Chapter 1

Gina catches her son jerking off, and takes matters into her own hands - and mouth.

Gina Romaine approached her son's bedroom with an armload of clean laundry. The door was shut, as usual. Marshall, Gina's 13 year old son, often cloistered himself in his room after school for hours at a time, playing video games and chatting online with friends.

Turning sideways to the door, Gina bent her knees enough to grasp the doorknob and turned it while pushing the door with her hip. She looked up as the door opened to announce the laundry delivery, but drew up short when she saw Marshall on his bed, facing his computer, naked from the waist down.

The thin teen gripped his hard penis in his hand, and was jerking off while looking at the computer monitor.

On the screen was an image of Willy, Marshall's best friend. The other boy, also 13, was sitting in an office chair in front of a web camera, naked and stroking his own erection. Gina saw the screen and froze, her mouth open. Willy also froze, able to see Gina's entrance on Marshall's web cam, over his friend's shoulder.

Marshall saw Willy's reaction and turned to see his surprised mother standing and staring at the boys.

"Mom!" Marshall yelled. He bent and grabbed at the corner of the sheet, pulling it over his lap.

"Dude! You said you locked the door!" Willy said through the computer. Gina saw his image blur as he reached forward to switch off the camera, and the screen went blank.

She looked back at her struggling son as he pulled futilely at the sheet, trying to cover himself, but the small triangle of fabric at his disposal barely covered his erect penis, leaving his hip and thigh bare.

"Mom, get out!" Marshall cried. Gina could see tears of embarrassment in his eyes as he implored her to leave him alone. Instead, she set the pile of clothes on his dresser and approached the bed slowly. Marshall cringed, as if his mother were threatening him.

"Mom!" he said again, "Get out!"

Ignoring her son, Gina sat on the bed next to him.

"It's okay, Honey," she assured him, in a soft, low voice, "You don't have to be embarrassed. It's perfectly natural."

Marshall looked at her searchingly.

"Really?" he asked, "You're not mad?" Gina laughed softly.

"Of course not!" she smiled, whispering conspiratorially, "Every boy does it."

"How do you know?" Marshall asked.

"Well," Gina said, her eyes twinkling, "I've known a lot of men." Marshall smiled. Gina had been single since her husband had left her and Marshall for a skinny young blonde ten years ago. The attractive young mother had dated frequently since then, and Marshall had met many men over the last decade. He and Gina had a running joke that she was going to date every man in town until she found someone they both liked.

What she hadn't suspected, until today, was that Marshall might have been looking at the men sexually.

"And you especially have nothing to be embarrassed about," Gina said meaningfully. She glanced at her son's lap, where his semi-hard penis was outlined by the meager covering of the sheet. The young mother had gotten a good look at her son's equipment, and she was impressed by its size. It was at least six inches long. If it continued to grow along with Marshall, it would be truly impressive when he reached his maturity.

Marshall looked at the floor, embarrassed. Gina laid a warm hand on his exposed thigh, and he looked up at her. As she looked back, her hand glided over his hip and slid under the edge of the sheet toward his crotch.

"Mom," he said.

"Shhhhh,"" Gina replied. She pressed a fingertip to his full lips and slipped her hand around his swelling cock. She felt it harden under her hand, feeling the heat of the blood rushing into it. Marshall gasped and closed his eyes as she stroked his growing erection.

Gina stroked his hard cock in her right hand and moved the sheet aside with the other, exposing her son's hard, white, circumcised cock. She stared at the smooth, warm shaft, and slid to her knees next to the bed, leaning forward for a closer look.

Marshall leaned back on his outstretched arms and watched as Gina slowly pulled at his erection. He spread his legs apart, and Gina cupped his scrotum in her left hand while pulling gently on his cock. She smiled up at her son and leaned forward with her lips parted, slowly closing them over the head of Marshall's cock. She watched his eyes sag closed, closing her own eyes as she moved her lips down the length of his shaft. Her experienced tongue swirled along the underside of the boy's shaft, teasing the sensitive ridge along the bottom.

Marshall moaned, and Gina moved her head back, dragging her full lower lip along his cock as her mouth withdrew from it, until just the bulbous head of his cock was in her mouth. Her tongue swirled around the helmet shaped glans, and she heard her son's breath quicken , and felt him raise his hips to push his cock deeper into her warm, wet mouth.

Gina stroked his cock with her right hand, while fondling his testicles with her left. Her head bobbed in a slow, steady rhythm as she sucked him. Marshall raised his hips as Gina's head fell, fucking his mother's mouth.

Gina felt the head of her son's cock harden, and heard him gasp and moan. She knew he was ready to cum, so she pulled faster on his shaft and sucked harder on his cock head until she felt a warm gush of semen on her tongue. She held her head still and pumped his cock with her fist, teasing the sweet spot, just under the head of his cock as it pumped sperm into her mouth.

Marshall sighed, and his body relaxed when his orgasm subsided. Gina pulled her full pink lips off his cock and smiled up at him, swallowing his semen. She kissed the head of his cock wetly and took it back in her mouth to suck the last drops of semen from it.

Marshall looked down at his pretty mother, stunned and delighted, and confused.

"We need to talk," she said.

Marshall nodded.

Behind where Gina knelt between her son's legs, a right light burned steadily on his webcam.

- - - -

"Wow," Willy breathed, "Holy shit!"

He clicked the "stop" button to finish recording the image that had been playing on his computer monitor. He was grateful that Marshall hadn't turned off his webcam when Willy had, so Willy had been able to watch the sexy, outrageous blowjob Mrs. Romaine had given her son. Willy grabbed a couple of tissues form the box on the computer desk to clean up the cum he had shot while jerking off to the scene.

He saved the video and closed the player.

His mind was working hard, trying to figure out how he could use this information to his advantage.

Mrs. Romaine.

Awesome.

Chapter 2

Gina watches her son and his best friend enjoying each other while watching porn.

Gina heard her son, Marshall, and his best friend, Willy, talking in hushed tones in his room. She wanted to know what they were doing, but was hesitant to interfere, because of having caught the two boys jerking off together online the other day.

Gina wasn't really surprised when Willy had made himself scarce the last two days, and had actually been somewhat startled when he showed up today after school, as if nothing had happened.

She wanted to know if they were doing anything sexual.

The idea kind of turned her on.

Marshall's light-skinned, dark haired beauty was a pleasant compliment to Willy's light brown-haired, freckled look. The blue-eyed neighbor was so cute, Gina couldn't help but wonder what he looked like naked, though she had seen him plenty of times in shorts and bathing suits. The quick image she had seen of him on Marshall's computer screen had been intriguing, but unsatisfying.

Getting hold of herself, Gina crept down the hall toward Marshall's room.

She was a little disappointed when she peered through gap in the doorway to see the thirteen year old boys fully dressed, sitting next to each other on Marshall's bed, looking at his computer.

"Holy shit!" Marshall exclaimed.

"Yeah right?" Willy replied, his grin big and white.

"Fuckin' A!" Marshall said.

Willy's hand rubbed Marshall's back, Gina could see from her position by the door. She smiled as the neighbor boy continued to run his hand up and down her son's back. When his hand slid under her his friend's t-shirt, Gina grinned. She took her phone from her bra and turned it to video, aiming it at the two boys.

She saw Marshall's hand on Willy's leg, sliding up and down below the hem of his shorts. Willy's legs opened, and Marshall's hand moved higher on his thigh. They stared intently at the screen as they touched each other.

Gina thought they must be watching porn. Considering that she had given her thirteen year old son a blowjob a few days previous, she could hardly object.

When Marshall's hand finally reached Willy's crotch, Gina's boy turned toward his friend. Willy was already looking at Marshall. Gina stifled a moan when her son leaned over and kissed Wily. Their mouths were open and Sandra could see their tongues glittering as they slid wetly against each other

Marshall's hand was busy between Willy's legs, pulling down the zipper and pushing inside. Willy was tugging at Marshall's shirt with both hands as he kissed his friend, pulling upward. The kiss broke when Willy pulled Marshall's shirt off, and Willy stood to shuck his shorts down.

Gina saw that the neighbor boy wasn't wearing underwear. She caught sight of his cock as it swung free and had to stifle a gasp. It was bigger than Marshall's!

The long shaft was nearly fully erect, swinging between Willy's tanned thighs. A shock of light brown hair curled at the base of his long cock. Willy remained standing as Marshal slid closer to him, taking his hard cock in his hand and pulling on it as he leaned forward and opened his mouth.

Gina struggled to hold her phone steady as she recorded the image of her son taking his best friend's cock in his mouth. Holding the phone in her left hand, she slipped her right hand under the waist band of her tight shorts to rub her wet slit.

She gasped when her fingertip touched her hard clit, and the phone bumped the door frame when she flinched. Gina froze, but the boys were too absorbed by what they were doing - or what Marshall was doing - to notice.

Marshall reached around Willy's body to grip his firm round ass cheeks in his hands, digging his fingers into the muscular globes as he sucked.

Gina watched, rapt, as Marshall took Willy's cock in hand and held the long rod up while he tipped his head and sucked on his friend's balls, one at a time.

When he let the orbs slip from his mouth with a wet smack, Willy bent to kiss Marshall, reaching between his legs to rub his hard cock through his shorts. Marshal stood and pushed his shorts off while Willy took off his shirt.

Now nude, Marshall lay on his back on is bed while Willy climbed atop his friend, lowering his cock to Marshall's waiting mouth and his face to Marshal's crotch.

Gina stared and played with her wet clit while the boys sucked each other's cocks. It was a beautiful display. Gina wondered if they were going to fuck, or just suck each other off. She was torn, because as much as she wanted to see them have sex, she didn't want the sixty nine scene to end.

Would they swallow? Would they just jerk each other off at the end, so she could see their young cocks spurting?

The horny mother bit back a groan as the thought nearly pushed her over the edge to an orgasm as she stood leaning against the door frame.

Willy was pumping Marshall's cock with his fist while he sucked hard on the end, while humping his hips up and down, fucking Marshall's mouth. Gina's son held Willy's ass in one hand and his balls in the other, fondling them as his friend moved his hips up and down.

Willy gasped and pressed his cheek against Marshall's spitty cock. He jabbed his cock in and out of Marshall's mouth in quick jabs, then held still as he came. His cock pulsed, spurting streams of cum into his friend's mouth. Marshall moaned and took Willy's ass in both hands, squeezing the firm flesh as he swallowed the boy's sperm.

Willy moved to the side, and Gina watched as his long, shiny cock slid from her son's wet lips and lay against his cheek as the neighbor boy concentrated on sucking Marshall's hard cock. His fist was a blur as he pumped the shaft rapidly. Marshall writhed on the bed, his feet sliding up and down on the sheets and his hips rising and falling as his orgasm approached.

Gina saw Willy pull back, and her son's cock erupt, sending a white stream arcing into the air and landing on Willy's cheek. The thirteen year old pumped his friend's cock more slowly as sperm flew from his cock in thin jets, landing on his belly and Willy's face.

"Dude!" Willy exclaimed, turning to smile at Marshall's grinning, sweaty face, "That was awesome!" He bent forward and sucked Marshall's cock into his mouth to lick the spilled sperm from it. The youth's freckled face was streaked with his friend's semen.

Gina turned from the door and rushed to her room, locking it behind her and falling to her bed. She didn't bother to disrobe, plunging both hands into her shorts and pushing an index finger into her wet cunt while rubbing her clit. She moaned softly, her body shuddering as she came. Gina snatched up a pillow and held it over her mouth to muffle her moans, keeping the finger on her clit moving.

When she finally calmed down, the young mother stood and adjusted her shorts around her hips and fixed her hair in the vanity mirror. Though her cheeks were flushed, she looked otherwise normal.

She slipped quietly past Marshall's bedroom and down the stairs, thinking.