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Introduction:

A mother guides her son through puberty and then a neighbor asks her to help her son.

A mother and a clinging son

Dianne and her fourteen year old son, Daniel were close. He wanted to be with her all the time, sometimes sneaking into her bed during the night so he could sleep beside her. Dianne didn't discourage the behavior, feeling it would stop as he progressed through puberty.

One evening while Dianne was taking a bath, she saw a smiling Daniel looking at her from the doorway. This wasn't a new occurrence and Dianne continued with her bath. He remained there until she got out of the tub and started drying herself.

Dianne was taken by surprise when Daniel asked,

"Why are girls different than boys?"

In the back of her mind, she had been waiting for that question but somehow, was hoping the school's sex education would answer that for him. The truth be known, it had. Daniel had just had his first, eighth grade class and he didn't understand any of it and wanted his mother to explain it to him.

Dianne decided that now wasn't the best time and said,

"Girls have a special place in their bodies that a boy puts his penis into. If all goes well, the girl will have a baby. This happens when they are grown up and ready to get married."

It wasn't exactly what Daniel expected to hear but it seemed to satisfy him.

That night, Dianne felt Daniel climb onto the bed and snuggle up close to her body. She smiled when his arm wrapped around her and then fell back to sleep. It was nearing 7:00am, their normal waking up time when Dianne felt her son rubbing against her. She saw that he was still asleep and pulled the covers off of their bodies. Her eyes opened wide when she saw the bulge in his underwear and knew he was having a morning erection.

She rolled him onto his back and gently shook his shoulder. Daniel woke up and smiled at his mother. The hardness in his underwear didn't seem to bother or embarrass him.

Dianne pointed to it and asked,

"Has your penis been hard like that before?"

Daniel nodded his head and said,

"Just a couple of times, it goes away when I get out of bed."

Dianne looked down at her son's smooth body and smiling face. She then did something that she would be asking herself 'why' for the rest of life. She reached down and laid the palm of her hand over the bulge on her son's underwear. When she felt the pressing thickness, her breath quickened, knowing he was like his father 'down there'. A small gasp escaped Daniel's mouth and his hips jerked slightly. Realizing what she had done, she quickly removed her hand. Daniel looked at his mother with confused eyes. She didn't know what to- do and when she saw his pleading eyes, her hand returned to the visibly twitching bulge. Daniel closed his eyes and began pushing the 'tent' into his mother's hand that was giving him strange, new feelings.

Dianne leaned down close to her son's face and whispered,

"I know what you are feeling, just close your eyes and let me help you."

Dianne took a deep breath and slid her hand along the bulge toward the elastic rim of her son's underwear. She smiled when she saw the moist circle at the tip of the 'tent'. Her finger tips pushed between the band and her son's abdomen and moved slowly inward. Daniel took a deep breath and Dianne's heart beat faster as her hand slipped over her son's erection and it pulsed into the palm of her hand.

Daniel gasped and his hips pushed upward when Dianne started a slow, gentle, back and forth, massaging action. He was indeed well endowed and could feel the his erection along the full length of her hand. As her hand massaged her son's penis, she could feel the slickness oozing into her palm and knew Daniel wasn't far from ejaculating. It had been years since she had felt a hard penis and something told her she had to see it and removed her hand from Daniel's underwear.

Daniel moaned with disappointment and pleaded with his mother not to stop what she was doing.

"I am not going to stop honey, I just want this to be the most enjoyable thing you have ever experienced."

Dianne raised up on the bed and grasped the band of her son's underwear and whispered,

"Lift your hips a little Daniel."

He did so and Dianne slowly, almost teasingly, pulled his underwear up and over his hardness, down his legs and away from his feet. Daniel sighed as his erection was released from the confines of his underwear and twitched in the air between his thighs. A rush of excitement filled Dianne's mind when she saw her son's five inch penis spring into the air.

She told Daniel to bend his legs and spread his feet apart. Daniel quickly did so as a filling of expectancy filled his mind. Dianne moved between his spread thighs and shuffled forward, putting her son's bent legs over her shoulders. She now had an unobstructed view of Daniel's erection and heavy testicles. She the glistening gland at the tip of his penis and had to make a decision. Should she masturbate him or give him oral relief?

She decided to use her hand. Daniel would learn that his hand could also give him the joy that her hand was about to give him. Besides, it was Saturday morning and she had all day to teach her saw about the joys of sex.

Her left hand reached down and lifted her son's swaying balls and Daniel arched up gasping at the contact. Dianne smiled when she saw more oozing from the head of his jumping erection. The right hand reached out, lifting and cradling her son's erection with a gentle squeezing action. Her mind reeled at its size and warm pulses radiated into her hand. Daniel's hips jerked upward pushing his hardness and aching testicles into his mother's hands.

"Ahhhhhhhhhhhhhhhhh .. Motherrrrrrrrrrrrr .."

Dianne's fingers now went to work on her son's erection. The thumb, index and middle fingers glided up and down the sensitive underside of Daniel's straining member with ecstatic presses and squeezes. She used the tip of her index finger to swirl around the slick gland causing her son to moan and grind his hips into her loving fingers. All the while Dianne's left hand was massaging his churning testicles. Daniel's mind was being saturated with sensations that his body had never felt before as ripples of joy flooded his erection.

"OHHHHHH .. MOTHER .."

Dianne wrapped her hand around Daniel's engorged 'manhood'. To Daniel, it felt like he had slipped into a warm, soft glove. Her hand began a slow up and down squeezing action causing Daniel to moan and gasp as his hips instinctively began matching the hand that was masturbating him. Dianne's began feeling the deep pulses of her son's erection and knew he was close to ejaculating. Both hands intensified their actions and the sounds from her son's mouth became incoherent.

"Oh .. Uh .. Mom .. What is .. Uh .. Uh .."

Dianne pushed Daniel's penis into a vertical position without interrupting her glorious up and down sweeps. Daniel felt a wonderful pressure building at the base of his penis and he gurgled as it surged up his hardness. The liquid joy swirled around his hyper-tingling gland and he squealed with joy as his first orgasm spewed out of the head of his erection.

"AHHHHHHHHHHHHHHHHHHHHHHHH .."

The stream of semen splattered back down onto his abdomen and his mother's hand. Dianne knew her son wasn't finished yet and continued her relentless massaging of her son's penis. His legs, that were draped over her shoulders, locked themselves around her neck and his hips bucked his ejaculating member upward .. into his mother's waiting mouth. His hard penis nestled into her mouth and her cheeks closed around it with a deep suctioning action. An ecstatic wail echoed around the room as the second stream gushed into his mother's mouth.

"IEEEEEEEEEEEEEEEEEEEEEEEE .."

It was too much for the fourteen year old and he went into sensory overload, slumping onto the bed, unconscious. It was only for a few seconds and his limp legs fell away from his mother's shoulders. Dianne sat back on her knees and looked at her son's jerking body. Her lips and tongue still had the taste of her son's essence and she smiled down at him, knowing that her mouth was going to return to her son's penis later on. Daniel slowly recovered as wonderful aftershocks rippled across his loins. Dianne watched as his erection slowly softened and slipped downward onto his drained testicles.

Dianne leaned forward and kissed her smiling son on the face and whispered,

"Let's get you cleaned up 'down there' and have some breakfast.

A happy son, followed an equally happy mother into the bathroom.

It was mid morning and Dianne thought it would be nice to relax by the pool and enjoy the sun. Daniel was in his room playing games on his laptop. She went into her room, changed into her bikini and as she walked down the hall, she went to Daniel's room to tell him that she would be at the pool. He looked up at her and his mouth dropped open and his eyes locked onto her body and the skimpy bikini she was wearing. He had seen it so many times before, but since this morning, his thoughts of his mother had changed. Dianne smiled and wiggled her body,

"Do you like how I look?"

Daniel could only nod his head as tingling sensations crept into young penis.

Daniel, being a typical fourteen year old, said,

"You have seen me naked, when you get back, can I see you naked?"

Dianne knew that their mother/son relationship had changed and it was now a good time to talk about it. She walked to the foot of her son's bed and beckoned for Daniel to stand in front of her.

She put her hands on his shoulders and said,

"What happened this morning was truly wonderful, you enjoyed and I enjoyed it. We both want to continue doing it but it is very important that no one, including your friends, ever .. ever finds out what we are doing. You might be taken from me and we might never see each other again."

It wasn't meant to be a blunt as it came out but Daniel nodded his head as if he understood.

"I promise, I won't tell anyone."

Dianne smiled at her son and a yearning began building between her thighs. The pool could wait and she reached behind her, undoing the catch to her bikini and watched her son's excited eyes as top fell to floor. He had always wondered what lay within the 'cups' and now he knew. Her hands reached down and undid the ties to her bikini bottoms and again her son's wild eyes gazed upon his mother's hairless sex. She had always been attentive to herself and admired her curvaceous body, as Daniel was doing now.

He began undressing and Dianne whispered to him,

"Let me do that for you."

She knelt down in front of her son. All he could do was stare at his mother's firm, uplifted breasts. As if in a trance, he felt his feet being lifted and his socks removed. He felt hands pulling his T shirt over his and then the unbuckling of the belt to his pants. He felt fingers undoing the button and pulling down the zipper and then felt his pants fall to his feet. As Dianne reached down to remove them her heart beat faster when she saw the growing 'tent' in her son's underwear .. for the second time.

Diane now looked at her son's near nakedness and ran her hands over his smooth young body. She started at his shoulders, down to his small boyish nipples, down to his abdomen and thighs. The 'tent' was fully extended now and twitched as her hands massaged his inner thighs. She smiled at his closed eyes, flushed face and panting breath. Her hands grasped the elastic waist band and pulled it outward and then downward over his erect boyhood. It was her turn to gasp when she saw it in the daylight and not in the subdued light of the morning.

Her son's five inch erection was incredible for his age and, as she had thought earlier, he had gotten it from his father. She pushed Daniel's underwear down his legs and he unconsciously stepped out of them. Daniel now stood naked and aroused in front of his naked mother.

Dianne sat back down on the bed and motioned for Daniel to come closer to her. As she spread her thighs apart, she saw Daniel's hardness begin to twitch as her sex flared open before his dazed eyes.

"Do you remember when I told you that girls have a special place where a boy can put his penis into?"

A flushed Daniel nodded his head.

"She pointed to her inner lips and said,

"Well this is where the 'special opening' is located."

Dianne paused for a moment or two and said,

"Just inside and near the top is a girl's 'sweet' spot. It is not easy to find but when you do, it drives us crazy."

She then pointed to her clitoral hood and the pink tip that was beginning to protrude out from it.

"This is a girl's clitoris. Girls will expect you use your mouth and fingers to play with it. The same is true to their special opening. I will teach you how make girls happy, but first, I will make you happy."

Daniel's breathing was quicker now and Dianne saw his oozing preseminal fluids making the excited gland glisten in the light. She reached out to his hips and drew him toward her until the head of erection was just inches from her salivating mouth.

Her tongue slithered out of her mouth and pressed upward under the crown's sensitive tissues. A startled gasp was heard as the tongue made contact with the glistening gland and Daniel's hands grasped the hair of his mother's head. The tongue started slipping all around the excited crown, lapping up the slickness that was oozing from the opening. Daniel gasped and panted as his mother adorned the head of his erection and then moaned as her mouth encased it within her suckling mouth.

"Ohhhhhhhhhhhhhhhhhhhh .."

She felt his hands tighten in her hair as she lowered her head and half of her son's erection slipped into her mouth. Daniel's body trembled and his straining hardness jerked as his mother's suctioning cheeks encased his manhood. The tip of the exploring tongue dipped into the oozing opening and sucked up Daniel's precum as if it were a straw.

"Ahh . Ahh .. Ahh .."

Dianne's head lowered again and Daniel's gasps became louder when felt his penis slipping into warm, moist glove that clenched and caressed his enflamed erection. The sensations intensified when his mother lifted her head, swirled her mouth around his enraged gland and then burrowed back down with a tortuous twisting action, again and again. Daniel was catapulted into a sexual frenzy and his hands moved to his mother's shoulders for support. His mind reeled with joy as his mother's mouth and throat milked their way up and down his straining hardness.

"Ohhhhh .. Mommmm .. Oh .. Oh .. I .. I .."

Dianne could sense that she was pushing her son toward his ejaculating edge and increased the actions of her mouth and throat. She felt the wild, urgent jerks and raised her head so her son's agitated gland rested within her cheeks just as Daniel's first stream of liquid joy flooded into her mouth.

"AHHHHHHHHHHHHHHHHHHHHHHHH .."

Her taste buds exploded and her tongue swirled the delicious essence throughout her mouth before swallowing the thick nectar. The tongue ecstatically lapped around and over the engorged crown, coaxing another eruption from her son's enraged penis. His body shook and trembled, his hands tightened on his mother's shoulders and his hips jerked upward, thrusting his erection totally into the milking throat as his second thick stream jettisoned out of his hyper-excited gland.

"IEEEEEEEEEEEEEEEEEEEEEEEE .."

Daniel slumped down onto his and his still spurting manhood slipped out of his mother's mouth. Dianne position him so his head rested on her thigh and she stroked his hair as he came down from his orgasmic high. She smiled to herself knowing he had lasted longer than she anticipated and that was a good sign for what was going to happen next.

When Daniel had sufficiently recovered Dianne had him sit on the bed and she went into the bathroom, returning with a warm, wet wash cloth and towel. She knelt down again in front of him and began cleaning the slickness from his flaccid penis and testicles. Her expert hands soon had his penis stirring and the soft towel coaxed it to full erection.

As she gazed at her son's hardness, she thought,

'Now is the time to have her needs satisfied.'

Dianne arranged the pillows on the bed, one for head and the other for her hips. She quickly got onto the bed and positioned herself on the pillows, her eyes never left the body of her highly aroused son. She bent her legs at the knees and smiled at her son as she spread them wide apart. Daniel's erection throbbed between his thighs when he saw the position that his mother had put herself in. Dianne held out her arms and Daniel climbed onto the bed and shuffled forward on his knees toward his sexual awakening. Dianne's hands moved onto his shoulders drawing him over her body.

He felt Dianne's lips touched his lips and he closed his eyes not knowing what was going to happen. He felt Dianne's tongue glide across his lips and instinctively parted them. Her tongue slipped into his mouth and a surprised Daniel sighed into his mother's mouth when the tongues began to play with each other. Daniel's first kiss made his mind reel with new sensations and his hardness twitched against his mother's abdomen.

"Mmmmmmmmmmmm .."

As they kissed for the first time, her right hand slipped between their bodies and curled around her son's engorged manhood. Daniel moaned into her mouth when the hand began a gentle squeezing action. The moan got louder and the kiss more passionate when his mother's hand swirled around the slick crown of his erection, causing it to drool more of its precum.

"MMM .. MMM .. MMM .."

Dianne broke the kiss and looked up into her virgin son's flushed and aroused face.

In almost a whisper, she said,

"I am yours Daniel .. touch me .. kiss me .. discover me .."

Daniel slipped down his mother's body into a kneeling position in front of her spread thighs. His eyes were riveted on the rigid pink clitoris that stood out like a beacon at the top of his mother's glistening labia and the moist inner lips that guarded the entrance to his mother's treasured opening.

Daniel massaged his hands along the soft skin of Dianne's thighs. He looked up over his mother's body and saw her resting on her elbows looking down at him. He smiled at her as his hands continued their massaging actions. They glided along the top of her thighs, almost to her throbbing organ and then made their way back to her knees. Again and again the young hands made their way toward the junction of his mother's thighs. Dianne kept moving her hips in an attempt to the young hands to move onto her swelling sex.

Daniel looked up over Dianne's body again and saw that her eyes were closed and her breathing was faster. His hands slipped inward and molded themselves to his mother's flared, swollen folds. The fingers slipped between the folds and became slick from her oozing wetness as they explored the pink furrow. At the same time he lowered his head and Dianne gasped and fell back onto the bed when she felt his warm, wet lips and tongue sucking on her rigid clitoris. She squealed and her hands shot down, pulling her son's devouring mouth further into her sex.

"Ahhhhhhhhhhhhhhhhhhhhhhhh .."

Daniel's searching fingers found the oozing entrance to her special place and she wailed as her son's finger tips traced the clenching opening. Daniel slowly nudged two fingers into his mother's eager vaginal entrance. His fingers pushed inward, twisting and turning. Dianne felt his searching finger tips and held her breath hoping he would find the excited tissues .. and then they found it. Dianne arched upward gasping with joy as her exploding 'G' spot sent ecstatic explosions all across her loins. Her erect nipples tingled and her extended clitoris jerked wildly within Daniel's suckling mouth.

"Ohhhhhhhhhh .. Godddddddd .."

Daniel withdrew his fingers and lifted his head.

Dianne moaned in agony,

"Nooooooo .. Daniel Nooooooo .. Don't stop .."

Daniel just smiled at his mother's torment.

He stood up and once again leaned over her body. The thick gland at the head of his erection was glistening with his oozing precum. Their lips met, their tongues touched and their kiss deep and filled with passion. Dianne's hands reached between their bodies and grasped her son's incredible manhood. Daniel, with a gasp, broke the kiss as his hard erection jerked within his mother's loving hands.

Dianne smiled and began squeezing the engorged thickness and the palm of her right hand began massaging the slick crown. Dianne extended her left hand further downward and lifted her son's massive balls. She gasped joyfully knowing that Daniel was going to flood her womb with his warm, thick essence.

Dianne looked into Daniel's eyes and said,

"Oh Daniel, You feel so heavy and so full .."

Daniel smiled again and shifted his hips inward. His straining erection nestled between the swollen folds of his mother's labia and she gasped as her hips started a slow sawing motion. As Daniel's thick member slipped up and down the slick furrow, it ecstatically caressed his mother's rigid organ of joy.

"Ahhhhhhhhhhhhhhhhhhhhhhhh .."

Daniel's kisses left Dianne's shoulders and made their way downward toward her right breast. As he moved he had to shift his body and his stiff member slipped out of it's warm, wet cradle. Dianne squirmed her thighs in frustration as her son's thickness left her sex. Daniel lowered his mouth over his mother's right nipple and his warm, slippery tongue suckled and swirled the excited nipple.

While his hands massaged and kneaded Dianne's breasts, his mouth divided its attention to both of his mother's erect nipples. Dianne moaned and gasped and her hands held his head as she pushed her tingling nipples upward into her son's mouth. Her hips began grinding her sex in circles with a sense of desperate need.

Daniel pulled back down from Dianne's upper body and rested on his knees between his mother's wide spread thighs. He saw the pink flush of her swollen folds and her drooling vaginal juices. Daniel leaned inward, his mouth was within inches of his mother's labia and clitoris. Again Dianne felt that wonderful warm, moist breath and looked down between her spread thighs and saw Daniel's head nearing her swollen sex and his slippery tongue made contact with his mother's swollen lips. She cried out and her hips bucked upward as Daniel's lips closed over the soft folds at the apex to her thighs. His face disappeared from her view as he planted wet suckling kisses on the swollen furrow with his tongue stroking inside the quivering pink, crease. Daniel's fingers slowly spread the swollen lips of Dianne's labia apart, allowing his discovering tongue complete access to his mother's the treasured inner lips between her open folds.

"Ahhhhhhhhhhhhhhhhhhhhhhhh .."

Dianne couldn't believe what her son was doing to her body. Her hips bucked as Daniel's tongue once again shot out and curled around her straining clitoris. She groaned deep in her throat as her son's probing tongue worked the hard organ and slipped its way up and down the length of her flared, wet furrow.

"Ahh .. Yes ..Oh God .. Yes ..Yes .."

Daniel felt his mother's hands desperately clawing at his head, guiding his sucking mouth deeper into the enraged sex. He thrust his tongue into the clasping opening, bringing a low guttural groan from Dianne whose soft, thighs closed convulsively around either side of her son's his moving head.

Daniel withdrew his head, stood up, and shifted inward, planting his hands on either side of his mother's shoulders. Dianne locked her ankles tightly around Daniel's lower back and her sawed her swollen sex along the entire length of her son's throbbing hardness.

"Oh .. Please .. Now .. Daniel .. Now .."

Daniel reached between their bodies and Dianne unlock her legs from his back. She grasped his straining hardness with her right hand and guided the excited head so it slid up and down her clasping furrow until it was nestled into the flanges of her inner lips. Dianne felt her eager entrance being pushed open, the elastic inner lips teasingly resisted for a moment and then suddenly popped over the thick crown of her son's manhood. Dianne put her hands on her son's hips and slowly pulled him into her stretching entrance.

"Uhh .. Uhh ..Uhh .."

Daniel's erection nudged further inward and he was rewarded with a deeper groan as his mother's hungry vaginal passage began clenching and milking his virgin hardness as it sunk into her womanhood. Dianne's mind reeled with sensations, she craved for more, she wanted it all. She thrust her sex outward and upward, wailing as she impaled herself on her son's manhood. With one thrust, her son lost his virginity.

"Ahhhhhhhhhhhhhhhhhhhhhhhh .."

Wet, sucking sounds could be heard as Daniel's erection stroked in and out of his mother's frothy vaginal passage. Dianne knew Daniel's penis was giving him sensations that he had never felt before and her hands controlled his movements until he got used to the silky slickness that was encasing his erection. He moved slowly inward and outward, setting a slow joyous rhythm to his thrusts. Mewling and gurgling sounds of pleasure rolled unabashedly from his mother's parted lips.

"Ohhh .. Daniel .. Deeper .. Faster .. Oh God .."

Waves of ecstatic ripples tingles began rippling throughout her vagina and outward into stretched folds and up into her rigid clitoris. Her erect nipples twitched with excitement on her aching breasts. Daniel felt his mother's sex skewering up against the length of his manhood. The clasping inner lips kissed and massaged his stroking shaft as it pulled outward and then slid back into the excited and slick cavern. Her thrashing hips became faster by the second and the tempo of her counter thrusts more urgent. Her vaginal muscles began a series of deep spasms and clenches as her first orgasm in years was unleashed.

"AHHHHHHHHHHHHHHHHHHHHHHHH .."

Daniel began long hard strokes into the steaming passage that was now wet and slippery from his mother's orgasm, withdrawing the swollen head until just the thick gland was inside the clenching opening and then thrusting forward until his heavy, bloated balls were pressing tightly against the wide split of her buttocks.

Dianne groaned helplessly. She could feel her son's thickness sliding in and out of her warm, slippery passage like a fevered piston. Her cervix flared in open acceptance and the swollen folds flowered open to receive the delicious onslaught and her legs snaked around her son's lower back. She thrust her hips up hard to impale herself deep on her son's manhood. Her body again matched his quickening thrusts with her own rhythmic counter thrusts.

"Oh God .. I am going to orgasm again .."

Suddenly Daniel plunged deeply into her. She could feel his body tremble and erection began jerking and flexing as his first vaginal ejaculation began jettisoning into her his mother's body. Then something, that she hadn't experienced in a long time, saturated her mind. An exquisite liquid pressure was building rapidly within her cervix. It was warm and thick as it gushed into her with the force of a fire hose causing her entire sex to spasmed with joy. Her son was spewing his liquid joy deep inside of her convulsing passage. A loud hiss escaped her open mouth when she felt the delicious liquid gushing into her vagina causing it to ecstatically balloon. Again her legs shot out into a wide 'V', kicking frantically in the air as her vagina exploded with her second orgasm.

"AHHHHHHHHHHHHHHHHHHHHHHHH .."

Dianne abandoned all body control. She reached down to her inner thighs and lifted her son's churning testicles with a gentle squeezing and milking action. Daniel gasped loudly as his erection spewed more of his thick essence into his mother's convulsing vagina. Her cycling legs froze in mid air with her toes tightly curled. White flashes of orgasmic light saturated her mind, her eyes flew open but saw nothing, her drooling mouth opened but no sound was heard.

Suddenly, the silence was broken and a shrill wail was heard around the room as her third and final orgasm exploded throughout her body.

"IEEEEEEEEEEEEEEEEEEEEEEEE .."

Daniel slumped onto his mother and they held each other tightly as their post orgasmic aftershocks rippled across their bodies. In about a minute, Daniel hunched up his hips and slowly his softening member slipped out of his mother's reluctant vagina with a loud slurping sound. Gushes of vaginal juices and ejaculant poured from the gaping entrance as it returned to normal. Dianne moaned as her son's wonderful thickness left her body.

"Ohhhhhhhhhh .."

Daniel rested his glistening, flaccid penis on his mother's abdomen and she cooed as her hands adorned the wonderful slick tube of flesh. In a few minutes they walked to the shower and Dianne smiled when she saw her son's slick penis stirring.

'Ohhh .. the recuperative powers of youth.'

For Dianne, it was an awakening. She would no longer become depressed because wasn't going out on dates and she would no longer have to use her hands to satisfy her sexual needs .. she now had her son. She also knew, that as he matured, his father's genetics would come into play. A spasming ripple filled her vagina at the thought of an eight inch erection slipping into her body.

It was eight months now since Dianne and Daniel had discovered each other and their daily lives had settled into a routine of sexual bliss. Daniel, true to his word, was careful not to let anyone know what was happening in their house. Dianne encouraged him to start going out with girls and was delighted when Daniel began telling her what he was doing. Needless to say, he was becoming very popular.

Dianne's 'teaching' abilities were about to extend beyond Daniel. It was a beautiful spring morning and Dianne thought she would enjoy it by sitting on the porch swing. As she settled onto the swing, she saw Sara, her neighbor, sitting in her car crying. They were close friends and would, on occasion, look after her son Sean while she doing volunteer work. Her husband, Tyler, was away on business trips more than he was at home.

She went to the car and lightly tapped on the window. Sara nodded her head telling Dianne she could come into the car with her. Dianne listened as Sara talked to her. Sean had just turned fourteen and was having a difficult time with puberty. Tyler, when home, would constantly berate him because he wasn't going out and often called him a sissy. As a result, Sean was withdrawing into himself. Sara didn't know what to do and looked at Dianne with pleading eyes for some kind of solution.

Dianne smiled at Sara and said,

"Let's take a walk together and discuss this."

They got out of the car and started walking, nowhere in particular, just enjoying each other's company and the spring sunshine. As Dianne learned more about Sean, thoughts of helping the boy filled her mind, but that would break the code of silence between her and Daniel. When they eventually returned, Sara had calmed and was grateful for Dianne's companionship.

Dianne told Sara that there was a way that she might be able to help Sean and how about meeting together for another walk tomorrow morning. A puzzled Sara smiled and nodded her head.

When Daniel got home from school, Dianne had him set down on the sectional and told him about her meeting with Sara and the discussion about Sean.

"I could help Sean the way I helped you, but only with your consent."

Daniel was a close friend and classmate of Sean. He also knew that something troubling him and now he knew what it was. He smiled at his mother and said,

"He is going to be the happiest kid on the block .. next to me."

A relieved Dianne hugged her son and smiled as he led her into his bedroom.

The following morning, as they walked around the block, Dianne told Sara about herself and Daniel. Sara's first reaction was disbelief and shock that a mother would have sex with her son. Halfway around the block, her thoughts started to change when Dianne told her about the changes that were happening to Daniel, he was finally dating and going out to parties and school dances. When they came full circle, Sara had decided that she would let Dianne help her son but wasn't sure how to tell him or prepare him.

Dianne offered Sara some suggestions. Pick a time when Tyler is away and keep Sean home from school saying he isn't feeling well. She could tell him that I used to be sexual therapist for mid teens and know how to help him. She also told Sara that she should tell Sean that he would have to undress, or I could undress him.

Five days later, Sara called Dianne and told her that Sean has agreed to be with her. This decision was made as a result of the latest outburst from his father. Tyler will be a away for three weeks and Sara, not wanting to delay this, asked if tomorrow would be convenient. Dianne said yes and after a slight pause, told Sara that she would be calming influence on Sean if she were with him. Sara said that she had talked to him about that he didn't want her to see him naked. He would come to her house wearing a robe and slippers.

After Daniel went to school, Dianne prepared her bedroom and herself. She closed the curtains, adjusted the lights to soft warm glow and turned on soft romantic mood music. She bathed and used a body lotion that Sara had told her Sean liked to smell. Lastly, she turned down the bed and put on her robe.

She heard a knock on the door. It was Sean and despite his nervousness, he smiled at Dianne who he had always liked and felt comfortable with. Dianne took it slow, they sat on the sectional and talked, slowly working the conversation toward Sean's sexuality. As Sean relaxed he began to tell Dianne things he hadn't and couldn't tell his mother.

He has not attended any of his sex education classes, he has not masturbated and has woken up with morning erections. Like Daniel, they scare him until they go away. When Dianne thought he was ready she stood up and said,

"Sean honey, I think it is time for you to find out what your body is trying to tell you. If you would rather not, you don't have to."

Sean stood up and in almost a whisper said,

"I want you to help me."

Dianne smiled, took his hand and led him into her bedroom. Sean liked the comfortable warmness of the room that Dianne had setup and she could sense his tenseness fading.

She took Sean to the side of the bed and much to his surprise, she removed her robe and let it fall to the floor. Sean looked with widen open eyes a female's naked body for the first time, with more firsts to follow. Dianne sat down on the bed and beckoned Sean to come closer to her. The first she did was to tell Sean to remove his slippers, which he did, his eyes never left her breasts. The stare didn't go unnoticed by Dianne and she lifted her breasts and whispered,

"Sean honey, do you want to feel them?"

Sean smiled and nodded his head. Dianne lowered her hands and spread her thighs apart. Sean shuffled forward, reaching out to Dianne's breasts. The touches were hesitant at first as his small hands explored the firm mounds. They slowly changed to light massaging and kneading action and Dianne could see a sight flush spread across his face.

She leaned toward his face and whispered,

"You can also kiss them Sean."

As Dianne leaned back, Sean leaned forward and she felt soft kisses flooding her left breast while his hands continued to knead both of them.

She whispered again,

"The way to do it Sean is to use your mouth on one, while your hands are on the other. You can switch back and forth any time you want."

Sean quickly complied and both hands adorned her right breast while his mouth focused on her left breast. Dianne sighed as a learning Sean massaged and kissed her breasts. She felt his lips slip onto her stiff nipples and her sigh became more audible when she felt her nipple slipping into his warm mouth and the tongue began swirling it around in delicious circles. She felt his hands and mouth switch between her breasts and now the right nipple was being adorned by his lips and tongue. Dianne continued to sigh and her hands rubbed the boys as she slowly pushed her excited nipple into the loving mouth.

"Ohhhhhhh .. Sean .. that feels so good."

Suddenly Sean stopped and pulled back, his eyes were closed and the tenseness had returned to his face. Dianne wondered what had happened and then saw the 'tent' in Sean's robe.

She put her hands on his face and whispered,

"Open your eyes Sean."

He did and looked with uncertainty at Dianne.

"What has happened 'down there' is normal, for a male of any age. It tells a girl that you are excited with what you are seeing and doing .. and they like to see you 'hard'. I want you to keep looking at my breasts while I remove your robe."

Dianne, with a sense of excitement, reached out and undid the sash to Sean's robe. A soft moan escaped Sean's mouth as the folds of the robe parted, allowing his erection to escape from the confining fabric. Her eyes lit up when she saw his erection standing hard between his thighs. It was almost six inches long and at least an inch and half in diameter. This, coupled with his heavy, swaying testicles, Sean's package was indeed, very impressive.

Dianne now understood Tyler. He is probably well endowed himself and expects his son to be a woman chaser, a stud like he is. She also wondered what he does on these extended trips he takes. She would have talk to Sara.

She switched her thoughts back to Sean. Her hands pushed the robe from his shoulders and his body trembled as he stood naked and aroused in front of Dianne.

"Sean you have a wonderful penis and you are going to have an awful lot of girl friends. You should be proud of it, not many boys your age can come close to you 'down there'."

For the first time, Sean looked at his erection and smiled.

Dianne extended her right hand, lifting and cradling Sean's hardness. The first contact of someone's hand on his penis caused it to jump and throb, his hips jerked forward and a surprised gasp shot from his mouth.

"AHHHHHHHH .. DIANNE .."

She began to gently squeeze and twist her hands around the hard tube of flesh and Sean gasped and moaned as new and incredible sensations flooded his penis, testicles and mind. Dianne knew Sean's first orgasm would very quick and his youthful recuperative powers would keep them occupied for the rest of the morning.

While her right hand glided up and down his straining hardness, her left hand reached down to his balls, lifting them with an exquisite massaging action. A dazed Sean leaned inward and laid his head on Dianne's shoulder as his panting breath bathed her neck.

"Uhh .. Uhh .. Uhh .."

His body instinctively began thrusting his excited penis into Dianne's wonderful hand. The sensations that flooded into his mind was like a dam bursting. His hips bucked outward and froze as his first ejaculation surged up his jerking erection. The liquid joy swirled around the hyper-excited gland and then spewed into the air, splattering onto Dianne's breasts. Her hands didn't let up and another wail was heard as a second stream was unleashed toward Dianne's breasts.

"AHHHHHHHHHHHHHHHHHHHHHHHH .."

Dianne moved her hands to Sean’s head and held him gently as his body continued to tremble from his first orgasm. She looked down and saw the drools from his penis as it slowly softened. Soon Sean lifted his head and Dianne smiled when she saw the look of happiness on his face. She pointed to pools of semen on her breasts and said,

"This is what shoots of your penis when you ejaculate."

Sean looked with amazement at the thick pools of liquid that lay on Dianne's breasts. All this time he thought his penis was just for peeing.

"Sean honey, if you go into bathroom and get a wet wash cloth and a towel, I will let you clean my breasts."

Sean dashed off to the bathroom. As he came back, Dianne smiled as his heavy, slick penis swayed between his thighs. His hands and the wash cloth, eagerly returned to her breasts and she sighed as her stiffening nipples were again pleading for attention. Sean's hands and fingers quickly replaced the towel and Dianne's hands returned to his penis and testicles that were still slick from his ejaculations.

Dianne had Sean lean inward and rest his head on her shoulder. Her knees moved between his legs and pushed them further apart, giving her easy access to his sex.

"Sean honey, I'm going to clean your penis for you."

Dianne reached out and lifted his balls with both hands. Sean gasped when felt the hands massaging his testicles and a delicious ache began filling them. Her right hand lifted his flaccid penis holding it like a trophy as her lips and mouth tugged softly on its thick gland. Sean moaned as his stirring penis pushed its way into the sucking mouth.

"Ohhhhh .. Dianne .."

Dianne pulled back a little and watched Sean's erection twitch in front of her face. Her hand wrapped around it with a gentle squeezing action while her left hand continued to massage his testicles. Sean moaned softly into her neck as the fingers swirled the slickness over the swelling head. His erection jumped and his moans got louder as his mind was again experiencing those wonderful sensations that had flooded his body just moments ago.

"Ahh .. Ahh .. Dianne .."

She quickly put her hands on his hips and pulled him inward. He looked wide eyed as his hard penis come nearer and nearer to Dianne's open mouth. He felt her warm moist breath bathe across the aching gland and held his breath, and and then he felt the most fantastic sensation that his young body had ever felt. He felt the excited head of his penis slipping between Dianne's lips into her warm, moist mouth. Ecstatic jolts of joy gripped his member as Dianne's lips, tongue and mouth caressed and suckled the engorged head of erection.

"Ahhhhhhhhhhhhhhhhhhhhhhhh .."

Dianne moved her hand to his hips and pushed him back, causing his erection to slip outward until only the quivering gland lay between her suckling lips. Her tongue curled into the oozing slit and sucked his precum into her mouth like a straw. Her hands then slowly pulled him back until the excited gland rested between her suctioning cheeks, feeling his rapid pants bathing her neck.

She shifted her hands from his hips back his testicles with an exquisite lifting and massaging action. Sean moaned loudly as the sensations from his penis and balls melded together and Dianne skewered her throat down onto the excited hardness. Sean gurgled with joy as Dianne's warm throat muscles ecstatically kissed and squeezed his erection as it was sucked into the depths of her throat. Her chin pressed against his heavy balls and she shifted it back and forth causing Sean to gasp loudly from the dual sensations.

"Ohhhhhhhhhhhhhhhhhh .."

With a torturous twisting motion, she lifted her head and Sean's throbbing erection was slowly pulled outward. When the agitated gland reached her mouth, she closed her cheeks around it with a forceful suctioning action. Sean's hips began jerking and bucking, and his arms locked themselves around her neck. She pulled upward just enough so the last inch or two of his hardness remained within her throat and began flexing and clenching her throat muscles around the fourteen year olds excited manhood.

Sean was catapulted into a sexual frenzy. He gurgled incoherently as his thick load of semen entered the base of his erection and surged up his highly agitated erection. The thick liquid of joy swirled around the highly agitated gland and then spewed into Dianne's eager and thirsty throat. Bright flashes of orgasmic lights filled his eyes, his toes curled and his arms tightened around Dianne as his body unleashed its second orgasm.

"AHHHHHHHHHHHHHHHHHHHHHHHH .."

Dianne feasted on Sean's jettisoning nectar and increased her exquisite milking actions, knowing that she could coax another ejaculation from Sean's enraged penis. Again his erection was saturated with ecstatic seizures as another huge stream surged up his straining member, and again, Dianne feasted on the spewing gushes of nectar.

"IEEEEEEEEEEEEEEEEEEEEEEEE .. "

Dianne held him deep within her throat as he came down from his orgasmic high. Her throat muscles gently massaged and soothed the jerking organ. Her hands slowly pushed his hips back and the softening penis slipped out of her mouth and swayed in the air. Sean loosened his arms and stood up. The look of awe and joy on his face told Dianne that he liked his first deepthroating.

Dianne drew Sean close to her body, wrapping her arms around him. She felt his body tremble and he sighed softly as the aftershocks rippled across his body.

Dianne whispered,

"How about you and I have a shower together and then will show what else can give your penis sensations of joy."

She led Sean into the bathroom. As they showered, Sean's hands explored Dianne's body. In a few minutes they returned, Sean's erection stood tall and hard between his thighs, Dianne's nipples stood out like bullets and both of their faces were flushed.

With a quivering voice she said,

"Kneel down in front of me Sean."

He quickly did so and ran his hands over the top of Dianne's smooth thighs. She slowly and teasingly, spread her thighs apart. As they thighs parted, so did the folds of her swollen labia. She looked at Sean and watched his eyes light up as her secret treasures came into full view. Sean's virgin eyes feasted on Dianne's exposed sex, his erection ached and throbbed knowing that something new and wonderful was about to happen to him.

Dianne shuffled forward so her sex was just over the edge of the bed and began giving Sean an anatomy lesson.

"Girls really like boys to play with their bodies first. It is called foreplay. This is my clitoris. It gives a girl incredible pleasure when it is kissed by your mouth and caressed by your fingers."

She stretched her inner lips apart,

"This is the opening to my vagina. You can push your fingers in and out of it. This is where you will put that incredible penis of yours. Oh, and one more thing to know, we have a special spot just inside that drives us crazy, it is known as the .. Ohhhhhhhh .. Seannnnnn .."

Sean's head had moved inward while Dianne was talking. His tongue shot out of his mouth and slipped around the pink tip that was already protruding past out of its protective hood. His 'built in' instinct had told him that this is what he should do. Hearing Dianne moan made him more confident by the second.

Dianne's hands grasped Sean's head at the ecstatic contact and her hips arched her sex upward, pushing her organ of joy into his suckling lips and mouth.

"Oh .. Sean .. Yes .. Yes .."

Sean wasn't through exploring. The fingers of his right hand slipped between the slick folds, nestling into Dianne's clasping inner lips and began a delicious tracing of her excited vaginal entrance.

Dianne was beside herself with ecstatic sensations. As his tongue pressed and swirled around her clitoris, he nudged his probing fingers inward, twisting and turning.

"Ohhhhh .. Goddddd .."

Her hands tightened their grip on Sean's hair as she ground her sex onto his sucking mouth and twisting fingers. By sheer luck, Sean fingers pressed onto the soft spongy tissues of Dianne's excited 'G' spot and she squealed in joy as her vaginal muscles clamped around the discovering fingers.

"Ahhhhhhhhhhhhhhhhhhhhhhhh .."

Dianne was catapulted in a sexual frenzy. Her body was racked with orgasmic convulsions. Sean lunged his fingers as deep as they could into Dianne's clenching, slick vaginal passage. His lips and tongue sucked on Dianne's organ of joy as she did on his penis.

Dianne raced toward her orgasmic edge. She cooed and gurgled. Her voice became incoherent. She leaned back with her hands on the bed and raised her kegs up from the floor, spreading them into a wide 'V', kicking frantically in the air. Her toes curled and her hands gripped the sheet desperately and tightly. Her hips arched up as Sean intensified his sucking and stroking of her enflamed sex.

She screamed as her quick and sudden orgasm exploded across her body.

"AHHHHHHHHHHHHHHHHHHHHHHHH .."

Dianne's mind and body were saturated with her ecstatic orgasm and she slumped down onto the bed gasping and panting as the orgasmic aftershocks rippled across her body.

She sat up and held Sean's face as she smothered it with kisses,

"Oh Sean .. Thank you .. I needed that .."

She slumped back onto the bed with her feet resting on the floor. Her thick essence glistened on her thighs and the scent hung like a euphoric cloud over both bodies.

Dianne smiled at Sean and whispered,

"I think we should take a quick shower."

Sean stood up and leaned over and Dianne's satisfied body. As he lowered his body, his throbbing manhood pushed between the slick, swollen folds. He smiled down at her face and slowly pushed his pulsing thickness deeper between her slick flared folds and began a delicious sawing motion.

Dianne's eyes lit up as her sex tingled with renewed arousal.

"Oh Sean .. Forget the shower .."

Sean began planting delicious suckling kisses on Dianne's shoulders and neck. She cooed and rubbed his back as the wonderful mouth spread warm waves of pleasure across her chest. The suckling mouth started to move downward. Dianne knew where it was headed and her already engorged nipples tingled with anticipation. Sean's hands moved to both firm breasts and began to massage and knead them. Dianne closed her eyes and savored the wonderful sensations. The suckling lips neared her right breast and she could feel the hot moist breath bathe the erect tip. It slowly descended onto the excited nipple and began to suck and suckle on it. The warm slippery tongue swirled around the engorged tip and Dianne arched her breast up into the loving mouth.

"Ohhhhhhhhhhh .."

Sean's hands continued to massage and knead the firm mounds. His suckling mouth trekked across her chest and paid homage to her left nipple. Dianne's breathing was becoming quicker now and her hips were pushing her swollen sex deeper onto Sean's thick manhood as it sawed its way through the slick folds. He gasped and moaned as the Dianne's clasping folds kissed and caressed his excited member.

Dianne brought her feet up from the floor and placed them on the edge of the bed and spread her thighs wide apart. As her sex rose up, Sean's thickness settled deeper between the swollen lips of her labia.

A soft gasping plea escaped Sean's mouth,

"Help me Dianne .. What do I do .."

Dianne smiled knowingly and reached down between their bodies and grasped his throbbing erection. She pushed the thick gland between the slick folds and traced the engorged head up and down her swollen furrow until it was positioned within the clasping lips to her excited vaginal opening.

Sean gasped at the incredible sensations that flooded the head of penis.

"Uhh .. Uhh .. Uhh .."

Dianne reached out and both hands on Sean's hips. She looked up into his dazed face knowing that this was his moment. She slowly pulled on her hands and she could feel Sean's penis slipping into her clenching vagina. She saw his face light up with new sensations of excitement as his thick manhood nudged inward. The sensations were not like anything he had ever imagined or expected and a loud hiss of sudden joy escape his open mouth.

"Ohhhhhhhhhhhhhhhhhhhhhhhh .."

1.00" .. 1.50" .. 2.00"

The pulsing gland nestled briefly onto the tissues of her 'G' spot and Sara squealed in joy. The reflexive clenching of her vaginal muscles clamped around Sean's erection and it jerked wildly as ecstatic explosions rippled across his loins.

2.50" .. 3.00" .. 3.50"

Three inches of hard, thick joy had pushed and stretched its way into Sara's enflamed passage. She gurgled and drooled as Sean's manhood pushed further inward, inch by glorious inch

4.00" .. 4.50" .. 5.00"

"Oh .. Sean .. I love it .. I love it .."

Dianne smiled as Sean slipped deeper into her 'special' place. She could see the ecstatic sensations on his face as he sank into her clenching vagina, losing his virginity.

5.50" .. 6.00"

Acting on instinct, Sean began began stroking wildly and quickly into the incredible sheath that was encasing his excited hardness. Dianne knew she had to slow Sean down, otherwise he would ejaculate within seconds. Her hands tightened around his hips, keeping him buried deep inside her womanhood.

"Wait a moment Sean. Let your excitement lessen a bit. Whenever you feel that you or going to ejaculate, slow down and rest for a second or two."

Sean pulled partially out and slipped back inward. His rhythm was slow, allowing him to get used to the incredible sensations that a female's vaginal passage could give him. Dianne moaned as Sean's thrusts became longer and deeper. She wrapped her arms around his shoulders and her legs locked themselves around his lower back. Sean gasped and his lunges quickened when he felt her vaginal muscles began clenching and milking his granite-like penis.

Loud slurping sounds accompanied Sean's pistoning strokes as he buried himself deep into Dianne's body, again and again. Her thick juices were now spurting out past her stretched and flared folds. Suddenly, Sean's undisciplined thrusts caused his erection to slip from Dianne's stretched passage and it jerked urgently in the air above her abdomen.

Both groaned as the sexual union was lost.

Dianne quickly reached between their bodies and guided Sean's straining hardness back into her seething passage. Thankful moans were heard as Sean sunk back into the depths of Dianne's slick sheath. Dianne began grinding her sex in tight circles and clenching her vaginal muscles around Sean's incredible erection. Sean slowly withdrew until his engorged head was again being kissed by those wonderful inner lips and then slipped back into the abyss of pure joy. He withdrew again and began a rhythmic stroking action. Full in, full out, part way in, part way out. Both were thrown into a sexual frenzy and Dianne's hips became a blur as she began counter thrusting with a sense of urgency.

An incredible pressure was building at the base Sean's erection and the thick liquid surged up his jerking member and seemed to stall as it neared his highly excited gland. The liquid joy swirled deliciously around the tingling head and then jettisoned outward into Dianne's grateful, milking vagina. Sean squealed with joy as his third orgasm of the morning was unleashed.

"AHHHHHHHHHHHHHHHHHHHHHHHH .."

Dianne suddenly felt the most incredible sensation grip her entire sex as the torrents of Sean's thick semen gushed and spewed into her womanhood. The liquid pressure kept building, overwhelming her orgasmic dazed mind and she knew Sean was going to make her orgasm.

Her legs shot out from her body in a wide 'V', cycling frantically in the air as her body bucked and thrashed. Her hands fisted tightly and her toes curled. Her mouth opened but no sound was heard, her eyes opened wide but all she saw was orgasmic flashes of light.

Finally, a loud ecstatic wail was heard as her orgasm was unleashed,

"IEEEEEEEEEEEEEEEEEEEEEEEE .."

Dianne slumped in a euphoric orgasmic daze, her body jerking and spasming with intense aftershocks. Sean's erection continued to spew its thick essence. Slowly, they came down from their ecstatic highs and held onto each other closely as they savored their post orgasmic aftershocks. The fourteen year olds entry into manhood was now complete.

They kissed deeply and passionately.

Sean slowly pulled his deflating member out of Dianne's reluctant vagina. It slipped out with a loud slurping sound and gushes vaginal juices and semen flowed outward from the gaping hole and flowed onto the edge of the bed and onto the floor. Dianne moaned as the wonderful fullness left her stretched womanhood.

"Ohhhhhhhhhhhh .."

Her feet slipped off the edge of the bed and fell to the floor and they smiled at each other.

Dianne said softly,

"Now you know what it is like to be a man."

Sean said,

"I can't wait to tell Mom, do you think I should tell Dad?"

Dianne chose her words carefully,

"I think you should talk to you mother about that first."

That afternoon, a very happy Sara hugged Dianne, saying the change in Sean is phenomenal. Dianne also saw the look on Sara's face that only a woman has after she has been sexually satisfied.

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