My friends Help Part 2

Note : This story is completely fictional!

The part two of the super hit story read the exciting part and write to me.

Over the next few weeks, the vision of Kathy stayed in my mind more so than anything else that was done or said that night. I did start being nicer to my mother and paid more attention to her. I had realized what she had done for me all these years and what she continued to do for me even as I grew older. I started to look at her in a different way. 

Catherine my mother was very attractive for being 47 and always had reminded me of an older Tina Fey from Saturday Night Live. She had the same type of hair style and color plus she had the same impish smile. She had not gained weight after having 3 boys and still looked very much like her wedding photos done back in the late 70's. The dancing classes were keeping her in shape and did a lot to keep her socially active after dad's death. My biggest change was that I noticed my mother as an attractive woman not just as my mom anymore. 

It was getting close to the Christmas holidays and the college semester ended. Emily and I were taking a bath together by candlelight when she began to tell me about the holiday dance recitals. The dance studio was holding their annual recitals at a high school auditorium close by. Her classes as well the other instructors' classes would be doing dance numbers for an audience of student relatives and friends. Even my mother's class was doing a tap number that night. Emily asked if I would use my digital camera and take pictures of her students. I had nothing special going on as semester was over and was glad to do it. 

It was very cold for Phoenix on the Friday evening in December when the recital was being held. I brought my mother with me as there was no point in taking two cars to this event. Catherine had on her recital outfit under a warm 

coat to cover herself. She was very excited about performing and continued to chat all the way to the auditorium. The sound of her taps echoed in the empty hallways of the school as we walked to the auditorium doors. It was an hour prior to the opening performance and I saw Emily with several of the other instructors making their last minute arrangements. Catherine and I waited until Emily was done and went over to chat with her. 

"Oh I'm so glad that you are here already" smiled Emily, "I hope you remembered to bring your camera?" I raised the camera from my jacket to show her that I had brought it. "Oh good, you are such a dear. Catherine, go through that side door and get together with your class. Now Alex, I am going to have each of my classes come out on stage where I want you to take a group shot of each class. Then I want you to shot pictures while they are performing their routines tonight. There is a section for studio personnel in the first 3 rows on the right side of the auditorium. Sit there and I think that you can get most of your shots without moving too much." 

Emily gave me a nice kiss and rushed to the back stage. I picked an empty seat where I thought I could do most of the photos. I watched as instructors moved back and forth across the stage, checking the lighting and the sound. 

Emily walked and motioned to me. Class by class came out on stage and after Emily arranged them in a group pose, I took several shots of each class. Kathy turned her head around from over her shoulder gave me a wild look and big smile as her class was leaving the stage. The next class was the one my mother was in. Her group had very elaborate costumes. The women had on these one piece shiny gold body suits with red sequined coats and tails, red top hats, black fishnet stockings, and black tap walking sticks. I looked at my mother with the heavier stage makeup on and she looked very hot. 

After the group photos, the dancers retired backstage or in the reserved section of the auditorium. People started to come in and take seats to watch the recital. Shortly the house lights lowered and studio owners came on stage to give a small speech and introduction. Soon the different classes came on stage and did their routines. The class routines were from very young children barely stumbling around stage to the older ones who were very good and polished. I took photos of all of the class routines that Emily taught although I probably took too many close ups of Kathy and my mom. There were still several numbers to go when Emily came by me. 

"Alex, I have to stay here for the next numbers even though all my classes have performed. Then I have some admin items still to do. This has been really an exceptional evening and I am very proud of all my students. I have some wine and cheese in the fridge at my place. When your mom is ready to leave, take her to my place and we will have a little post recital party. Take my spare key and I'll see you two later." 

I took the key from her hand and after giving me a quick kiss, Emily headed backstage. I watched the last few routines and then all the dancers came on stage for a last bow and curtain call. These were the last shots for the night. 

The crowd began to file out of the auditorium with many of the dancers leaving with their parents or friends. Catherine my mom came over to where I was sitting. Mom was still in her dance costume and carrying her top hat and coat. 

I complimented her on her performance as I helped her on with her coat. I wrapped her arm around mine as we left the auditorium and walked across the parking lot as her shoes tapped all the way to my car. She was very excited about having some wine with Emily and I. She said Emily was so thoughtful to do this after the recital. I parked close to Emily's apartment building and ushered her up to the fifth floor. 

After unlocking her apartment and flipping on the light switch, I took my mother's coat and hung it in the apartment's only closet. Catherine looked around and said, "So this is where you spend all your time." She removed her red dance coat with the tails, neatly folded it, and handed it to me along with her top hat. She retained her purse and cheerfully said, "I going to wash off this stage makeup and I'll be out in a second." I walked over the end table and placed her folded coat and hat on the table. I fished the digital camera from my pocket and placed it there as well. 

I decided to relax for a second and was going to sit in my favorite the bean bag chairs but they were gone. I thought that I would ask Emily about that when she returned but in the mean time, I spread out on the futon couch. Mom's "any second" turned into 15 minutes in Emily's bathroom and I killed that time fiddling with her stereo for a good jazz station and setting up three wine glasses. I decided to check the fridge for the wine and cheese as Catherine came out of the bathroom. Her freshly washed face was radiant with her natural looking make up. I handed her the plate of cheese which she placed on the coffee table then sat on the futon. I took a corkscrew and popped open the bottle of merlot. I walked over and was about to pour the wine into the glasses and I hear the deadbolt opening on the apartment door. 

Emily poked her head in and asked, "Is everybody here?" 

Mom said, "Hi Emily, we were about to start the party without you." 

Emily walked in and said, "Sorry I'm a bit late but it took longer to close than I thought. I want to say how proud I am of your group, Catherine. You were so good." Mom was beaming over the compliment from her teacher. 

"Well give me a second to change" and she headed into the bathroom. 
"Pour the wine, Alex" my mother said softly, "It will give the red a few minutes to breathe while Emily is changing." 

I poured the wine to equal levels in each glass and set down next to my mom. Emily came out of the bathroom in her white terrycloth robe and sat on the other side of my mother. 

"I hope you don't mind if I wear this but I just want to relax and be comfortable." she said, "This was been such a busy day, busy week too" 

"OK with me" I said, "By the way what happened to the bean bag chairs?" 

"The stitching in the back finally broke open and the plastic pellets were coming out" she said, "Cheryl from our math class, you know Cheryl, is fixing them. The stitching was been going buggers for awhile and finally ripped open." 

"You have bean bag chairs" said Catherine, "I haven't seen those since I was in college. I didn't know they were back in style." 

"Yeah" said Emily, "A lot of the old hippie stuff is back. I don't have any rooms or I'd have hanging beads at doorways too." 

Catherine drank some wine and said, "Those were the good old days. I loved the couple of years in college. I had so much fun." 

"What was it like back then?" asked Emily looking through her wine glass at my mother, "When were the good old days?" 

"Actually the real hippies times were really gone" said Catherine, "We are talking around the late seventies but the style had become mainstream. You know everyone had bell bottoms and longer hair, sex was very open, and pot was too." 

"Sounds like that not much as changed" I laughed "What was campus life like?" 

"I went from high school in Georgia to college in California" Catherine said smiling, "Everyone wanted to go to college in California. The first year was mainly partying in the dorms, drinking, getting high, going to concerts. I met your father the second year, fell in love, married him, he graduated that year in engineering, we left to phoenix on a job offer, two houses, three kids, and here we are" 

"Has it been awhile since you smoked some pot?" teased Emily 

"I haven't smoked any since college." said Catherine, "but there are times that I have smelled it, like from a passing car or something, and there is a rush of memories that come to mind." 

"Would you like to smoke some now?" asked Emily with a grin. 
My mother thought for a second and then said, "As long as everyone else having some, I will. It might be fun to see if it like how I remembered the old days. Alex, you won't be mad or think less of me?" 

"Never, mom" I said, "I never saw you smoke or heard you talk about it but I just assumed that everyone did it back then. People just got more conservative in the 80's, got married, or whatever and didn't smoke anymore." 

Emily went over to the fridge and came back with a tin and a packet of rolling papers. She handed them to Catherine and said, "You remember how to roll one?" 

Catherine smiled, "I can try. They say it is like a bicycle and you never forget how." She took a paper from the packet and cupped it in her hand. She took a pinch of weed from the tin and placed it on the paper. She added another pinch and in a very deft motion, rolled the paper between her fingers and palm. Emily and I were very surprised how good she rolled it. She twisted the ends and said, "Is this OK?" 

"You get straight A's for that one" I joked. 

"I guess you never forget how" smiled my mother, "It has been many years but we had a lot of practice in college." She took one end and twisted around her lips and then repeated the action with the other end. "Now if we only had candlelight, it would be like my dorm room back then." Then she handed the joint to Emily. 

"I think we can make that happen." I walked to where the matches were stashed. I placed a flame to the joint as Emily inhaled deeply, continued to light several candles around the room, and then turned off the light switch. I stopped and let my eyes adjust to the darkened room. I returned to the futon and sat down next to my mother as she inhaled her first weed in many years. I took a quick drink of wine before the joint was passed to me. I inhaled and let my body start to relax. 

"So, is it like the old days?" smiled Emily 

"I don't know if it just because I haven't tried it in a long time or if this is really potent stuff or both, but I haven't felt this good in years." My mom said and then grinned and slightly laughed. 

"Well it is very strong weed" I said, "The best always comes across the border into our town. You feel OK?" 

"Oh I feel very nice" Catherine said, I was just thinking about something." 

"From the smile on your face" grinned Emily, "It looks like you brought back a very good memory. SEX?" 

Catherine actually blushed and then started to giggle, "It was just back then. 

At the sorority houses, on Friday nights we'd smoke in the nude. If you didn't have a date, everyone hung out there and smoked naked with your friends." 

"Cool" was all I could say, trying not to choke on some wine. 

"Well that still happens" smiled Emily, "Probably not as common as in the seventies but still happens more than one would think. Maybe a little more underground or discrete now. Maybe we should do that? What do you think?" 

I could see that Emily was using her persuasive powers now and all I could say was, "I'm in if everyone else is." 

My mother took a sip of wine and said, "Hmmm I don't know. I don't look as good as back then. Alex might get embarrassed besides his naked mom." 

"And you wouldn't be?" teased Emily. 

"I've seen him nude before and I guess he has seen me once, I guess. I'm more open and liberal than you might think" she smiled, "Even though I'm Alex's mother, I'm OK if we were all naked." 

Emily took a puff of weed and said, "Why not?" She handed the joint to Catherine and then stood up. She untied the strip of terry cloth holding her robe together and let the robe slid off her shoulders and onto the ground. Emily had been nude under the robe and now exhibited her beautiful lithe body for all to see. She sat back on the futon and grinned. Catherine stared at Emily for a few seconds while inhaling some smoke and turned to hand the joint to me. As she turned, Emily clasped the zipper of at the back of Catherine's dance outfit and moved it from neck to waist. 

My mother laughed and said, "You don't waist any time." I inhaled the last bit of weed as my mother wiggled out of her gold dance outfit, pushing it past her hips and off her ankles. It was one piece with the stockings attached and she had to pull the remaining stocking pieces from off each leg. I stared at how beautiful my mother was. She wore a black bra and black stretch lace panties under the dance outfit. She had a great shape for 47. My cock was starting to harden some being around two beautiful undressed women. She was a bit dizzy after removing her stockings and straightening up. She seemed to have trouble trying to reach behind herself and unhook her bra. 

Emily chuckled, "It has been awhile for you. You know you shouldn't bend over like that right after smoking. The dizziness will go away in a few minutes. Let Alex help you with that. He is quite handy with those things." 

My mom stopped trying to reach behind her back and slightly turned her back to me. I reached with both hands and unhooked the two clasps holding her black bra together. I got very excited about doing this as I was stripping a very intimate piece of clothing from my mother. I went a step further and slowly slid the unhooked bra off my mother's shoulders and onto the coffee table. I had never really had a good look at Catherine's breasts before. They were beautiful for her age. They were small and still retained a very round shape even though their firmness left with age. Her nipples were small and brown and I wished I could remember when I was an infant when I could suck and feel them as I pleased. 

Mom smiled and whispered "Thank you." She seemed to have overcome her dizziness by then. She slid her thumbs into the elastic of her black lace panties and tugged them at the hips, sliding the panties to her knees. Rather then getting dizzy again from bending down, Catherine used one leg to slide her panties completely off to one ankle and used her other leg to kick them off. I loved her in those black lace panties as she looked very sexy in them and almost wished she would have kept them on. I had been removing my clothing as my mother had been shedding hers. With a final toss of my briefs to the floor, the three of us were sitting nude on Emily's futon. 

We continued to drink the wine and the munchies had set in. Soon all the cheese was consumed quickly. Emily and Catherine were talking so much that I lost track of most of their conversation and probably they didn't remember what they were talking about five minutes either. They were laughing about something when Catherine said, "I'll probably wake tomorrow and not remember any of this" 

Emily rose from the futon and said, "I can fix that" then grabbed the digital camera from the side table. She aimed the lens at my mother and then a flash of bright light bounced across the room. "You can put this on your refrigerator. Let's do another" Emily picked up the red top hat and placed it on my head. Stepping back a few feet, Emily snapped another shot with my mother, and I with the top hat. She showed us the pic in back viewing screen and we doubled up in laughter. After the laughing died down, Emily said to Catherine, "You take some shots of us." 

Catherine slowly rose and took the camera from Emily. You could see she was still shaky and slightly dizzy. Thank god for cameras with autofocus and a steady camera feature or none of the pictures would have been more than blurred motion. Mom took several of Emily and I sitting together then Emily knocked out the top hat and mom took a couple of us kissing together. 

"You are such a cute couple" grinned my mother 

"Hold the next shot" asked Emily. Then she pulled my shoulders towards her where I was laying on back with my head on her lap and my hard cock sticking up in the air. "OK shoot another" grinned Emily. As the flashes were going off, I could feel my cock in the grip of Emily's fist. I could hear Catherine lightly chuckle while I looked up at Emily's wicked smile. Then she said, "Your turn to pose with Alex." 

Catherine handed the camera to Emily as mom and I positioned our bodies side by side. Emily took a few shots then directed mom to lean over behind me where her chin was resting on my shoulder. I felt the faint touch of her nipples touch my back which increased the excitement I was feeling that evening. Catherine walked over and then handed me the camera. I moved away to get some shots of Emily and my mother side by side. The camera disk had run of space after that shot which ended our photo session. 
"That looks like about it for the camera." I said, "No more room on the disk" 

"That's OK" said Emily, "Fun while it lasted" Then Emily moved away from my mother and sat at an angle on the futon which took up most of the sitting space. Emily stuck her tongue out at me then grinned. 

"Now where am I supposed to sit?" I teased back. 

"Lose your spot?" teased Emily, "Maybe you will have to lay on our laps. The couch shrunk. It isn't big enough for the three of us anymore." 

I poured the last of the wine into the glasses and tried to figure out what Emily was up to. She was more playful and persuasive than usual. Emily looked at me and padded her lap with her hands. I figure I would play along and see what she was up to. Emily had to lay across both of their laps with my butt on Emily's and my head on Catherine's. I could my mother smiling at Emily's teasing and taking another drink of wine but could feel Emily's hand curling around my cock. "Emily looked down at me and said, "Your little boy has had so much excitement this evening. Look how hard he is." 

Catherine almost choked on her wine at first. She said, "He certainly has grown up since I last saw him naked." 

"Hmm, when was that" asked Emily as her hands slightly rubbed my cock. 

"I saw him playing with himself when he was younger." my mother grinned, "I didn't say anything and let him have his privacy." 

"Aww mom" I uttered in embarrassment. 

"You are open minded like you said before" said Emily, "Most mothers would have scolded their kids. That was very cool of you. Is Alex as big as his dad?" 

Catherine looked over and laughed, "Oh Alex is bigger. My husband was a good lover but to tell the truth, he was only about 5 inches. You are so lucky." 

Emily asked, "How so?" 

"Well," paused my mom, "I miss my husband a lot. While I have made new friends and kept myself busy, I miss that physical touch. I was used to having sex fairly often and it has been a long time. I miss feeling that touch and giving that touch." 

Emily held my mothers hand with her left hand while her other hand was still busy, and said, "Catherine, it's OK. We understand." 

It was very quiet for a minute as Emily held my mothers hand, only the music from the jazz station was heard. After a few moments of silence, Emily slowly guided my mother's hand. I felt my mother's fingers against my cock as both of Emily's hands held my mother's hand in place. Catherine did not pull away nor resist having her hand there. "Oh my" was all I heard my mother whisper. 

Emily slowly guided my mother's fingers around my cock. Holding her fingers in place Emily softly whispered, "Doesn't that feel nice?" My mother slightly nodded her head in agreement. Emily then guided Catherine's hand slowly up and slowly down. She whispered again, "He is so big and hard. Alex is more your friend than your son. It is really OK to do this." Emily continued this motion then lightly removed her hands. Mom continued to softly and slowly stroke my cock. Emily whispered again, "Alex loves someone to touch him. You are making him feel so good. 

See his precum oozing over your fingers. Your touch has really excited him." 

Mom watched her hand massage my cock for awhile and then looked down at my face in her lap. Catherine gave this special smile which was like the smile she used to give me when I was a baby. "Are you comfortable with this?" she asked in a very quiet and soothing voice. 

"Please don't stop" I whispered, "I love this. I love you." Catherine placed a kiss on the fingers of her left hand and then touched those fingers to my lips. I ran the tip of my tongue against the edges of her fingertips then surrounded her index finger with my lips and sucked her finger into my mouth. 

Emily was enjoying Catherine's motherly hand affection. She slowly moved towards the edge of the futon as not to disturb the motion of my mother's hand job. My butt was now on the futon and I slightly lifted my legs to let Emily slide out from underneath me. Emily moved to the back of the futon and worked the mechanism to lower the futon from a couch to a bed position. The futon was now flat. Emily remained standing and watched as Catherine still sitting upright was stroking her son with one hand and her son 

performed sensuous oral foreplay on her other hand. 

Emily climbed onto the futon on her hands and knees. She crawled behind Catherine and whispered into her ear, "This is so beautiful. I have never seen a more erotic moment than right now." My mother nodded blissfully. "I think 

it's time that you just let go and taste him." Emily at her most persuasive, put her hand at the back of Catherine's neck and guided her head towards my cock. Mom offered no resistance and slid from underneath me maneuvering on to all fours as well. Emily stopped short where Catherine's lips were a millimeter from the tip of my cock. Emily removed her hand and mom voluntarily pushed the head of my cock between her lips. I lifted my head up to see mom still stroking me with one hand and guiding my cock into her mouth. Her hand let go of my cock and she used her hand to help steady herself on the futon. 

Mom lips glided up and down the length of my cock. Mom really knew how to give a blow job. I leaned my head back on the futon to see Emily smiling from a few feet above me. She was kneeling next to Catherine and massaging her hands across mom's back while mom continued to suck me. Emily ran her index finger along the crack of Catherine's butt and guided it between her legs. Emily's finger were welcomed into the wet lips of Catherine's pussy. Mom first uttered "OH" and then moaned an "AHH" as Emily's finger pushed deep into Catherine. Emily began to finger fuck my mom and felt her breasts with her other hand. I laid back watching Emily's slim finger move in and out of my mother's pussy as mom's mouth worked faster on my cock. 

I was truly getting the best blow job of my life. I caressed my mother's face and played with her hair as she lips continued to slide on my cock. I wondered why I never tried anything with my mom before? It was obvious that we both were enjoying each other. Mom was grinding her hips against Emily's hand and I could feel vibrations on my cock as she moaned in pleasure. Mom slipped my cock from her mouth as she screamed in orgasm as Emily's pushed hard into her. Catherine was quiet for a second on all fours with her head hanging down as she enjoyed the pleasure she missed for so many months rush through body. 

Emily slowly removed her finger from Catherine and placed it into her mouth. 

She smiled and winked as she sucked on her own finger. Then she leaned down and whispered, "It's time to really please your mom." She helped me get up and onto my knees. I obediently followed the soft pushing of her hands. I really wanted to fuck my mother. Catherine was still in orgasm land as I moved between her legs. I placed my hands on each cheek, feeling their round smoothness as my cock was inches away from her pussy. I moved my hands along each cheek then up and down each side of Mom's hips. I knew that if I wanted to stop, now was the time but I knew what I was doing and what I wanted. My hands firmly but softly held my mother's hips as I placed my cock in between her open wet pussy lips. Then I pushed in and it felt so good. 

Emily had moved and was sitting with her legs crossed in front of my mother. She told me later that when I first started to enter my mom that Catherine's eyes opened very wide. Then mom had closed her eyes and this big sensuous smile and pleased look came over her face. I had my cock pushed all the way into my mother and I had never felt so excited, so hot, or so nasty in my life. As I slowly began to pump my cock in and out of Catherine, I looked up to see Emily touching herself in front of my mother. I also heard mom quietly say, "fuck me Alexny, fuck real good." 

I was pumping her faster and could feel mom's hips slightly rotate and push back to meet my cock. Emily was enjoying the show and she one hand in her pussy and the other on her clit. I pushed it hard then leaned on top of Catherine's back. I reached around and felt her breasts as my stomach rested on her back and my cock rotated firmly inside her. We swayed in that position for awhile and I could feel her orgasms and heard her moan as we slightly rocked back and forth. Soon I was ready to explode myself. I resumed my original position and began to pump my cock as hard and as fast as I could into my mom. 
Catherine was slightly screaming and slightly moaning in pleasure while sweat was pouring down my body. I couldn't hold back any longer and pushed hard, shooting my cum into her. It seemed like an eternity that cum was pouring out of me as waves of pleasure set my brain on fire. We stayed like that for a minute or so, then Mom and I collapsed on the futon. My mother lay flat on her stomach while I was limp on top of her with my cock slowly starting to slip out of her. I could hear Emily having a big orgasm but was too tired to look up at her. 

Moments past then I felt Emily's hand caressing my hair and my mothers. I rolled over beside my mother and just looked at her for awhile. She appeared to be very blissful. Emily snuggled next to me and within minutes the three of us fell asleep. About three in the morning, I felt this hand shaking my shoulder and awakening from my sleep. 

"Alex wake up" said Catherine 

"Unnnnnn" I uttered half asleep. 

"Alex, I want to go home right now." She whispered 

"OK" I said as I slowly rose from my sleep. I looked at Emily who passed out and snoring. Quietly I dressed as my mother slid back into her dance outfit then removed her coat from the closet. I looked around in the dim light and saw that mom still had her under garments, tap shoes, and top hat lying on the floor. I pointed to them and whispered "You want me to bring those?" 

"You or Emily can bring them later" she sighed, "I just need to go." We silently slipped out of Emily's apartment and went to my car. It was still very dark outside but illuminated by a bright full moon and I walked slowly as mom was in only stocking covered feet. There were no words spoken on the drive home and even though mom rested her head on my shoulder, I thought I was in big trouble. I pulled into the garage and helped mom into the house. She took my hand and I followed her into her bedroom. She sat on the edge of the bed and I sat next to her, still holding her hand. 

"Alex, I never would have imagined this evening ever in my life" mom quietly said. "I enjoyed you like no man in my life." 

"Mom, I know that I'm in big trouble and I never meant to hurt you" I apologized. 

"You didn't hurt me" said Catherine rather surprised. 

"What was the rush to leave? I thought you were mad at me." I asked 

"It was my back." smiled Catherine, "That futon was not very comfortable for me and I was having back spasms from it. Those spasms are very painful and instead of screaming, I stayed quiet. I hope you understand that I'm not mad at you or anything. Just the opposite." 

"You are feeling better now" I asked 
"Yes, the vibration from riding in the car eased the muscles" then she said in a big grin, "But I was feeling much better earlier in the evening." 

"I was too" I said quietly. 

"Look" she said seriously, "What we did is not what a mother and son are supposed to do. Before tonight, I would have never thought of sleeping with you. As things happened, I have a new way of looking at our relationship and I'm comfortable with tonight. You made me very happy. I'm still beat from this evening and need to rest but I want you to sleep with me." 

She held the sides of my face with both hands looking at me with her glowing smile and gave me a light kiss. All I could do was smile back and nod my head yes. I watched my mother remove her dance outfit again and slide under her bed sheets. I stripped off my clothing and pressed my nude body against hers. Soon we both fell back asleep. The sun was coming through the curtains as I woke up. I found the sheets were left pulled off and mom was playfully twirling my half hard cock. 

"Good morning" she smiled, "You sleep good?" 

"Yeah" I said and smelled fresh perfume on mom, "Even nicer to wake up. You been up for awhile?" 

"Oh maybe an hour" she smiled, "I had my coffee and showered." 

"Why don't you grab a shower and come back to bed?" she said playfully. 

"I'll be out in a few minutes" I said happily. I went into mom's bathroom and stepped into her shower. I had seen her bathroom many times but it was the first time I ever used her shower. I had the water hot as I soaped the effects of last night from my body. I shut the water off, stepped out, and dried out with a towel. I opened the medicine cabinet and found an unwrapped toothbrush to freshen with and I found a bottle of my father's cologne still on the shelf. I put a little on and walked out of the bathroom feeling the colder bedroom air rush against my warm body. As I climbed into bed, I could tell that mom recognized the familiar scent and broadly smiled. 

We kissed and tenderly felt each other's body. I almost couldn't believe that I was going to fuck my mom again. I was sucking on her hard little nipples and wanted to show how talented my tongue was. It may have been too soon but I ran my tongue down her chest to where her legs met. 

Catherine whispered, "Oh Alex" as I spread her legs and placed my tongue on the edges of her pussy lips. I slid the tip of my tongue along the drier edges of her lips and explored between them, finding her very moist. Mom tasted very fresh although a bit more acidic than the girls I had been with. My tongue twisted around her clit and I continued to play with it for a few minutes before sucking it into my mouth. Catherine gasped then let out an "Ooohh" sound. Her hands caressed the sides of my face and played with my hair as my tongue continued to play in her pussy playground. 

Mom was having small orgasms as I tongued her clit fast and hard. Catherine was surprisingly loud when she said, "Oh god, I can't take it anymore, I have got to have your cock in me. NOW!" I reluctantly removed my tongue and kissed me way back to her neck. I lay on my mother feeling her hard nipples press into my chest as my hand guided my cock into her pussy. As I pushed in, mom wrapped her legs around my hips. She was moaning as her legs moved in rhythm with my thrusting hips. I enjoyed the closeness of mom's skin rubbing against mine but I knew that I was going to cum soon. I reached behind and unwrapped her legs and put her ankles on my shoulders. 

I was now pushing my cock deeper as Catherine screamed "Oh god" in ecstatic pleasure. She stared directly into my eyes as I pumped my cock in her faster and faster. It was as though her blue eyes were looking directly into my brain as my breathing grew heavier and faster. Cum began pouring from my cock into my mother as I made my final hard thrush and heard mom cry "Oohh" as hot white semen filled and pleased her body. 

We laid there for a few moments, limp in each other's embrace. I slowly rolled onto my back as we tried to get our breath. "Oh that was good!" my mother said breathlessly, "I think that was better than last night." And slightly laughing, "If I remember from last night." We relaxed for a few more minutes and mom propped herself on one arm. She looked at me, smiling, and said, "I hope you are man enough to keep me and Emily happy." 

I laughed and enjoyed the rest of that morning in mom's bed. In fact as the months rolled into a new semester, I did keep both of them happy. I continued to sleep with mom from then on, pleasing her before classes and being with Emily in the evenings and weekends. Emily didn't mind sharing me with Catherine. She understood how family relationships are through her own experience. Only on two other occasions did the three of us get together as a group experience. Mom never did try anything bi with Emily. It wasn't that she did not approve of it, it was something that she was not into. She did let Emily lick her pussy once and she enjoyed immensely. 

Summer came and Emily returned to her homeland for a visit. I missed her but very busy and very happy with Catherine. The funny thing happened in late August was that Emily did not return. In fact it seemed that she just disappeared. None of her college friends or dance associates ever heard from her again and my attempts to contact her or her family by phone, letters, and email came to a dead end. It was sad for mom and myself to just lose her and we missed her terribly. Over time, we just thought she was one of those magical people who come into your life for a reason then disappear. Our lives would have been very different without the short time being with her. 

Mom kept up with her dance lessons although there was never another instructor like Emily. I continued with my education at the university. 

It was through the dance studio that Kathy came back into my life. Over a few years Mom became good friends with Kathy and got us reacquainted. 

Sometime after I graduated, Kathy and I married. I bought my mom's house where Kathy and I now live. Mom moved to an easier to manage condo in Phoenix but visits often. Emily said that Kathy was very open minded which turned out to be true. She is very understanding of my relationship with mom and enjoys a threesome now and then. We have decided that if we do have children that they should enjoy the family ways.