It had been a hard night for me. I had been up until almost three hitting the books to get ready for exams. I was sitting at the breakfast bar just off the kitchen when my mother slid a plate of bacon and eggs in front of me and asked, "So honey, have you got a date for the prom yet?"

"No mom, Iím not going."

"Not going? You have to honey, it is part of the experience."

"I just donít want to go."

"Why not honey, whatís wrong?"

Normally I would have said nothing was wrong and just ducked the question, but I guess I was tired from being up most of the night and my mind wasnít clear. "Iím not going because I canít get a date."

We had only been in town for a year. Dadís company had promoted him to be the plant manager at their plant in this city and the family had been uprooted from its comfortable and settled existence and moved thirteen hundred miles. I was a shy kid and I was slow to make friends. It had taken me years to make the friends that I had in my old school. There was also the matter of my age. I had missed a semester because of a broken leg and I was nineteen to everyone elseís eighteen. That, the shyness and the fact that I was pretty much considered a nerd, plus my being new in school and that all added up to no new friends.

As nerds go I wasnít the kind that you imagine when you hear the term. I didnít have Coke bottle glasses and pocket protectors full of pencils and pens. What made me a nerd to my classmates was that I always had my head stuck in a book and in class whenever a question was asked my hand was always the first one raised. It didnít help any that my answers were always right.

I wasnít a bad looking guy and even though I had no interest in sports I was in pretty good physical shape. In fact, I was in better shape than most of the jocks. That was my motherís doing. She is a fanatic on physical fitness and she has her own mini-gym down in our basement. One day I was sitting with my dad watching a football game and my mother called me into the kitchen. I went to see what she wanted and I found her sitting at the kitchen table going through an old picture album.

"Do me a favor honey and look out into the living room and take a really good look at your dad."

I did what she wanted and what I saw was a forty year old man with a beer belly sitting in front of the TV with a beer in his hand and a half a dozen empties on the floor. Donít get me wrong here, I love my dad and Iím not disparaging him, Iím just stating what I saw. I went back into the kitchen and my mom told me to sit down. She opened the scrapbook, pointed at a picture and told me to look at it.

"That is your dad when we got married."

I looked at the picture of the tall, slim guy and there was no way that they could have been the same guy. Before I could say anything my mom said, "Your father works hard honey and his idea of relaxing when he gets home is to drink beer and watch TV. It is not good for him and Iíve tried to get him to exercise, but he just wonít do it. I donít want you to look like that when you are his age. You dad is a heart attack just waiting to happen. Iím hoping that I can get you to start working out now so you get into the routine, into the habit. Itís up to you honey, I canít make you do it, but I wish you would."

I did and Iíve been doing it three days a week for four years now and it shows. But even though Iím not bad looking and Iím in pretty good shape I am still a nerd to others and the two girls I did feel I knew well enough to ask to the prom both turned me down.

Momís response to "I canít get a date" was "Then I guess we will just have to do something about that. I didnít get to go to my prom and Iíve always been sorry that I missed it. We will find a way to get you there honey, just leave it to me."

Two days later I came home from school to find mom sitting at the kitchen table looking through her scrapbooks. "Just looking to see what the girls wore to the prom. I couldnít go, but my cousin Mary went and she took pictures for me."

"Why couldnít you go?"

"Because I was busy with you honey and because my mother said I would embarrass her if I went to the prom eight months pregnant."

I hadnít known that and I asked about it. Mom had fallen in love with a college guy (my dad) who was seven years older than she was and one thing had led to another and she had gotten pregnant. It was only the fact that grandma wanted to protect the familyís good name and avoid a scandal that kept them from having dad arrested for statutory rape. But even then they refused to let mom and dad get married until dad went and saw a lawyer and found out that in our state once a woman has a child she is no longer considered a minor. Mom and dad married as soon as I was born and grandma had never forgiven either of them. That went a long way toward explaining why mom looked so young and dad didnít.

Mom closed the scrapbook and said, "Iíve made all the arrangements. The limo will be here at six and the appointment to fit you for your tux is at four tomorrow."

"Mom, I told you that I donít have a date - Iím not going!"

"You have a date honey, I told you, I made all the arrangements."

"You got me a date?"

"Yes."

"Who?"

"Me."

It took her a long time to talk me into it. First I said, "No way! I can hear it now; "Derek had to bring his mommy to the prom. Derek is a mommyís boy, Derek is a mommyís boy." My reputation as a nerd was bad enough without piling that on top of it.

But mom beat down every argument I put forth. "First honey, none of your teachers has ever met me so the chaperones wonít know who I am and none of the kids you go to school with have ever seen me so they wonít know either. I look ten years younger than I am and you look two years older than you are so all they are going to see is a good looking guy with an older girlfriend. Just think what that will do for your reputation."

I was still leery, but in the end I caved in, more to please my mom than for any other reason.

"Donít you worry baby, Iíll make you proud."

She did and before we even left the house. She was an absolute knock out. The way she dressed, the way she did her hair and makeup made her look like a twenty-three year old and I began to think that we might just pull it off. As we were leaving mom told dad not to wait up for us. "I have a hunch that Derek is going to get invited to several after prom parties so we will probably be pretty late getting home." Dad said, "Have fun" as he opened another beer and reached for the remote.

To say that mom got attention would be an understatement. The guys were all looking at her with lust in their eyes which made all the girls look at her with hatred and envy. Several guys asked me if they could dance with her and I was reluctant, but Kathy (which is what I had to call her for the night) said, "Come on sweetie, donít be greedy. You have me all the time." I was sitting at the table watching her dance with one of the guys when a guy I knew from Spanish class came over and joined me.

"Iím having a party after the prom and youíre invited if you would care to come."

"Iíll ask my girlfriend and if sheís willing weíll be there."

By the time the last dance rolled around I had been invited to three parties and donít think that I didnít know that it was because of mom. Mom said that we would hit all three of them because it was necessary to keep "my exposure level high." I asked her what she meant by that and she told me about one of her visits to the bathroom. There had been six or seven girls there fixing makeup and washing hands and one of them had asked her what she was doing with the geek. "Geek? What do you mean geek?"

"Your date, whatís his name, Derek?"

"Yes, his name is Derek."

"Well, everyone is wondering what you are doing here with him. I mean you are an obviously together chick and heís such a, wellÖa geek."

"What makes him a geek to you?"

"Heís not like the other guys. He doesnít play football, basketball or any of the other sports and he always has his head in a book. I mean, like he belongs to the Chess Club for Christís sake."

"And that makes him a geek?"

"Well like, yeah I guess."

"So heís not a jock, heíd rather be smart than dumb, and that makes him a geek? Well let me ask you something. When was the last time one of your jocks ate your pussy and gave you an orgasm? Do the jocks know where all your buttons are and just how to push them? For you girls who have given up your cherries, do your jock boyfriends keep it up long enough to get you off, or do they get their rocks off, say thanks babe and leave you hanging? Derek might be a geek by your definition, but some woman somewhere taught him right. I might be five years older than he is, but he is the best and most considerate lover Iíve ever had, geek or no geek." And then she had walked out and left staring open mouthed after her.

"But mom, I donít know or do any of those things."

"You will honey, you will."

We didnít make it to all the parties that night; we didnít make it past the first one. The downstairs of Philís house was a large recreation room and everything had been pushed into corners to make a dance floor. There was a keg and some wine punch and some heavier stuff for the more adventurous and I even caught a whiff of grass a time or two. Mom, excuse me, I mean Kathy, was as popular at the party as she had been at the prom and I had more people come up and talk to me at that party than Iíd had talk to me during the entire school year. Surprisingly a lot of them were girls, including the two who had turned me down. I was having such a good time that I kind of lost track of Kathy. One minute she was on the dance floor and the next minute she was gone. I started looking for her and when I saw Phil I asked him if heíd seen her.

"Yeah, I saw her go upstairs with Sam. I donít know where you found her, but she is one hot broad."

All I could do was smile, "Yeah, she is, isnít she."

I went upstairs looking for her. I saw a guy coming down the stairs and I asked him if he had seen my date. "Sheís upstairs. Hey man, you are one cool dude. Not many guys would be willing to share something that hot."

I didnít have a clue as to what he was talking about so I just smiled and headed up the stairs. Just as I reached the top a guy I knew from Chemistry class was coming down the hall. He stuck his hand out, "Hey Derek, my new best friend. Thanks guy, I owe you a big one." I smiled, shook his hand and wondered just what in the hell was going on. There was one open door off the hall and I headed for it and when I got there I looked in and my jaw dropped to the floor. There was mom naked on the bed and a guy from Physics class was between her legs. Mom had her legs wrapped around him and I could see the nails of her hands biting into his butt cheeks. Her head was tossing from side to side and she was moaning, "Oh yes, oh yes, so good, oh so good" as the guy fucked her. I looked around the room and saw five or six guys in various states of undress. All of a sudden I knew why I was Stanís new best friend, why Harry thought I was a cool dude and why Phil thought that my date was one hot broad.

One of the naked guys walked over to me, "She said you wouldnít mind. I suppose we should have checked with you, but she didnít want to wait. You okay with this?"

I said the only thing I could say given the circumstances, "Yeah, itís okay. She is usually more than I can handle anyway."

"Man, I wish I had a problem like that."

On the bed Mike grunted, "Here I come baby, her I come" and Mom/Kathy opened her eyes and she cried, "Not in me, not in me, you guys promised, not in me." Mike pulled out and shot cum all over her stomach. He got off the bed and as another naked guy crawled between her legs she saw me standing there watching and she smiled at me. "Iíll make it up to you baby, I promise."

"Sure Kathy, no problem" and I turned and left. What else could I do? It was my mom for Godís sake.

I went back down to the party and I hadnít been there two minutes when a girl I recognized from Calculus came over to me and asked me to dance. From the conversation we had I assumed that she was one of the girls who had been in the bathroom when mom made her speech. I gave her the basic cover story that mom gave me on our way over to the party.

"You going steady with the woman you brought to the prom?"

"Not really. She calls me sometimes when her husband goes out of town."

"Sheís married?"

"Yeah. I guess heís an old guy and doesnít take care of her."

"She thinks youíre a tiger. Are you?"

"Oh I donít know about that. Iím just another guy."

"Do you see anyone else when you arenít seeing her?

"Occasionally."

"Why donít you give me a call sometime."

I had the same basic conversation with three other girls over the next two hours, plus a lot of guys who had never acknowledged my existence before got me beers, talked to me about sports and asked me where they could meet chicks like Kathy. I made some dumb comment about just being in the right place at the right time. I found out later that mom had told some of the girls that she had been at the mall with her boyfriend and that they had had an argument over how much time she was spending with him versus how much time she spent with her husband. She had gotten pissed and had stomped away determined to grab some guy, fuck him to death and then rub her boyfriends nose in it. She had grabbed me and instead of fucking me to death I had worn her out and she had kept me around ever since.

"Course I can only see him when my husband goes out of town and Iím scared to death some unattached woman will latch onto him during the time I canít be with him and Iíll lose him, but I have him at least for now."

Personally I thought that she was laying it on a little heavy, but there was no denying the fact that the girls were showing an interest in me and that was something that had never happened before.

It was almost five in the morning when Mom/Kathy came back down into the basement. She walked up to me, put her arms around me and kissed me and it wasnít a motherly kiss either. When she broke the kiss she said, "Dance with me honey."

We started dancing and she said, "Pull me close, put your hands on my ass and hold me against you."

"I canít do that, youíre my mother."

"No Iím not. Tonight Iím your cock hungry slut of a girlfriend and you have to act like you love it. Now do it before I go to my knees and suck your cock in front of everyone here."

After what I had seen up in the bedroom nothing should have surprised me, but momís language did. Iíd never before even heard her say Ďdamn.í I did what she told me to do and we danced real slow and close.

"Iíve still got it sweetie. Didnít know mommy was a slut, did you?"

I didnít know what to say so I kept my mouth shut and kept dancing.

" Iím sorry honey, but I knew it would happen when I made up my mind to be your date. I not only knew it, but I did everything I could to make it happen. I love your father honey, but he just doesnít have time for me anymore. Between work and that god damned TV he canít find time for me and Iím young, healthy and I need sex. I wanted all that hard young vigorous cock I got tonight. Iím just disappointed that my date didnít find me sexy enough to make love to me."

"Mom, what are you saying?"

"Hold your voice down Derek. Iím Kathy tonight, not mom, and Kathy wants to rock your world."

"But we canít. It isnít right."

"Yes we can and for two very good reasons. The laws against incest were made to keep close relatives from making babies. I had my tubes tied several years ago and you couldnít knock me up if you tried. Secondly, we have to keep me from being made out a liar. You donít want to make me into a liar, do you?"

"No moÖKathy, I donít want to do that."

"Well honey, somebody has to teach you all the things that I told the girls that you do and from the way they are sniffing around you tonight it needs to be done soon. Otherwise they will think I lied to them and I donít want that. I want them to want my baby."

In the limo on the way home mom told the driver to put the partition up and then she said, "Kathyís going to take care of you baby. Just relax and let it happen." She opened my fly and stroked my cock a few times and then she lowered her head and took me in her mouth. Iím ashamed to have to admit it, but it only took me thirty or so seconds before I exploded in her mouth, but she didnít stop sucking on me until I was hard again. By then we were almost home and so she tucked me away and told me that she would finish what she started later.

Dad was just leaving for work when we pulled up in front of the house and we waved at each other. Once inside the house mom kicked off her heels, grabbed my hand and pulled me to her bedroom. We never left the bed, not even to eat, until half an hour before dad was due to get home. I ate my first pussy, I had anal sex for the first time and mom (excuse me, itís Kathy when we fuck) and Kathy fucked me more times than I can remember before she got up to fix dad his dinner. After dinner dad got a beer and headed for his recliner to plop down in front of the TV and mom went down into the basement and she asked me to come along and help her bring up a couple of loads of laundry. When we got to the basement she asked me to hand her a clean pair of socks from the clothesbasket and I did. She smiled at me, put the rolled up socks in her mouth and then turned and bent forward over the washing machine. It didnít take a genius to figure out what she wanted and when I moved behind her and lifted her skirt up I saw that she didnít have on any panties. She spread her legs and I drove my cock home.

I was fucking her hard when I heard dad walking across the floor just above us and I almost panicked until I heard him open the door to the refrigerator - time for another beer. As his steps headed back toward the living room I increased my speed and listened to Kathyís screams being muffled by the socks as I came in her. She straightened up, turned and went to her knees and started to suck my cock. I was starting to rise again when we heard dad walking across the floor above us again. I tensed up and Kathy took her mouth off my cock long enough to whisper, "Donít worry about him. As long as there is beer in the fridge we are okay" and she went back to sucking my cock. I took her one more time bent over the washer before she said we had to call it a night.

I got up the next morning, took my shower and walked into the kitchen just in time to hear my mom calling me in sick for school. By shear chance the phone at school was answered by Trish who was working in the office as a volunteer. Trish is in the same English class I am, was one of the girls in the bathroom when mom made her speech, and she was one of the girls Iíd talked to at the party. Mom told me later about the conversation. She had identified herself as Mrs. Johnson and then had said that she was calling her son Derek in sick. There had been a momentís silence on the other end and then the person who had answered the phone said, "Kathy? Is that you?"

"No, no, youíre supposed to call me Mrs. Johnson."

"Oh, okay. Is Derek really sick?"

"Well, just lets say heís more worn out than sick and he will be even more worn out by the end of the day."

"Hubby out of town again?"

"For two glorious days dear."

There was a giggle and then, "You might at least leave a little for the rest of us."

"Not on your life sweetie. If you can catch him when my husband is in town good luck to you, but when hubby is away, Kathy will play, and Derek is my toy of choice."

It was another day when we did not leave the bedroom.

Everything that mom said I had to learn to keep the girls from thinking that she was a liar has never been put to use - at least not yet. The girls have never found out because Kathy never gives me a chance to try one. She canít keep her hands off of me and so far that suits me just fine. There isnít a room in the house that we havenít fucked in and half the time dad is home sitting in front of the TV and drinking beer. Once I took her from behind as she knelt on her bed with dad in the shower less than fifteen feet away.

Kathy is a slut! When dad does go out of town we always attend one of the parties that Kathy always manages to get us invited to and Kathy usually ends up in a bedroom making me a brand new bunch of best friends. We are going to another party at Philís this Thursday and one of my new best friends told me that I should be ready for a surprise. Rumor has it that while Kathy is upstairs being the gangbang queen Trish is going to try and move in on Kathyís territory. I just might get a chance to prove that Kathy didnít lie.