along terrifically. He smiled and got up, running over to me to give me a hug. Ben was your

average 13 or 14 year old, about 5'2", average body with nothing spectacular yet, brown hair, and

blue eyes.Â

I smiled at him "Hi there Ben, what have you been up to?"

He smiled back, "Ha, just watching TV, school, that type of stuff."

Picking up my bags I walked with him upstairs to my room, talking about my work, his school, our

parents and everything else that can get on a 13 year old's nerves. Eventually I jokingly turned

the subject towards girls and was not in the least surprised when he blushed.

Laughing I grinned at him, "what, you don't still think girls are 'icky' do you?"

His face turning a deeper shade of red he looked away, "no, of course not....it's...."

"It's what?"

"Well...I...I just think..." Downstairs the front door opened and we could hear our parents walking

in, and calling out, "Sarah?"Â I laughed, "I guess I should go say 'hey' to them, but we'll talk

more later, ok?"

He smiled, and said "sure."Â Later that night I walked back up to my room, tired after catching up

with my parents for hours. I closed the door behind me and began to undress. First went my white

t-shirt, then the tight, lowcut jeans i was wearing, until i was standing infront of my mirror in

just my matching blue bra and thong. As I looked myself over I turned around to give myself a full

view, both admiring and analyzing my body. I gave my butt a small slap and was just about to take

off my bra when I saw in the mirror, behind me, my closet door move slightly. I hadn't noticed

earlier that it was narrowly cracked open. Hesitantly, I walked over to the closet, curious as to

what might be inside. As I opened the door I saw Ben, holding a pair of my panties and staring back

at me, his face red with embarassment.

He stuttered the words out as I became angrier and angrier, "Sarah, I...umm, I didn't...I'M SORRY!Â

Listen, please, pleaseeee don't tell Mom and Dad."

I stood there looking at him, finally I took him by the arm, dragging him out, "I cannot believe

you! I mean what were you doing in there? Spying? On me, your SISTER?!" Reaching the door I

shoved him out. "Stay out from now on, got it?" Slamming the door, I stood there, seething. How

could the little squirt spy on me, after I drove all the way down here for his birthday?

Two hours later, still laying in my bed I couldn't sleep. For some reason I couldn't even

thoroughly justify why I was mad at Ben. I realized that the fact that he was spying on me wasn't

why I was angry, it was the fact that it turned me on which was truly keeping me awake. I was angry

at myself. Finally, in the middle of the night I gave in to my own desires and slid a hand down my

panties. Furiously I began alternate between sliding two fingers in and out of myself and rubbing

my clit. Minutes later I came. My juices gushing out of my pussy and soaking my hand, my panties,

and even some of the bed. Standing up I changed into some other panties and went back to bed, this

time I was asleep in no time.Â

The next morning I woke up, well rested and fairly certain of what I had to do. Both to make up for

what I said to Ben the night before, and to satisfy my own desires. I put on a pair of tight jeans,

no panties, a black t-shirt, and a black bra. After checking myself over in the mirror I walked

down the hall to my brother's room. As I expected his door was closed and locked.Â

I knocked lightly. "Ben?" It took a few moments but soon he replied, "Yeah?"

"I wanted to talk to you."

"Um...why? Is it about last night? I'm really sorry about that."

"It's ok, I'd like to talk to you about that, can I come in?"Â I heard the door unlocking and then

he opened it up. I gave him a smile as I walked inside.Â

"So, what were you doing in here?"

He looked around, still a little shy,"Oh, i was um, on the computer. So your not mad?"

"No, I wasn't mad at you. I thought I was, but I was actually mad at myself."

He seemed a little confused, "Yourself? Why?"

"Well...because it turned me on that you were spying on me. Trying to see me naked."

It took a moment, but he soon registerd what I was saying. "wait, you mean you...you were turned on

by that?"

I smiled, unashamed, "yeah, i...i even masturbated. Which brings me to the reason I'm here." I

showed him a check I was holding. "I'm going to give you a choice, and I don't want your answer

today, give it to me the morning of your birthday. For your birthday present, you can either have a

check from me for $500...or a blowjob from me."Â With that I stood up and walked out, leaving him

dumbstruck, wondering if I could possibly be serious.Â

For the next few days I avoided seeing Ben anywhere where he might be able to discuss my offer,

which I noticed was causing him a great deal of frustration. Especially when I wore my most

revealing outfits and gave him some amazing views. All discreetly, and all within the presence of

our parents.

Finally saturday morning arrived. Ben's "party", which basically involved our relatives in the area

coming over for a cookout and cake, was going to be at 11:00 a.m. I woke up early and knocked on

his door, wearing a short black skirt, a light blue thong, a white top and white bra. He eagerly

answered, apparently already awake. I grinned, "Good morning, Ben. Happy Birthday!"

He smiled, "Thanks sis...so umm, i was thinking, and I uhhh-" he glanced up and down the hall, "-I

want the blowjob."

I smiled, leaning forward I kissed him softly. "Alright, then this afternoon I'll suck your cock."Â

I think he nearly came right then and there, but I just gave him another kiss and walked away, just

as eager for the afternoon. Around 10:30 our various aunts, uncles, cousins, and grandparents began

to arrive. I avoided Ben for most of the party but gave him the occasional glance. The party was

going well, and soon the time for presents came. First my grandparents gave him their's, which is

always either sweaters or some type of clothing. Then the cousins and aunts and uncles. Finally it

was my turn, I walked up to him, holding the card with the $500 check. As I handed it to him, he

looked so dissapointed I thought he was going to cry, but when I leaned down to presumably give him

a hug, I whispered, "don't worry Ben, your still getting your blowjob."Â That immediately heightened

his spirits. As I had bent over to give Ben a hug, my skirt had ridden up my ass, unintentionally

giving an uncle, two aunts, and my father a nearly unobstructed view of my firm butt. To my

surprise I was getting an appreciative stare from my uncle and one of my aunts.Â

Soon after the party was beginning to die down and I noticed we had conveniently run out of soft

drinks. Catching a look from Ben, I motioned him over and asked if he'd like to come with me to the

store. Together the two of us loaded into my Corolla and set off for the "store." It was obvious

Ben was eager to get his 2nd present as he could hardly keep his eyes off of me as I drove. I

headed off down some backroads which soon had us in the country passing field after field.Â

Ben looked around, seeing the vast rolling fields, "so where are we going for real?"

I grinned, "somewhere where a sister can give her brother a blowjob in private."

"I can't believe this is really going to happen Sarah."

"Well believe me, it is. Ahhh, and here we are...", I pulled onto a dirt path running into one of

the fields. After another minute of driving we were far enough from any traveled road that no one

would drive near enough to see us. I opened my door, getting out of the car, Ben quickly did the

same. I looked over at him as i stood infront of the car, "ok, now, take off your clothes."Â

Suddenly Ben seemed nervous, he slowly took off his shirt, then his jeans. Finally he was just in

his boxers. I looked on expectantly, "well?"

Ben fiddled with his fingers, "well...I'm kind of embarassed."

"Ben, I'm your sister, don't worry, just relax."Â Hesitantly, he gripped his boxers and slid them

down. As his cock came into view I saw why he was a little embarassed. His cock was soft, hanging

barely 2 1/2 inches. He looked up at me expectantly, but I just smiled. "Now, that wasn't so hard,

was it?"Â He smiled, encouraged.Â

"Now, it's my turn."Â I slowly lifted my top, revealing my breasts in my bra, eager to be free.Â

Next I undid my skirt, letting it fall on the ground. Kicking it out of the way, I turned my thong

covered ass to Ben and bending over I began to grind it against his small cock. Instantly he went

from 2 1/2 inches soft to 4 inches hard. Undoing my bra, I tossed it aside, and turned around to

show Ben my bare breasts. I brought his hands up to play with them. He began to massage my boobs,

playing with my nipples and making them hard. I leaned forward, pressing my lips to his and kissing

him, completely lost in the passion. As his hands travelled south he touched my thong, grinning I

stepped back, gripping my thong I slid it down and off. As Ben leaned back against my car, I

dropped to my knees and crawled towards him, both of us nude.Â

I gripped his small, rock hard cock in my hand and begin to stroke it while looking up at him. His

appreciative moans were all I needed to hear, i lifted the shaft of his cock and lowered my mouth,

leaning in to begin sucking on his balls.

"Oh my God! Sarah that's...ohhhh fuck that's amazing" I continued licking and sucking them for a

few more moments, then, while looking up into his eyes I wrapped my mouth around his cock. It was

easy enough for me to soon take the entire 4 inches all the way in my mouth, using my tongue to lick

the hard shaft even inside my mouth. I felt his hands grab my head and felt him begin to

instinctively thrust his cock in and out of my mouth. As I leaned back and let him take control of

the motion, he began to thrust harder and harder, using my mouth like a pussy. Dutifully, I kept my

mouth as tight around his fucking cock as I could. Within a minute of the beginning, I heard his

moans get louder, and felt his body tighten. Preparing myself for the flood I knew was coming, I

heard him say,

"Oh my God Sarah! Oh fuck...I....I'm gonna cum!!!!"

Feeling his thrusts getting harder, I suddenly felt blast after blast of his hot, gooey, salty semen

being shot into my mouth. Without hesitation I began to swallow, surprised by the force and sheer

amount of cum being pumped into my mouth by his cock. After six solid blasts of his cum I finally

finished the last of it. Leaning back and taking my mouth off of his cock I smiled up at him.Â

Ben leaned back against the car, exhausted, "you swalloed all of it?"

"Every last delicous drop"

He grinned, "So I was alright?"

I stood up, pressing my naked body against his...feeling his cock going soft, "you were great."

He looked back at me, "can we, like stay here for a little while?"Â I grinned, "sure".........

      THE END

Please Feel free to provide feedback in any form and I'm open to requests or suggestions.

At the age of 12 he was still in the beginning of puberty.  He was 4'10" and weighed only 95 lbs.  He had shaggy brown hair like his father, but had my blue eyes and grin.  He was shy around most strangers and I got the feeling that he wasn't very outgoing at the private school he attended.  Around me however, he would talk for hours about anything and everything. 

At 36, my body had already begun to sag slightly which made me constantly worry if I would be able to find another man in the near future.  My 36C breasts had begun to hang lower than a few years ago and my butt, which was usually my most prominent feature had lost some of it's firmness.  I went to the tanning bed when I could get the chance and kept a light brown tan.  I now wear my hair in a curly pony tail most of the time.

A few weeks had passed since the divorce when my company was bought out by another and I was "unfortunately" laid off.  So I was a single mother without a job.  I called my sister in Washington and thankfully she was able to get me a job at her office.  Brandon and I loaded all of our belongings into my Chevy Trailblazer and U-Haul trailer and headed off for a new start in Washington.  Brandon never said it, but I could sense that he was ready for a fresh beginning as well.

We took a scenic route through the southern US, I wanted Brandon to have a chance to see as much as possible on our way.  We talked and listened to the radio and talked some more on our way.  We made it to Arizona before I realized that not only was it already 10:30 at night, but we were also in a pretty deserted part of the state.  I continued on until we came to an exit with a small motel, a couple of fast food restaurants and two gas stations.  I filled up our tank and then drove over to check into the front desk.  Although the woman behind the counter was a little strange, she adored Brandon when he came in after me.  She offered me a $20 discount off the room if we used one of the queen bed rooms, she said they rarely got used and were needing to repair the double beds.  Brandon didn't mind the idea of sleeping in the same bed as me so we paid the fee and went to our room.  It wasn't really nice, but it was pretty clean and everything seemed to work.  We dropped our luggage and I started a shower. 

I smiled at Brandon as I pulled out a pair of athletic shorts and a t-shirt that I wore as pajamas, "Do you need a shower hun, or are you going to bed?"

He laid back on the bed, "I think I'm just going to go to sleep mom."

"Ok baby, but you have to take one tomorrow."

He groaned, "Mom, I know, I'm not a kid."

I smiled, "Your my kid, hun."  I took the shorts and t-shirt and closed the bathroom door.  I stripped off my clothes and stepped into the hot shower, enjoying the feel as it rinsed my body clean.  I finished and stepped out, looking in the mirror I stared at my body.  It was in pretty good shape considering.  I kept my pussy trimmed to a neat, yet full, bush.  I sighed as I looked myself over, I hadn't had sex with a man or woman in over 4 months and I couldn't help but feel that I was past the chance.  I dried my hair and pulled it back into a pony tail, then put on the small white t-shirt that was thick enough to hide my nipples when they were soft, as well as the black cotton athletic shorts that game down to my mid-thigh.

I walked outside to find Brandon in a pair of his old school's PE shorts that came down to just above his knees and a Atlanta Braves t-shirt that he loved.  He was propped up on a pillow watching TV.

I smiled, "That doesn't look like sleeping to me."

He laughed, "I was just wondering what was on mom."

I walked over and turned off the TV.  "Well it's time to go to bed now."

He sighed, "Ok ok...if you say so."

I walked over to the bed and pulled back the sheets to get in. "I do say so, so good night hun."

I climbed into bed and was about to turn off the light when Brandon spoke.  "Mom....I have a question to ask, and I know it's going to sound weird."

I hesitated for a moment.  "What is it baby?"

He looked away for a second, "Well, could you tell me.....or show me how to have sex witha girl?"

For a second I couldn't believe what I had heard.  Had he really just asked me that.  "Exucse me Brandon?"

Brandon stuttered, "W-w-well, the guys at school....they said you would have sex with anybody who asked, and I just knew that I would need to be good at it before I went to the new school, otherwise the girls there will laugh at me too a-."

"What did you just say?" I asked.  "About me."

He seemed sheepish, "Well the guys at my school, they said that you had sex with the principal when I failed my 4th grade year so that I could go ahead to the next grade...and they said you have sex with alot of guys."

I was speechless.  I had in-fact done that, but I hadn't thought anyone had known, and now my own son knew!

I looked at him in shock as it all computed, "Brandon...I am so, so, sorry.  I...I didn't mean for that to ever get out sweetheart....I don't know what to say."  Then the rest of it registered, "But what makes you think you need to know about sex yet?  Your not even a teenager."

He looked over at me, "I know, but everyone is already talking about it.  They know so much more than me and they laugh when I don't know what their talking about....and I couldn't even kiss Lisa Andrews when I had the chance, then everyone found out about it."  he seemed like he was on the brink of tears just remembering it.

"I'm sorry sweetheart, I know it doens't make it feel better but I can't help you with that.  I'm your mom baby, I just don't think you should know these things yet.  I think it will be alot better at your new school this year though."

He pulled back the sheets and got out of bed, "I-I'm sorry mom, I didn't meant to.....I'm sorry, I don't know what I was thinking.  I'm such an idiot.  I....I've got to go to the bathroom...." He closed the door to the bathroom before I could say another word. 

I sat in the bed, wondering how all of this had happened so fast.  I couldn't believe that he knew about the people I had slept with, I couldn't believe he even knew about sex already, and I absolutely couldn't believe that he wanted my help.  But as I sat there and the minutes went by I couldn't help but think that my little brother had only been 14 when I first sucked his cock.  As I thought more about it, the more appealing it sounded.  Finally I stood up and walked to the bathroom and knocked on the door.

"Brandon, are you ok?"

I heard him shuffle inside, "I'm fine....I'm sorry, I shouldn't have asked you that."

"Come out here baby, I'm not mad, I just want to talk to you."

There was silence for a moment before the door opened, he looked up at me. "Your not freaked out?"

I smiled, "No baby, I was just surprised, I didn't know you knew that about me.  Come on, let's talk about this."

He followed me back to the bed where I sat on the edge.  He sat next to me, I took a deep breath then turned to look at him.

"I guess I should ask what you already know about sex, and what you do already, sexually."

He looked down, obviously embarassed, "Well I know that a guy puts his penis in a woman's vagina to have a baby.  And that's sex.  And...I guess that's about all.  Um, I....I masturbate sometimes, but that's about all."

I realized I was shocked that he masturbated already, and my curisoity wouldn't let it go. "What do you usually masturbate about?  Like what thoughts?"

He seemed hesitant, "Umm, just girls usually."

I nodded, "Ok, any specific girls, or a type of girl, like age or race?"

He looked away, "Yeah, umm, well....." He looked back at me.  "I'm really sorry mom, but....I usually masturbate and think about you.  I....I have a picture of you in a bikini at the beach."

I gasped as he said it.  I stared at him, then, without hesitation I leaned down and pressed my lips to his.  He wasn't sure what to do, and he seemed to shocked to do nearly anything, so I began to kiss him softly, then as his lips began to move with mine, I put a hand on his back and kissed him deeper; completely lost in the moment.  That my son was masturbating while looking at me unleashed every incestuous thought I had had over the past few years, at that moment, I wanted nothing more than to have sex with my son.

He slowly began to pick up on what to do.  Soon he was kissing me back with a small amount of skill mixed with a great deal of passion.  Slowly I broke off the kiss.  Both of us were breathing hard and I pulled him tightly to me in a hug, "I love you so much baby."

He held me tightly, "I love you too mommy, thank you so much!"

I gently pulled him back and looked at my son in the eyes, "You can't tell a soul about this, ok?"

He nodded eagerly, "I swear mom."  I smiled, "Ok baby, now, lean back."

He nodded and laid back on the bed so that his whole body was on it.  I climbed onto the bed and took his shirt by the waist and pulled it up around his chest so that it stayed there, revealing his smooth bare torso.  Then, with a reassuring smile, I took the waist band of his PE shorts and pulled them down to his ankles.  I stared down at his completely hairless balls and cock.  His balls were about the size of walnuts and his flacid penis was 3 inches long and laying limp across his left thigh.  I leaned over his body and took his smooth dick in my mouth.  He moaned as my warm mouth enveloped his cock and began to suck.  I continued to suck on it, sliding my mouth up and down on the shaft, as it began to grow to 6 inches and hard.  He was moaning so loudly as I sucked him that I was grateful I hadn't seen anyone staying in the rooms next to us.

"Mommy that feels so good!" He moaned out.

I felt his cock begin to pulse and was surprised when I felt a salty liquid spray into my mouth.  After only three minutes of a blowjob my son had came in my mouth.  I continued to suck, and soon his cock had sprayed all of it's cum into my mouth.  It wasn't much, but I savored the taste of my son's cum as I took my mouth off of his cock and looked at him. 

He had an apologetic look on his face, "I'm sorry mom, I didn't think I would do that."

I shook my head, then swallowed his cum.  He looked at me in disbelief and I smiled, "It's ok baby, you just came in my mouth, that's all.  And I will always swallow a load of cum."

He leaned up and wrapped me in a hug.  "Thank you mommy!  I love you so much."

I hugged him back, "I love you too Brandon."

He leaned back, "So what do we do now?"

I smiled, "Well, let's give you penis a break.  If a man uses his mouth on a woman's body she absolutely loves it."

He looked eager, "So what do I do?"

I grinned, "Lick me wherever I tell you to.  I'll be back in a second."  I stood up and walked to the bathroom.  I stripped off my clothes and brushed my teeth before giving myself another glance over.  Pleased with what I saw I opened the door and walked outside.  Brandon's jaw nearly dropped as I walked to him nude.  He was sitting on the edge of the bed nude as I walked to him.  I pushed him gently onto his back and climbed onto the bed, straddling his face, I hesitated for a moment, then lowered my pussy to his face. 

"Lick it baby, lick it all over."

Without hesitation he did exactly as I told him.  Although he had no skill, he made up for it in sheer passion and determination.  He licked and sucked at my pussy as if it were the most delicious thing in the world.

"Ohhh baby yessss, lick your mommy's pussy baby....mmmm yesss lick it so good for mommy."  Soon I was soaking wet as I felt his tongue sliding inside my slit and licking my pussy lips.  Soon I could feel an orgasm building inside me and I knew that I would cum so hard.  I wasn't sure if I should cum on his face or not, but as he slid his tongue inside me again and moaned into my pussy, I made my decision. 

"Mmm baby yesss.  Ok baby, close your eyes and open your mouth wide, ok baby?"

"Like this?" He said as he did as I told him.

"Yes baby, just like that."  I reached down and began to rub my clit as my orgasm got closer and closer.  Soon I felt it break over me and a gush of juices sprayed out of my pussy and all over his waiting face.  His mouth was soon full of my juices and as I watched he closed his mouth and drank my cum, just as I had drank his. 

I collapsed onto the bed next to him, out of breath and beginning to sweat.  He looked over and smiled at me, his face and hair soaked in my cum.  I smiled and rolled over on top of him.  Leaning down I began to lick my juices off of his face.  He smiled and pressed his lips to mine as I tasted my juices on his mouth. As I leaned back I felt his hard cock press against my thigh, glancing back, I saw the 6 inch hard penis standing straight up. 

Brandon smiled, "Mom, that was amazing!"

I grinned, "You were wonderful baby."  I motioned back towards his hard cock, "Do you think your ready to have sex for the first time?"

He looked up at me, "Please mommy, can I?"

I smiled and took his hand, bringing him up into a sitting position.  Holding him tightly in a hug against my breasts, I lowered myself down until I felt his cock pressing against my slit.  He moaned into my boobs and began to suck on them as I lowered myself down and took my son's penis into my pussy for the first time ever.  I began to ride slowly on his cock, then faster as he hungrily moaned into my breasts as he pulled my nipples and sucked and licked on them.

I moaned out as I felt his hard throbbing cock sliding in and out of my tight pussy, "Mmmm, yessss baby your so hard inside me."

He looked up at me, "Mommy, you feel so good, I love this so much!"

I held him tightly to me as I began to ride him faster and harder, taking his cock inside my eager pussy again and again.  Soon I moaned out in pleasure and ecstasy as another orgasm rocked my body and I gushed all over his lap and the bed that we would sleep in.

My convulsing pussy pushed him over the edge, soon he groaned out, "Mommy, it's about to happen again, where should I do it?"

I had remained on birth control and tonight I was thankful I had.  I whispered in his ear, "Cum in my pussy baby."

He looked up at me, and as our eyes met I saw his face contort in ecstasy as his cock unleashed his cum inside me.  His body tensed as it came, and then, like a switch, collapsed against the bed.  I fell next to him, spent from our fun.  We fell asleep laying in my puddle of cum but neither of us cared, we just held eachother tightly all night.

THE END>>>>>>

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