My Mom the Model

It was a cold winter morning and Susan Osborne was ready for her big day. Susan had always wanted to be a model but family got in the way at an early age. Susan is a 38 year old mother of one. She knew she had a great body and was ready to sign a modeling contract when she found out she was pregnant. She quickly married her husband and spent the next eighteen years as a dutiful housewife.

Susan loves her husband and son but in the back of her mind she often wondered, "What if?"

After sharing her dream with a friend over coffee her friend mentioned that she knew someone who could get her a session with one of the best photographers in town. She jumped at the opportunity and had her friend set up an appointment for her to get some head shots.

As excited as she was, she was still realistic. She knew that her family would never move to LA or New York for her to chase her dream. Being in a small city did have its advantages though. She figured that the talent pool would be smaller, which should give her a chance. After setting up the photo session she learned that the photographer worked with both of the local talent agencies and could help get her in touch with one of them after she had a portfolio.

Despite her age, she knew modeling was a young woman's game; Susan felt comforted knowing that she had an ideal modeling body. She has a tall, 5'10", statuesque frame. Her breasts are full and firm but not huge. Her waist is thin and her hips have a distinctive womanly curve that completes her hourglass figure. Susan's long dirty blonde hair flows over her shoulders in big sweeping curls. Her deep blue eyes are accentuated by high cheek bones and a pair of plump full lips.

Her husband thought she was crazy for doing it, he didn't want her to risk rejection, but he supported her decision. Susan hoped that she could appear in just enough local ads to finally say that she was a model.

On the morning of the photo shoot Susan's husband was already at work and her son, Jason, was home for winter break. He was an eighteen year old college freshman. Jason, blessed with the same good genes as his mother, is just as tall with a lean athletic body. His plan for the break was to catch up on some reading and hit the gym every day.

"Jason."

He heard his mother calling him through his bedroom door.

"Yeah, mom."

"I need a favor."

"Can it wait; I'm getting ready for the gym."

"You're heading out? Great, I need a ride."

"What's wrong with your car?"

"It's still in the shop and your father took his car to the train station this morning."

Jason opened the door. He wore a loose fitting pair of track pants and a skin tight t-shirt. Susan, dressed for her head shot, was wearing a bright red button down sweater that clung to her body. Several buttons at the top were left open, revealing a black strapless top covered in small white polka dots. The top wasn't very revealing, but the combined effect of the open sweater and the tight black top was sexy nonetheless. Around her waist, she had tied a black satin ribbon into a bow to serve as a mock belt. Her legs were covered by a fairly conservative black lace skirt that ended just below her knees.

"Where do you need to go?"

"Just downtown, it won't be too far out of your way. I promise."

"Ok, I can drop you off. Are you ready?"

"Yeah, my appointment is in twenty minutes and I don't want to be late."

Susan followed her son to his car and they took off. On the ride to the studio, she told her son what she was doing and why. He tried to be supportive, but thought that his mother must have lost her marbles. After all, who decides to be a model at her age?

Jason followed his mother in to the studio to use the bathroom before he left for the gym.

"You must be Susan." The photographer rushed across the room and took her hand in his.

"I prefer Suzy."

"No problem, Suzy. My name is Eric Dufresne. I must apologize however, because my assistant called in sick today so I'm here all by myself."

"That's ok, do you want to re-schedule?"

"No, no, we can still do your headshots. The studio is yours for the next hour and then I have another shoot for the rest of the afternoon."

"Great, I'm so excited."

"You're friend told me how pretty you are, but I must confess that I am pleasantly surprised. You should see some of the women who come to me asking if they can be a model."

Eric looked over Suzy's face and body while talking. Suzy blushed both from the compliment and the overt attention from someone other than her husband.

"Alright, mom, I'll be by later to pick you up." Jason said as he walked in from the bathroom.

Suzy turned to her son and made a quick introduction.

"I know you must be in a hurry, but if you can spare a little time I could use some help with your mom's pictures, as I'm without my assistant."

Jason looked anxious as he edged his way to the door.

"How about this; if you can help out I'll take fifty dollars off the cost of the session."

Jason still appeared uninterested in helping out.

"C'mon Jason. You can have the fifty bucks and then go to the gym afterwards." His mom did her best to pressure him.

"Ok." He capitulated to his mother's plea knowing how much this meant to her.

"Don't worry Jason, it is a pretty easy way to make fifty bucks. I promise. Alright, let's get started."

Eric led Suzy and Jason into the studio. It was a large penthouse loft with floor-to-ceiling windows overlooking the city. Scattered around the room there were several different locations set up with various backdrops, lights and furniture.

Eric showed Suzy where the dressing room was so that she could freshen up her make-up, again apologizing that his assistant wasn't there to help her.

Eric had been a professional photographer for most of his adult life. He was once an acclaimed photographer and his career had peaked when he got a gig working for Victoria's Secret. Over the years he had seen every type of depraved behavior. After getting a little too frisky with some of his models he was unceremoniously booted from the fashion world and found himself doing porn shoots for low-budget adult websites. At first he was happy to be surrounded by naked women all the time but eventually the thrill had diminished to the point of repulsion. He decided to get out of the game before he got to the point where he wasn't able to even look at another pussy again. He left LA and went back to his hometown. After several years of hard work he had finally managed to reestablish himself, although he knew that with his reputation this is as far as his career would ever go.

Eric was now proud of what he had built up and was always eager to work with new models, because he knew as well as anyone else that the next hot face could come from anywhere.

While Suzy got ready, Eric approached Jason to discuss his new job.

"Listen, Jason, I know you don't want to be doing this right now but it looks like it means a lot to your mother. And trust me when I say that she might have a real shot at this. Most women her age would kill to look like her, and that goes for models too."

He saw that Jason wasn't terribly interested in what he was saying, so he cut to the chase.

"This is what I need you to do. Just do everything that I tell you and keep quite. Those are the two most important requirements for any assistant. Ok?"

"Sure, I think I can handle that."

"Great, just remember; you're the assistant, she's the model, and I'm the boss."

Suzy emerged from the dressing room as Eric finished up with Jason and was led to a stool in front of a large white curtain in the center of the room.

Suzy sat on the stool with her legs crossed and her knees pointed off to the side while her body faced the camera. The way that she twisted pulled her sweater open a little further, exposing more of the black shirt underneath. Eric gave Jason a large white circular reflector and positioned him so that he was kneeling in front of his mother. Eric directed him to keep the reflector pointed at her face to catch the natural light from the windows.

As he knelt in front of his mother, Jason noticed for the first time that her conservative skirt had a slit running up her left leg from the hem all the way to her upper thigh. As she posed, with her left leg crossed over her right, the skirt parted revealing the smooth tan flesh of her leg up to her mid-thigh.

After initially noticing his mother's exposed leg Jason refocused his attention on following Eric's directions but found himself watching the subtle movements of the muscles her thigh every time she shifted her position for the camera.

Looking up at his mother, Jason had to admit that she was hot. He had never given it much thought before but once he noticed her flesh being revealed in such an innocent, but yet sultry, way he could see that she would make a great model after all. He allowed himself to continue staring at her bare leg, hoping that she didn't notice. Nervously, he shot a glance up to her face and saw that she was pouting for the camera, too engaged to notice that her son was ogling her like a pervert.

The studio lit up with each shot and Eric had Jason move around to highlight different parts of his mother's face. After a while, Eric had Suzy stand up behind the stool bending forward with her arms propping herself up. He asked her to look sexy, to which she responded by pushing her breasts together with her arms. Jason stood in front of her while she posed and was treated to a view of the tops of his mother's milky white breasts nearly spilling out of the top of her shirt.

He looked away, guiltily, as soon as he noticed that he was staring at the soft swells of her breasts pushing up out of her top. Knowing that her attention was directed entirely at the camera, Jason kept stealing lingering glances at his mother's chest. After several minutes of staring at her soft flesh, Jason felt a familiar swelling in his pants. His face turned beat red thinking that he was getting turned on staring at his mother.

Their hour long session flew by, with neither Jason nor his mother realizing how long they had been there. After the session was over, Suzy went to the dressing room to gather her stuff while Eric excused himself to make a phone call. Jason stayed behind in the studio and stared in awe out of the window. The weather forecast had said that the big snow storm was supposed to start later that night, but it had apparently came early. During the brief time of their photo shoot the city had turned into a winter wonderland. The street and sidewalks were completely covered with a thick coating of snow.

"Holy crap!" Suzy said as she walked back into the room noticing the snow for the first time.

"Yeah, right?" Jason concurred.

"This is nasty. Maybe we should see if we can hang out here until the roads get plowed." She thought out loud.

"That won't be a problem." Eric said, walking back into the room. "My shoot for this afternoon was just cancelled. They said the car that was supposed to bring the models over was stuck in the snow. So you guys can hang out as long as you want. There is some coffee and a couch in the front room if you want to make yourselves more comfortable."

"Thanks, that sounds great." Suzy said as they headed out to the other room.

Jason spent the time pushing thoughts of his mother's legs and breasts out of his mind and was relieved when Eric joined them after a few minutes.

"Suzy..."

"Yeah?"

"I have a crazy idea. I've been going over your shots, and I've got to say that you look great on film."

"Thanks."

Jason could see that his mother was beaming.

"Well, since my studio is empty I wanted to see if you want to try being a stand-in for the afternoon." He sounded like a nervous boy asking a girl out to prom, and quickly added, "I'll pay you of course."

Suzy couldn't believe her luck.

"Yeah that would be great."

She almost burst as she spoke.

"And of course, I'll need an assistant. What do you say Jason, up for making a little more money?"

"I guess I've got nothing better to do."

"Great, let's get started."

Eric led Suzy and her son back into the studio and explained what he had in mind to them. He told Suzy that typically models would make $150 an hour, but since she wasn't a professional yet he would pay her $75 and would add in an extra $25 an hour for Jason as his assistant. She was so thrilled to actually be working as a model that she was prepared to do it for free.

"Thankfully, my assistant got everything set up for us last night but I haven't had a chance to go through the client requests to see what they want so we will just have to wing it. Jason, you can stay out here while your mother gets ready. The first shoot should be an easy one. It's for a circular for a women's clothing store and I think there are only three outfits. Suzy, the first outfit should be on the first rack in the back of the dressing room. Go get dressed and come out whenever you're ready."

Suzy beamed as she practically ran into the dressing room. She was moments away from realizing one of her greatest fantasies and she could barely contain her excitement.

While Suzy got ready, Eric again explained to Jason that his job was to do whatever he says and that it would be a little more involved than the previous session. Mostly he would be moving lights around and helping get his mother positioned properly for different poses.

After Suzy came out, Eric looked her over and after telling her how good she looked he sent her back to put on some nail polish. She felt embarrassed that in her effort to get ready for the photo shoot that she forgot to put any on. She found a light pink that matched her lipstick and reentered the studio.

Her first outfit was a cocktail dress. She confidently strode into the room wearing a black halter dress that was loose around her breasts, which were supported by a wide belt that cinched the dress around her waist. The skirt portion of the dress flared out from her hips and ended at her mid-thigh. Suzy had picked out some jewelry and a pair of black high heels to accessorize.

"Suzy, you look ravishing!" Eric fawned over her as soon as he saw her.

Suzy stopped in her tracks in the middle of the room. Her stomach was doing cartwheels. Here she was, finally getting a chance to be a professional model. She couldn't believe her luck.

"Really, you think so?" She knew she looked good but the photographer's opinion somehow carried more weight than her own. After all it was his job to look at women all day and decide who was pretty and who wasn't. His gushing approval made her feel like a million dollars. Suzy's head was spinning and her knees were weak by the time she was able to move again.

"Trust me, you were born to model." Eric gave her a knowing wink and then led her into her position in front of the camera

Jason dutifully assisted Eric for the first shoot. Eric had Suzy standing in different poses and turning to get her skirt to twirl. He kept Jason busy, making him run back and forth adjusting lights and occasionally brushing away hair from her face.

As Jason watched the shoot progress, a rush of familiarity washed over him. His thoughts drifted back to memories of his first discoveries of the female form. When he was younger he would steal copies of his mother's catalogs and magazines so that he could ogle the women. His first orgasm was fueled by a picture of a woman dressed much like his own mother who was posing right in front of him. Jason suddenly realized that standing in front of him was the living embodiment of his earliest sexual fantasies.

Jason cringed when his thoughts snapped back to reality. He tried to shake off any comparisons between his mother and the women that he pleasured himself to so many times. As he remembered those lonely nights he started to think of those women not merely as pictures but as people. Just like his mother, they too were mothers and wives. The realization that the women in those pictures were real people made them even sexier to him. Lost in his own thoughts, Jason became aware of blood rushing to his penis as images from those magazines raced through his head.

"This is great, Suzy. You're a natural. Let's try the next outfit." Eric's words broke Jason's train of thought and reminded him of where he was, and who it was that was doing the modeling.

The blood rushed from his penis as quickly as it had first appeared. He did his best not to watch his mother walk back to the dressing room.

Suzy undressed as carefully as she could, not wanting to ruin the dress with her wet nails, but quickly realized that she would need some help. She called for her son, who found her facing the opposite wall with her head down and her hair flipped up, exposing her neck.

"Can you help me with this dress? I don't want to ruin it or my nails."

"Sure." Jason slowly approached his mother and nervously reached up for the clasp that held the halter up. The dress was backless and with her hair up he realized that she wasn't wearing a bra. After unsnapping the clasp, the straps fell away from her body and the top portion of the dress fell down.

Suzy giggled as she reached up and covered her breasts with her arm as the dress fell away.

"Thanks, Honey. I'll call you back in if I need any more help."

Jason took a moment to stare at his mother's bare back before leaving her to get dressed. She called him back in moments later to help her zip up the next dress. Jason found his mother in the same position as before, but was relieved to see that she was now wearing a bra. The zipper on this dress ran all the way down her back, far enough for him to be able to see the waistband of his mother's red lace panties. He slowly drew the zipper up her back, watching inch after inch of his mother's soft skin disappear beneath the dark fabric.

He felt his mind instinctively being distracted by the sensuality of helping his mother get dressed to the point that he nearly forgot that it was his mother's body that was getting him excited. He quickly finished zipping her up and fled the room before she could sense his embarrassment.

Eric and Jason watched Suzy glide elegantly across the studio in the new outfit that happened to fit her like a glove. She wore a skin tight charcoal dress that ended at her knees. The top had two thin shoulder straps and a rounded cleavage that left several inches of the upper portion of her breasts exposed. The dress clung to her curves and showed off her body, despite covering so much of it, with every step. By the time she took her place in front of the camera, both Eric and Jason had to stop themselves from staring.

Eric complimented her again before rattled off more orders for Jason while he began to shoot. Seconds into the shoot he suddenly stopped.

"This won't work." Eric muttered to himself. "I'm sorry Suzy, but I'm picking up your panty lines in that dress. That's the problem when something fits so well, that dress looks like it was painted on you! I'm going to need you to take off your panties and then we can start over."

Suzy didn't skip a beat and turned to her son.

"Jason, can you unzip me?"

She backed towards his unsteady hands. Jason slowly pulled the zipper down, aware that someone else was watching him this time. He tried to make it quick so that Eric wouldn't catch him ogling her but still managed to get another peek of his mother's panties.

After he finished, Suzy walked back to the dressing room while holding the dress to her chest.

"Thanks, honey. I'll call you in a minute to help me zip up again."

Jason waited for her to call him and again found her in the same position. This time, however, he knew that she wasn't wearing any panties underneath her dress. Without anything covering her, Jason could see where her ass cheeks parted into a gentle crevice that faded away beneath the dress. As sensual as it was to help her with her zipper before, the fact that she didn't have any panties on just made it worse for him. Jason felt his penis stirring in his pants as began to pull on the zipper.