Mom to the Second Power

Disclaimer: Although this story starts at a young age, no sexual activity occurs with minors. It is a work of fiction based on a few real incidents.

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I am a breast man. I like all sizes and shape of breasts. My favorites are round, between C and DD, with a slightly sag when the bra is removed so I can lift them and feel their weight. When I meet or approach a woman her breasts are the first thing I notice. I look to see the size, if she is wearing a bra and what kind, do they bounce or giggle when she moves, are her nipples hard. When I have a chance to touch breast, whether bare or covered, I do so with reverence. To caress and suckle a breast is almost a religious experience.

I grew up like most young boys. My dad was gone a lot so it was mom who gave me the "birds and bees" lecture. As I grew older I became more fascinated and curious about girls like most typical adolescent male. I had a few girlfriends in school but took my moms lessons to heart and nothing much happened.

As my 18th birthday approached mom asked me if there was anything special I wanted. I got up my nerve and told her I once saw her breast when I was in the 3ed grad and the best present she could give me was to let me see it again and this time let me touch her. She replied with the answer that most mothers probably give. "Oh, honey, I am so flattered but no, that would not be right." I was very disappointed.

I graduated from high school the following month and went to Florida to visit my grandfather and grandmother Bee (mom's parents). While I was there I noticed how Bee's breasts were shaped. She was sixty two but kept herself in decent shape. She was 5' 11" tall with a few extra pounds but they were spread evenly over her entire body. Her breasts were large and round and although gravity had taken its toll they had just the right amount of sag for me. She would check on me every night and tuck me in with a kiss on the forehead. Even though she was wearing a very unsexy granny gown, as she bent over to kiss me I would see her breasts under her gown hanging down and swaying. Sometimes the neck of the gown would open slightly and I could see flashes of her breasts. It was a very pleasant site so one night I got up my nerve and asked if she would lift her gown and show me her bosoms and let me touch them but she gave me the same answer my mom did.

A couple of days later I came into the kitchen for breakfast. Bee gave me a good morning hug and as she turned to go back to cooking my hand accidently brushed across her breast. It was only a split second and she did not react to the light touch so an idea started to form. The next time we hugged I tried brushing my hand across her breast, on purpose, as we pulled apart and when she did not react again I kept doing it.

Even though I really enjoyed playing my little game of feeling Bee I couldn't wait to get home and try it on mom.

My family is a hugging family so when I got back home I tried my game with mom. We hugged I positioned myself so I could squeeze her breast between my arm and side. I would also try to have my arms under hers when we hugged and when we released our embrace, if no one could see, I would slide my hand across her breast as she turned. Sometime she would push my hand down so I would miss, sometime she would move my hand after I had it full on her breast and sometimes she would not respond at all, just turn and move away.

This game continues till this day with varying degrees of success. My dad had left about 5 years before so it was just mom. I had married and moved out but still felt-up mom every chance I got.

Then my grandfather in Florida died and Bee moved in with my mom. I soon added her to my game and enjoyed my visits with them even more.

Things started getting interesting when I was about thirty. I went to visit mom and Bee. She was in eighty now and still turned me on, especially in the evening when she walked around in her pajama pants and shirt, with her breasts swaying as she moved. One morning I woke up before everyone else and could not get back to sleep so I decided to go to the kitchen and make some coffee. While I was standing at the counter I felt a pair of arms slide around my waist and breast press against my back. I could tell it was Bee.

She hugged me and said" Good morning Danny."

As she hugged me I reached around behind me to hug her back and felt my right hand go around to her bask. The way I was standing my left hand did not reach her back but landed on her side. As I moved my left hand a little I realized it was on the side of her breast. I squeezed it slightly and moved my hand down to hold more of her soft wonderful orb. She did not say anything as I caressed her breast, trying to get to her nipple. She tried to push my hand away by pushing on my arm with her arm but she pushed against my elbow and I let it bend out as I continued to massage and push my hand toward her nipple.

She let go of me and stepped back against the kitchen table. I turned and we looked at each other for a long moment without saying a thing. I took a step toward her and she didn't move. I took another step and held out my arms and placed my hands on her hip. She stood there looking into my eyes not moving.

She wore a two piece pajama outfit of pants and a button up top. I looked her in the eye and said, "Unbutton your top."

"Danny, I'm your grandmother I'm not going to unbutton my top," she replied, still looking into my eyes.

"OK, then I'll do it," I said.

I places one hand around her waist and lifted the other and unbutton her top button. She could have moved away but when she just stood there, staring into my eyes and not moving, I undid one button at a time going slowly, expecting her to stop me and go to her room at any minute but she just stood there. I undid the last button and slid my hand under her shirt onto her bare stomach. She inhaled deeply at my touch and closed her eyes. I slowly raised my hand up her warm flesh until I touched the bottom of her breast.

"You have always wanted to touch me there so go ahead," she said.

As I took her breast in the palm of my hand and lifted it, feeling its nice weight I rubbed my thumb over her nipple. She opened her eyes and looked at me, "That is my bosom and that is my nipple. It doesn't get hard anymore."

As I ran my thumb across her nipple it started to stiffen. As I squeezed and massaged this glorious orb her eyes closed and she moaned deep in her throat.

"Is it your nipple doesn't get hard or is it you just haven't had the right person touching it?" I said as I leaned forward and pressed my lips lightly against hers.

She responded by slightly parting her lips and kissing me back. Another moan escaped as I held her breast and pinched her now hard nipple. We broke the kiss as I brought my other hand around and took hold of her right breast and started massaging and lightly brushing the nipples of both at the same time. She had a dreamy look on her eyes so I lifted my hands to her shoulders and pushed her shirt down her arms. It fell to the floor and I took my first look at her wonderful bare breast. They were creamy white with large cinnamon brown areolas. At the center were the wonderful nipples, and yes, they were hard and sticking out about the size of the tip of my little finger.

I reached around and pulled her to me and her warm breast pressed against my bare chest. I kissed her lips again and this time I let my tongue brush her lips and she opened her mouth and accepted my tongue. She put her arms around my neck and pulled me closer and tighter to her as our tongues danced with building passion. I let my hard dick press against her stomach as we embraced to let her know what she was doing to me. She pushed back and swiveled her hips as my dick rubbed against her. I finally broke our kiss and brought my hands back to her breast and lifted them as I bent over and took a nipple into my mouth and started licking and sucking. She moaned again and I switched nipples as I pinched and pulled on the one I just left.

As I suckled I let my right hand slide down her stomach and under the elastic in her pants until I felt her pubic hair. I was surprised at how thick it was for a woman her age and just ran my fingernails lightly through it a couple of times before venturing over the edge to her most secret of places. As I touched her vaginal lips she gasps and closed her legs. My hand was now trapped against her pussy.

I looked up at her while still sucking on her nipple. She wanted to say stop but her eyes and body denied that command. Finally she said, "I guess we've gone this far, we might as well not stop. Anyway, that part of me has not worked in years either." She opened her legs and I slid my hand across her hidden lips and let my finger slip between them. She was wrong again. My finger slid across her wet, slick pussy and I spread her juices around the outside as well as the inside. As my finger tip crossed her bud she gasped and pulled my head tighter against her breast.

"I guess you just needed the right person to get it working again." I giggled. She moaned then giggled too.

I hooked my hands in the elastic on the side of her pajama pants and slid them down exposing the natural growth of her hair covering her womanhood. She moved her hand to cover herself but I moved it to the side saying, "never cover something as beautiful as that."I was on my knees now and without hesitation I leaned forward and buried my face in the wonderful gray hairs. I inhaled deeply of her sexual fragrance and reached out with my tongue and licked around her hair and licked at the edge of her slit. She stepped out of her pants and sat on the edge of the table. She lifted her foot and placed it on a chair as she opened herself to me. I moved another chair around the table and she put her other foot on that chair and leaned back on her hands. Now I was looking at her beautiful pussy, lips open and glistening with her love juices, her erect love bud sticking out from under her hood. I leaned forward and licked her in one slow move from bottom to top. She was already wet and as I moved the tip of my tongue across her clit she moaned and got even wetter. I was in heaven. I had one hand on my grandmother's breasts and my face buried in her hot, wet pussy. The taste of her juices, the aroma of her sex and her moans had me in nirvana.

As I licked and sucked her now protruding clit her moans came louder. I could not stand it any longer so I pulled my shorts down and started to rub my rock hard cock. As I sucked her clit I reached up and inserted 2 fingers into her well lubricated pussy and slid then in and out and around getting her juices all over my hand and then rubbed it on my organ. I could feel my grandmother getting closer and closer to an orgasm. I was getting closer too and stopped jacking-off. Then, with grandmother right on the edge of a huge orgasm I heard a sound behind me. "Mother! Danny! What are you doing? How could you do this! This is so wrong." My mother was screaming. I started to jump up but my grandmother garbed my head and held it between her legs and said, "Don't you dare stop."

My mother came over to where we were and looked at both of us. She looked at her mother and said, "How could you be doing this? This is my son, your grandson. How could you do this?"

My grandmother could hardly speak, "I started to say no ... but it felt so good ... ooohhh ... as he sucked my breast ... I couldn't stop."

My mother was standing beside us now. I looked up at her face and our eyes met. I could see the anger leave her eyes as it was replaced by......astonishment, desire, I wasn't sure. She looked at Bee and let her gaze slowly go down her body to where my mouth was attached to her, hungrily eating her pussy. Then her gaze continued down my body until she was staring at my hard dick. Grandma wasn't watching any of this. She was in the middle of a long overdue and sorely needed orgasm that drenched my face and filled my mouth with love juices. All of a sudden she started squirting all over my face as I tried to catch her juices in my mouth. Who would have guessed she was a squirter?

As she relaxed I slowly licked her pussy clean and started to lick the juices from her thighs like a cat grooming itself. When I finished I sat back on my heels and looked at mom. She was about 5'8" and a bit overweight. Her stomach stuck out a bit but her breast, tough medium size had just the slightest sag for a woman in her mid fifties. I noticed my mother's nipples we erect under her nightgown. Her gown would have just been long enough to cover her panties, if she had been wearing panties, but from where I was I could see her natural bush.

I looked up at my grandmother and she had noticed moms erect nipples and where I was looking and tilted her head toward mom saying, "Go ahead."

As mother stared at us I reached over and touched her crotch. She did not move or say anything so I rubbed a little harder. Mother moaned. She was wet.

I now turned my attention to mom. I had moved my hand up under her gown and was caressing her breast. She closed her eyes and was moaning and rubbing my back. My grandmother got down from the table and pulled moms gown over her head. I hungrily sucked mom's hard nipples and massaged her breast. As I was doing this my Grandmother bent down, reached over and stroked my cock. I almost came right then.

As I sucked one breast and felt the other, I slid my free hand between her legs. She was already wet. I guided her to the table just vacated by Bee and lifted her up onto it. I spread her legs and looked at the lips covering the spot where I made my entry into the word. I slid my hand down and spread her lips. Then lowered my head and stuck my tongue into the hot canal I emerged from 30 years ago. Strangely, it felt and tasted like home. She moaned and started rubbing her breast. I noticed my grandmother was standing close to us watching and sliding her fingers between her legs and into her still wet pussy. Then she reached over and stroked my cock. My mother was now lying on the table, her legs spread presenting herself to me. She was moaning and squirming as I eat her for my second breakfast.

My grandmother, not wanting to be left out, sat on the floor beside me and stroked my dick. I turned toward her and she kissed the swollen head and licked a drop of precum from the opening then sucked my entire length into her mouth. I gasped into moms pussy and she gasped and moaned.

I was licking my mother's hot pussy, running my tongue from her clit to her ass. One of my hands was caressing her breast the other was pressing two fingers into her hot hole. I was in heaven. I was eating mom's pussy, had just finished eating granny's, and now granny was giving me a blow job, and very expertly I must say. Mom was moaning and coming closer to an orgasm. My grandmother was sucking my cock, fingering her pussy and I switched from mom's breast to hers. We all edged toward climax.

Then, suddenly, mom screamed and clamped her legs together trapping my head against her pussy as I sucked her clit. Her body started quivering and her juices were flowing in squirts. (Like mother like daughter.) That was all I couldn't stand and with a jerk and spasm I filled grannies mouth with cum which she drank with abandon. My cum hitting the back of the throat set off her quivering orgasm.

I licked my mother clean. My grandmother, after swallowing all my cum, licked my dick clean. Then I licked my grandmother clean. As we recovered we just looked at each other. I said, "It is still early so let's go back to bed."

I led my mother and granny to mom's room. We all lay down naked together and held each other close. Mom allowed me to suckle the breasts I have craved since the third grade while one hand gently brushed through her bushy hair at the junction of her thighs. I reached behind me to rub the breasts of my mom's mom. Turning my hips slightly toward her she stroked my dick lightly. With the warm naked female flesh against me and the aroma of both women on my face and in my mustache I thought, "I'll have my dick buried to my balls in both my mom's before the end of the day, and to think, it all started with the breast of my mom to the second power." Then, in total contentment, we all drifted off to sleep in each other's arm.