A Long Weekend with Mom Ch. 03

"ohhhh..... ohhhh..... ohhhhh..... Shiii..." she can only lie there and whimper, just quivering all over as she struggles to catch her breath. I fall down next to her, my hand on her back.

"Are you... " I begin.

"I... I.. can't believe you made... made me cum like that." Holly's voice is barely above a whisper. "I knew you said you... you'd make me beg you for it, but...." She can't stop quivering. We lie there in silence for what feels like forever; my eyes never leaving her back, wondering if I went to far....

"...but holy SHIT!" She breathes after a few minutes. "The way your... your tongue felt inside my asshole!" She shudders just recalling it. "I never imagined how amazing it would feel!"

I instantly relax, hearing that she's perfectly ok. Although feeling slightly ridiculous for worrying. I reach out and gently run my hand up and down her sweat covered back. She starts to purr a little as she starts to catch her breath.

At this point, having nothing else to focus on, I am painfully aware that my 7 inch cock is still throbbing and begging for attention. I can't remember the last time I was this aroused or felt this hard. I'm going to need to do something about it, so I start to edge off the bed so I can finish the job myself in the bathroom. As I do, Holly rolls over. She gazes up at me in wonder, looking slightly dazed.

"Ben, you were incredible tonight. I've never had someone turn me on that much. Oh my god, I couldn't believe it when you just pulled your fingers out of me like that! I thought I was going to explode from the pressure!" She's playfully scowling at me now. "You really do know how to treat a girl, Sweetie."

"It was so fucking hot when you came on me like that Mom! I've never been with a Woman who came all over ME like that, or one who squirted at all. I love being soaked in your juices, you taste so delicious!"

Winking at me as a devilish smile splits her face. "Ooh, well that's good to know, because the night's still young, Love."

"Wait.. What? You mean you want to keep going?! Are... are you sure?"

"Of course, Ben!" Holly exclaims, sounding surprised that I would even ask. "I just needed to catch my breath after what you did to me; but I haven't even had you inside me yet! You can't toy with a girl and tease her like that then expect her to be satisfied with only cumming ONCE!!" Giggling now, she places her hand on my chest, which is still wet with her cum. "Besides, you haven't even gotten you're surprise yet! Don't you still want to put your big, hard cock in Mommy's little asshole?" She gently flicks my massive boner with her finger, making sway back and forth as she asks this.

"Oh, God yes!! Please let me put my dick in you Mom! Tell me what you want me to do to you!"

"Ooh, that's my Boy." Cooing gently, she strokes my face with her hand. "I thought you'd want Mommy's little surprise. I need to feel you inside me Ben. Mommy needs to feel her big strong Man's cock stretching her tiny hole! Ohhh, I want you to make love to my ass, Baby!"

I take Holly gently in my arms as our lips find each other. It's a slow kiss, but passionate and wild with desire at the same time. We roll over and I end up on top of her, my hard-on pinned between us, scorching against my pelvis. As we continue to kiss, we're both frantically running our hands over the other's body, exploring everything. I'm the one to break contact, reaching for the lube as I do.

"Are you ready? Do you want me to make love to your ass, Holly?"

"Please!! I want to be stretched by you, Baby! I want you to be the one to be the first one in me!!!" I can feel her thrusting and grinding against me as she talks dirty to me.

"Then roll over, Holly."

I immediately fall onto the luscious flesh of her behind, kissing and massaging it gently with my hands. This is so much different from the encounter a few minutes prior. There's nothing wild or rough about this, just tender and passionate. My way of expressing my love for my beautiful Mom. I start by tenderly kissing all over the small of her back as I fondle her cheeks. Then I run my tongue all the way down her crack to her clit, pausing to flick it a few times and making her gasp in pleasure.

I sit up. Grabbing the bottle of lube, I drip some onto her puckered hole and then squirt it onto my right hand. Making sure it's slick I start to rub the lube into her ass crack before slipping the tip of my middle finger up her ass.

"Unngghh..." Holly grunts at the intrusion and I watch to see if she's changed her mind.

I carefully push my finger further into her tight hole until I'm just past the first knuckle. Holly's grunting continuously while I penetrate her ass, but trying to remain relaxed enough to let me in. I carry on and I watch in awe as my second knuckle slides in; and finally the rest of my finger disappears into my own Mom's ass.

"Oh jesus, even your finger feels enormous!" She groans in pain, while screwing up her face a little.

I begin to work it gently in and out of her ass, trying to be as careful as I can. All this does is make her moan and grunt. I can tell she's starting to enjoy it. After a couple of minutes I pull my finger out, resulting in a tiny "pop" as I do. Then I push two of my fingers back inside of her.

"Oh fuuuuuuck! Oh, I feel so stretched!" Holly begins to writhe beneath me, unable to contain herself. I work my fingers in and out slowly, before carefully scissoring them apart and rotating them; trying to warm up her ass for my entry.

"Yessssss! Ohh... shit, that feels good!"

In the middle of her sentence, I withdraw my hand. Picking up the lube and liberally apply it to my throbbing member, before I squeeze some into her waiting hole. Slicking up my cock, I position myself behind her and line myself up.

As I press my swollen, purple mushroom to her hole, she shudders violently and I hear her moan into the sheets. "Ohhh.... Shit."

I press in to her, trying to make her asshole yield to me. It takes a few moments, but eventually, my head pops through her tense sphincter.

"AAHHH!!!!" Holly cries out in pain, gripping the sheets in her hands like vices, as I carefully enter her from behind.

I continue my push forward at an agonizingly slow pace, so as not to hurt her. The sensation is indescribable. Mom's ass is tighter than I imagined! It feels like someone gripping my cock as hard as they possibly can. I dribble more lube onto my shaft, working it further into her bum.

"Unngghh.... How much more Ben?! Fuck, you're so huge!" She's gripping the sheets harder than ever and from the sound of it, I know her face is screwed up in pain.

"I'm only in maybe an inch and a half Mom.... You want me to stop? All you have to do is say the word." I'm grunting too from the effort of entering her.

"Fuck! No! I want you to fill me up Baby!" She grunts back at me.

"Just try to relax Baby." I encourage soothingly. "I know it's hard, but you've got to try." I begin to steadily increase the pressure until I'm at 4 inches.... then 5..... Fighting the entire time against the natural clenching against my assault. All of this is causing her to grunt and strain beneath me as her body presses down into the bed. I see that her knuckles are almost as white as the sheets as she tries to accept my entry, fighting through the pain of being stretched like this.

"Oh fuck Ben."

"Try to relax Mom, I'm almost in."

I try applying yet another liberal about of lube and attempt to finish my journey. Grunting myself, I slide the last two inches of me up her ass; feeling every single bump and rib inside her. At long last..... I feel my balls bump her dripping pussy.

"I'm in Mommy. That's all of me." I sigh as I relax from pushing into her.

"AAHHH!! Fuck! You feel so huge Baby!" I can feel as she tries to relax herself so as to ease the pain she's feeling at being stretched this way. I pause, giving her time to adjust to my intrusion. As much as I love this, it HAS to be enjoyable for Mom and that's my primary concern.

"Oh, shit. Just... just give me a minute Ben. You're just so big."

After a moment or two, I feel the change as her muscles finally cooperate; accepting my presence at last. As soon as this happens, she's begging me!

"Go ahead Ben, take Mommy's asshole! Make me yours' and fuck me!"

Not losing a moment, I pull out until only my head remains inside. I pour another enormous amount of lube onto my cock and I thrust my way back to the hilt. It's turning me on just listening to her groan at every change. I repeat this move several more times before she releases her hold on the sheets with one hand, so that it's free to stroke her clit as I fuck her ass.

Every thrust I make is met with gasps and grunts from under me. My eyes are shut and I focus only on the sounds and sensations. Gripping her hips, I gradually increase my speed and strength, pausing only once more to apply more lube.

"Uhhhnnn!! Fuck me Baby. Fuck your Mommy! Faster! Faster!"

My strokes are short and furious now. I hear the dull, wet smacking of my balls slapping her dripping pussy as I fuck her ever harder.

"YES!... YES!... YES!.... YES!" Mom's cries get louder and louder and I can tell that she's close, by the way she's gripping my cock.

"Fuck! I'm gonna cum! I.... I can't stop it Mommy! I'm..... AAAAAHHHHHHHHHHH!!!!!!" I can't control myself as I bury myself in her to my balls; pumping her full of every last drop of cum in me.

"Oh SHIIIIIIIT!!!!!!" Holly's screaming as my semen splashes against her tight walls, filling her up until it starts to spill out around my cock. Her orgasm contracts her asshole against me, milking me for all I'm worth.

"Oh.... Ohhhhh, fuuuuuck!!" Unable to do anything, my arms give out and I collapse against Holly; feeling the slickness of our mingling sweat. We lie there still connected, for what seems like eternity before I finally manage to roll off. I lay next to Mom, panting hard as i try to catch my breath.

We both lay there exhausted, silent except for the panting from both of us as we struggle to slow our breathing. Eventually, Holly moves so she can rest her head on my chest.

"Mmmm, that was great Babe. I love you so much."

"Really? Are... are you sure you enjoyed it Mom? I didn't hurt you or go too rough on you?"

Chuckling softly, she pats my chest. "Relax, Ben. It was good. I mean.... It did hurt. You were so big in there, but it hurt in a good way. You were so gentle and careful with me, Love. I did enjoy it, thank you."

As I lift my head to kiss her hair, I whisper back to her. "I love you Mom, thank you."

"I'm the one who should be thanking you, Ben." She rolls over to face me, giggling. "After all, you're the one who made my fantasy come true."

"You mean you've thought about it before this trip?"

"Of course I have Sweetie. I told you that I've had these feelings for a while now." She's lying on her stomach now, running her fingers around my chest. "It started before you left for college. I... I was really lonely. It had been a while since I'd been with someone... and I just started noticing you. When you'd go for your runs and you'd be shirtless; or... or walking from the bathroom to your room in just... your... towel..." Holly's voice trails off to nothing as she catches my eye.

Staring up at her, I can see that she's blushing now. Admitting one of her deepest, most personal fantasies out loud; to the object of them no less, has her all flustered. Pushing myself onto my left elbow, I pull her face towards me with my right. My lips find hers and I kiss my blushing Girl tenderly.

"Hey, it's ok." I tell her softly, holding her face in my hand. "You don't have anything to be ashamed of."

"But Ben... I'd think of you in just your towel and... I'd touch myself Baby. I'd make myself cum, thinking about you. What kind of a Mom does something like that?!" Her voice is starting to rise now.

I quietly lay my finger on her soft lips. "Shhhhh..... It's ok Mom. You don't have to be embarrassed about it. I understand. In fact..." I start to chuckle. "If I'm being perfectly honest with you... I'm a little flattered. I've never been someone's fantasy before. Besides, we've always been incredibly close. Sometimes... I guess it's easy for things to get... confusing."

"Ben?" she gazes back at me nervously.

"Yeah? What's up?"

"Have... have you ever fantasized about me, Ben?"

"Well... I've never jerked off thinking about you, but I've always noticed you. You know, I've always thought you were sexy and beautiful." Now I'm blushing, telling my Mom about noticing her body. "I've always loved it when you wear tank tops, because you never wear a bra. I... I can't help staring when you bend over or when your nipples get hard." I take a deep breath before I continue. "But if last night hadn't happened... I would have jerked off thinking about walking in on you. I wouldn't have been able to help myself."

"You're so sweet Love. I can't believe it, I'm nearly twice your age, but the way you talk to me makes me feel like I'm 22 again." She beams at me. "I just can't get over how beautiful you've always made me feel, even when you were little. You've always treated me like I was the most important Woman alive."

"Well." I sigh as I lay back down. "To me Mom, you always have been. Growing up, I always seemed to know how hard you worked all the time. I've always felt like it was my job to help take care of you, so that you didn't always have to be responsible for taking care of you on top of everything else you did."

"God I love you, Ben." She sighs as she leans in to kiss me before laying back on my chest and closing her eyes.

"I love you too Mom. Hey, can I ask you something?"

"Hmm... Of course you can, Love."

"Tell me your biggest fantasy, Mom."

I start absentmindedly stroking her hair with my right hand.

She laughs softly, not opening her eyes. "You've already managed to fulfill both my mine in the last 24 hours, Ben. The first one was having you and the other was trying anal. I always wondered what it would be like to have somebody in my ass, but I never found anyone I trusted enough. Until I met you that is." She finishes by letting out a huge yawn.

"Tell me yours Ben." she murmurs.

"Oh, I don't know. I guess I've always wanted to find out what it would be like to be blindfolded and tied to a bed by my arms and legs. You know, being completely under the control of the woman I'm with. That she can do whatever she wants to me."

"Ooh, that sounds hot, Ben. You've never tried that with Melissa?"

"What? Oh, no. I've never told her about my fantasies. I don't know, I guess I don't feel like we have that kind of connection, you know? The kind that makes you want to tell the other person all of your secrets like that?"

"Mmmm.... yeah...."

The next think I hear is a gentle snore and I realize that Holly's fallen asleep. I laugh to myself and reach up to flick off the lamp sitting next to me. Settling back down; I nestle my face in her hair, taking in her scent as I fall asleep.