Panties Pantyhose and Mom

I woke the next morning around 11, late, but not unusually so for me on.

I got a number of requests for a part 2, so here it is. I appreciate people voting and commenting, please. XXXXXXXXXXXXXXXXXXX

Saturday. Mom wasn't there, and I briefly wondered if last night was a great dream. I had my typical morning wood, which I knew would go away after emptying my bladder. My dick definitely felt well used, and the room still smelled of sex. It was no dream.

After relieving myself, washing and brushing my teeth, I made my way to the kitchen, where mom was sitting, making her shopping list. She looked up, smiled shyly and said "Good morning, sleepy head. Did you sleep well?"

"Really well, thanks. How about you?"

"Better than I have in a long time. If you want to, I guess we should talk about last night. I'm not going to tell you we have to, but I think it would be a good idea, honey."

I wasn't sure what I wanted to say. She'd obviously been up for a while and had some time to think about this, while I'd been up 20 minutes. "We can talk. Let me just get a cup of coffee first, ok?"

I made a Keurig cup of French Roast, my favorite, with just a little sugar. Mom drank French Vanilla, light with Splenda. We all have our favorites, don't we?

I sat next to mom. She was still wearing her robe from last night, that lovely green silk that came to her knees. As I said, she's got a nice figure, a little sagging in her breasts, a little bit of a tummy, but hey, she's a mom and she's 40. Nature has its ways with people, especially very busy women. But I didn't mention her legs. They're nicely toned and long for her height. I could look at those legs all day on another woman, especially encased in some stockings or pantyhose. Her legs were staring at me now.

"Gary, honey, are you upset in any way about what happened last night? Between us, I mean. I know you're pissed off at Linda. I'm not talking about that. We crossed a huge line last night, and that's my fault. Mothers and sons aren't supposed to do that."

"Mom, I'm not upset at all. I had a great time with you. I have no regrets." I reached over and took her hand in mine.

Mom didn't recoil from my touch, as I thought she might do. In fact, she entwined her fingers with mine. A bittersweet smile came to her face. I'd never seen that expression on her face before. It was a big change from her usual take-charge attitude I was accustomed to.

"I'm not sure how I feel" she said, her eyes on our hands. "I had a good time; I haven't felt so...sexy...in a long time. I liked that, a lot. But as I said, it's not something I should have done with you. I'm supposed to be your protector, not you seducer. We talked about your fantasies about women in lingerie, but do you often think of me when you...take care of yourself?"

She was now eyeing me closely. What I said next could have huge ramifications for us both. "Mom, to be honest...you want me to be honest, right?" She nodded yes. "I've had fantasies of you for a few years now. I felt guilty about it, until I looked it up online, and found a lot of teenage guys go through it, though what I read said it's a phase that usually wears off. I've waited for it to go away. Maybe it's because you're so beautiful, mom..." I lost what I was saying, and I could feel my face turning bright red.

She looked at me with the sweetest smile I've ever seen from her, and she's not a woman who's afraid to show her feelings, especially regarding me. "I'm not beautiful, Gary. I was once, but now I'm getting fat."

That got me upset. "Mom, no way! You're gorgeous! You've got such a lovely face, so kind and sweet, you're body is sexy as hell, and those legs...I love your legs!"

"Gary, stop. I've seen better days."

I couldn't believe my self assured, hard driving mom who took on the IRS on behalf of her clients and won much more than she lost, had self doubts!

"Cut it out, mom. I know I have friends who fantasize about you. I get angry when they say it, but not for the reasons they think, which is because you're my mom. It's because I want you for myself."

I said it; it was out there now. Mom looked at me and said "Are you telling me the truth, not just trying to build me up?" I told her it was the truth, the whole truth and nothing but. She laughed a little at that. "I thought, when you used my panties, that it was more about the things than about me. But it's not, is it?"

"No mom, it's not. It's both. I'd want you just as much without any of your lingerie, but those things do add some...oompf, I guess..."

Next move was mom's. She said "You said you liked pantyhose as well, but I've never seen any evidence that you've used those, just my panties." I loved the way she said panties.

"It's easy to use your underwear..."

"Panties. Call them what they are, Gary. Mommies panties and pantyhose."

I was getting hard in my shorts. Very hard. "It's easy to use your panties because they just go in the wash and they get clean. Also, you have mostly cotton or satin panties, and they're smooth, easy to use...you know...when I..."

"Jerk off, Gary. You jerk off and cum in my panties."

My cock was throbbing now. "Yeah, mom. But pantyhose are similar to lacier panties, they're kind of rougher, and besides, you hand wash those, so it would be so obvious. I didn't realize you knew about your panties."

Mom was getting that look again. She made a decision, I could tell. She took my hand and said simply "Come with me."

I let her lead me to her bedroom and she had me sit on the foot of her bed. She went into her bathroom and came back with 3 or 4 pairs of her dirty panties. "Tell me, Gary, do you like to smell my panties too? Tell the truth, I won't be mad."

"Yes mom, I do."

"Mommy, call me mommy in here."

I gulped. "Mommy."

"Tell me which pair here do you like best. How about these?" She held up a pair of satin low briefs in yellow with green flowers patern and little green flowers on the elastic top. I nodded yes.

"Tell, me, baby. Tell mommy."

"I like those mommy, I've jerked off in those before."

"And what about these?" She held up a simple white cotton bikini. Simple but lovely.

"Yes mommy, I've used those too to jerk off."

"How about these?" She held up my favorite, black briefs with a sheer front and satin back. I'd used those a number of times.

"Oh yes mommy. I like those best of all!"

Mom stepped to me, right in front of me, gave me the yellow ones. "Smell these, baby. Let me see you smell mommy's panties."

I held them in my hands, trembling both from nervousness and the sheer excitement of the situation. I turned her panties inside out and placed the crotch in front of me. I could see a small stain there, the sign of her excretions. I put them against my nose and inhaled. God, she smelled so good! The more I inhaled, the more my cock was twitching in my shorts. There was no way mom didn't notice my cock was full hard in my lap.

Mom looked at me closely, her face showing a very hungry look. She knelt on the carpet, right in front of me.

"Stand up a moment, honey." I stood and she pulled my shorts and then my boxers down to my ankles. Then she pushed me so I was sitting again. "Keep smelling my panties, baby."

I kept them against my face, and then I felt mom's fingers wrap around my thick dick, with her panties in her hand. I looked down and saw they were my favorites, the black ones. I let out a long groan as mom moved her hand steadily up and down my shaft, gripping the head tightly when she got to the top. She was looking from my face to my cock, back and forth. She was fucking my cock with her panty covered hand.

I was trembling all over. I'd never had a girl give me a handjob in this manner before. Always it had been barehanded. With her panties, it was just another layer of incredible pleasure I was experiencing.

She was stroking me faster now, and she said "Don't cum yet, baby. I want to make sure you explode when you do. Her hand was grabbing me tighter, moving faster, and then she just stopped. I groaned in terrible frustration. "Please, mommy, stroke my cock with your panties. Please."

She blew her warm breath on the glans, causing my cock to throb. "Oh fuck, mommy. I want to cum so bad!"

"Soon, baby. Soon." She shoved her other had down her panties, a white and red polka dot satin pair and I could tell she was fingering her cunt. I could smell it in the air. Soon she had me in her hand again, stroking slowly again, building me up, precum leaking from my hot cock, and then stopping again. Now my frustration was incredible. Mommy was finger fucking herself faster. and again grabbed my dick. I was sure she was trying to get us to cum at the same time, or as close as she could make it. She was pumping my cock as fast as she could move her arm, and she was grunting both from the effort and from her own impending orgasm. "Gary, baby, cum on. Shoot that hot load into my panties. Fill them with your sticky cum, cum with me now!" She was crying out her own cum, her body shaking and that put me over the top and I was cumming again as if it had been months, not mere hours. It was a sticky, gooey mess I created and I fell back so my legs were dangling over the edge of her bed. I thought I would pass out from the pleasure.

Finally I sat back up and looked at mom, who still had her hand down her panties. After a few minutes, she stood up and slid the white and red pair she was wearing down her lovely long legs and handed them to me.

"Keep these for now, baby. Use them when you want, and give them to me in a couple of days." She then leaned over and kissed me lovingly. She then asked me "Do you want to go food shopping with me today?" I could tell she desperately wanted me to say yes, even though I hadn't going with her to the supermarket in a couple of years.

"Sure mom, I'd be glad to."

She smiled, a mysterious smile. "Go get cleaned up. One hour. I love you, honey."

"I love you too, mom."

"Mommy"

"Mommy"

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I showered and dressed, checked my email. Linda wrote me, apologetically. She wanted to talk, but I told her I was busy. Could we talk tomorrow? She must have been online, because she wrote right back and told me that would be fine, she'd call at 2.

I met mom in the kitchen and was taken by surprise. She usually goes to the market in a pair of jeans and sneakers, a sweater or blouse, something very comfortable. But today she was wearing something she'd normally wear to work. A red blouse, well cut, snug to her bust, a tight black skirt that ended just below where her pussy would be, and hugged her ample hips, either pantyhose or thigh high black lace stockings, and black pumps, with a three and a half inch stiletto heels. And she had full makeup on, understated and perfect. A little eye shadow and liner, light rouge and cherry red lipstick with gloss. Oh, and her glasses, big round tortoise shell frames that drew attention to her fantastic green eyes. She was magnificent. I felt like I was dressed like a slob, which, comparatively, I was, wearing a sweatshirt, jeans and sneakers. They were clean and in good shape, but still...

"Mom, what are you all dressed up for? You look incredible, but we're just going food shopping, right?"

"Right. Don't worry, you're fine. I just felt like showing off today." For whom, I wondered. That skirt must have been in her closet since...I don't know when. I know I've never seen it.

"Well mom. you're definitely showing off in that outfit. Especially that skirt. Don't bend over in public."

"You think so? Hmmmmm."

She was sooo playing with me.

We went to the store and at first everything was fine, The various men were all ogling her, everyone having their favorite, whether tits, ass, legs, face, even shoes. More than a couple of women were checking her out as well. Mom seemed oblivious to the chaos she was creating around her, but I suspected she knew exactly what she was doing. Mom was a cock (and pussy) tease!

We wandered up and down the aisles. Mom seemed to have a lot of things on that list that you find on the lowest shelves. I offered a few times to reach down and get those items, but she insisted she could reach them easily, and wouldn't let me help. Of course, each time she needed one of those items, she would either bend way over, pushing her tightly covered ass into the air with her nylon covered legs standing almost straight up and down perched on her sexy heels, or she would kind of squat down bent at her knees, her back straight and her tits sticking out. She was driving most of the people in the store crazy, me included. When she stood up the skirt rose up her hips, exposing her cushioned ass. Definitely, she was wearing pantyhose. It took all my will to keep my 7 inch snake asleep.

All through the store, I was trying to figure out what mom's game was. She was the ultimate MILF; she could make a grown man beg. I had a feeling I'd be eating out of her hand when we got home, but I was hoping to be eating something else. She was outwardly oblivious to the disruptions she was causing. I knew some of the men shopping with their wives were going to be either in for an earful of grief, or in for an afternoon of fantasy fulfillment.

Eventually, we got out of there. Mom had me drive her car home, unusual, She almost never wanted me driving her Beemer. She was sitting in the passenger seat, in that unbelievable outfit, and her short skirt was hiked up just shy of her crotch. I kept peeking over at her, and she was lazily scraping her long red nails over her hose covered thighs. Up, down, circles, her fingers were moving slow and easy, as if she was unaware of what she was doing to herself, and to me.

I couldn't prevent my hardon any longer. My jeans felt like they were at least a size too small in the crotch. I kept squirming around while I was driving, trying to find a comfortable position. We weren't even listening to the radio; it was dead silent in the car.

"Gary, honey, are you all right? You're squirming around like you're covered in itching powder."

I was startled by her voice, and jumped a little. I glanced at her and saw this slightly wicked little smile on her gorgeous face. The makeup, the glasses...I wanted her with all my body and soul.

"Are you kidding me, mom? The way you're dressed, your makeup, even your glasses...you have to know what you're doing to me, what you were doing to every man in the store. Some of the women, too."

"Really. What was I doing, exactly?" Her voice was dripping with lust. She turned in her seat, bent her left knee and her skirt was so high I could see right up to the crotch of her hose. I had to pull over to both look and talk to her.

"God mom. Every man in that store had to have an erection in their pants. Even the gay men." I kept peeking down, the deep black of her hose hiding her hot treat. I wasn't sure if she was wearing panties or not. "How much of a charge did that get you, mom?"

"Honestly? I'm fucking dripping now. Can't you smell it, baby? Can't you smell how hot mommy's pussy is? I loved having all those men practically slobbering over me. And some of the women too." So, mom liked women as well as men. That just added to my aching dick. Her fingers were all over her inner thighs now.

"Tell you what baby. Get us home now. We'll unpack the things for the fridge and the freezer, and then we'll see about getting us both some relief. Can you do that?"

"Yes mom."

"Mommy" she said with a disappointing frown.

"Mommy" I corrected myself.

I drove home as quickly as I could without getting a ticket (though I'm sure mom could have flirted her way out of any ticket). Got the groceries in and the freezer and refrigerated foods packed away in record time. Then I was facing mom...mommy. I felt like an electric current was flowing through me, and she was visibly trembling. I didn't know if we were going to stay in the kitchen or go to the bedroom or another room. She was my mommy, and she was in charge. I'd do anything she wanted then.

She lifted one leg, her right, clad in her pantyhose and the sexy heel and put her foot on a kitchen chair. Her hands were on her hips and she was staring me in the eyes through those sexy glasses. "Kneel down in front of me, Gary. Show mommy how much you love me, how much you worship me. Do it now!"

I automatically dropped down to my knees. I wasn't sure what she wanted me to do, but I had a pretty good idea, Her eyes were locked on me, and her face told me what to do. I leaned over and kissed the tip of her shoe on the floor. I heard her sigh, softly. Then I started to kiss upwards, covering her shoe, even the heel. I slowly, tortuously, worked my lips up her leg, so gorgeous in her lacey hose. I could feel her shaking slightly as I covered her left leg in adoring kisses. My dick was crying for air in my suffocating jeans.

"Such a good boy. So obedient for mommy. Keep going til I tell you to stop."

I was at her thighs now, maneuvering so I could kiss the back as well as the front and sides, my face inches from her incredible ass, then kissing her inner thigh, close, so close to her aromatic pussy. Almost there...

"Stop. Wait."

She shifted legs, now her right on the floor and the left foot on the chair. "Start again."

I was exasperated with frustration, but I couldn't deny mommy. Again, I kissed from the tip of her shoe and kissed my way around and up her silky leg. I'd never had this kind of fantasy, this subjugation to any woman, let alone mom, but I was compelled to obey her. I had to do as she wanted, and I was loving it.

I kept kissing her legs, my own lust increasing the closer I got to her pussy. She was shaking like a leaf, her body defying her commanding soul. Again, just as I got close to her pussy..."Stop. Look at me."

I stopped and sat up as well as my throbbing cock would let me. I looked up at mommy's face and she slowly, teasingly, licked all around her lips. I could have shot my wad then, but I kept control, surprising myself. Mommy then lay on the kitchen table, her legs dangling over the edge from her knees. Her legs were wide apart and she was leaning up on her elbows.

"Unbutton mommy's blouse, Gary."

My fingers fumbled with the buttons on her tight red blouse, gradually exposing the red lace bra underneath. Her breasts were spilling over the top, so creamy.

"It opens in the front. Open it now."

Simple commands. I opened it at the clasp between her soft mounds and her breasts spilled out. So full, that slight sag with those big hard nipples. I was in love with her breasts.

"Do you like mommy's big tits? Tell me, baby. You know how to say it."

I whispered "I love mommy's big tits."

"Louder. I could barely hear you."

Louder, with more conviction, "I love mommy's big, beautiful tits! They're perfect!"

"Kiss mommy, baby, then kiss my tits."

I didn't hesitate a second, my mouth was on mommy's and we were kissing, desperate kisses of deep lust, my arms enveloping her body to mine and pressing those full pillows to my chest. "I love a nice hairy chest on a man, feeling those hairs against my nipples. It feels sooo sexy. Mommy's young man is so sexy. Now, kiss my tits."

I went down, kissing her throat, along her shoulders, mommy was panting, running her fingers through my hair, encouraging me. I covered her wonderful, soft globes with my kisses, my tongue tasting her flesh. Then I was all over her left nipple, swirling my tongue, licking hungrily. Then I went to the right, giving it the same treatment. Mommy was entwining her fingers in my hair, tugging gently but firmly.

"Bite my nipples, baby. Not too hard."

My teeth nipped at her nipples, back and forth, one to the other. Her legs were squirming, rubbing her thighs together, the nylon making a swishing sound as they rubbed and her back arched, thrusting out her superb breasts. Fuck I was so desperate, and still, she hadn't told me to take off my pants. I had to obey and do what she wanted, and only when she wanted.