still huge hard cock. I pushed her onto her hands and knees and slowly knelt behind her. I was going to fuck my Mother doggie-style! I reached under her to cup her heavy breasts as they quivered and entered her already wet lips. The first thrust was so long and deep that she let out a long groan at the end of it. My hands clasped her lovely clipped in waist as I rammed into her and she rocked back to take me in. All of me. My balls swung painfully as I fucked her like this. The thrusts were driving me deeper into her. More than I could imagine. I had a bigger than average cock and yet her pussy swallowed it all. Soon I was shuddering as I felt my cum rise through my shaft and then I buried myself one last time and spurted my cum into her fantastic pussy. I held her back against it with a hand grasping her waist while the other curled under her to cup and squeeze her breasts.

All this without a word ever exchanged. She never once opened her eyes but she sure opened mine.

My Mom sleepwalked almost every other night and I loved my Mom.

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