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Mother Knows Best - 2
by Mr Blue Skies (mr_blue_skies@hotmail.co.uk)

***

A bi-sexual mature man encourages his younger male lover 
to be more adventurous with his newfound girlfriend. He 
tricks the boy's mother into educating her son. (MF, 
inc, voy)

***

Author Note: The author would be pleased to receive 
constructive feedback and also if you liked the story. I 
apologise in advance for any undiscovered typos despite 
the proof-reading but please do say if there are 
repetitive grammatical errors which you have found 
particularly annoying and which I appreciate can drive 
one to distraction.

***

PART 2 of 3 PARTS

He looked directly into her eyes and she unwaveringly 
met his gaze. I watched this frozen and silent tableau 
in mute fascination. It was possibly only for three or 
four seconds but at the time it seemed to take an age. 
Slowly he lowered his hand.

Silently, and without either apparently noticing, I left 
the room and went into Ben's former bedroom where I had 
left my overnight case.

I quickly found my camera and swiftly changed the memory 
card to the one I kept solely for taking photographs of 
Ben's mother. As I was about to re-enter her bedroom I 
heard her voice.

'Ben, this can't happen like this. Please untie me.'

'But I want to touch you,' he said, 'I want to know what 
it feels like. I just don't know what to do with a 
woman.'

'Well, Ben, it doesn't have to be like this.'

'How can it be then?'

She paused and looked up at him and then glanced at me 
where I'd reoccupied chair which I'd recently left. I 
nodded. She gave the slightest nod in return and then 
looked back at Ben.

'Untie me Ben. I won't stop you, just untie me please.'

He hesitated then reached across and pulled the scarf 
away from her wrist and then did the same to the other.

'And now my legs Ben. Untie my legs.'

He stood and did as she had asked him, firstly one leg 
and then, after a little hesitation, the other. He stood 
by the side of the bed looking down at his mother. After 
a couple of seconds or so he quickly pulled off his T-
shirt and let it drop to the floor and sat next to her 
on the bed. Then, in one fluid movement, she reached up, 
put her hand behind his head and pulled him down on to 
her breast.

To this day I am unsure who gasped the loudest, Ben or 
me.

His mouth found her nipple and he sucked gently on it as 
he had done so many years earlier. After a silent half 
minute or so she gently pulled his head away and moved 
him to her other breast; I noticed the wetness and 
erection of her nipple as he did so.

I was aware that my penis was so hard and erect that it 
was bordering on being painful. I also realised that I 
was holding the camera. I fumbled slightly and turned it 
on. The faint click of the shutter didn't go unnoticed 
and she glanced across at me as she suckled her son. She 
looked away from me and looked down to Ben's head on her 
breast.

'Come and lay beside me Ben,' she said quietly and 
shifted to one side to make room for him.

He released her breast from his lips and moved to lay 
full length beside her. She kissed him on his forehead 
and then very lightly on his mouth. She broke the kiss 
and I noticed that Ben tried to hang on to it as she 
pulled away and instead she pulled him closely beside 
her and cradled him to her. They lay together for a 
while and then she reached across and took his hand and 
laid it on her breast. He immediately began to massage 
it in a fumbling sort of way as a boy would when he 
first feels a breast.

'Gently Ben. Slowly; take your time, there's no rush.'

He did as she asked and he ran his hand slowly over her 
breast and nipple for a while until she took his hand 
moved it to her other breast. I noticed that her 
breathing had quickened slightly and her eyes were half 
shut but most of all I noticed that her nipples were 
rigid as I've ever seen them. As he continued to gently 
massage her breast she touched his face and, when he 
looked up to her, she kissed him and this time it was a 
lingering kiss given with some feeling.

I heard him taking deep breaths through his nose and he 
started to more forcefully massage her breasts which she 
stilled by taking his hand and holding it until he 
started to move it again but gently this time. I watched 
this in silence for several minutes, occasionally taking 
a picture. There was no doubt that both of them were 
lost in the moment; she lay there with her eyes half 
closed as Ben gently massaged her breasts as they 
exchanged kisses. After a while she pressed Ben's head 
down to her breasts.

'Gently now,' was all she said.

And he was. He kissed and sucked each breast in turn 
while massaging the other. After a minute or so he 
became braver and slid his hand from her breasts and 
across her stomach. Before he reached his goal however 
she took hold of his hand and halted its travel.

'Not yet,' she said, pulling away from him. 'Lay on your 
back.' She said in a surprisingly commanding tone.

He did as she said but he didn't straighten his legs. 
She gently told him to straighten them. As he did so his 
erection became obvious in his shorts. He looked 
slightly embarrassed but her only reaction was to kneel 
beside him, looking down at him. She then slowly reached 
for the waistband of his trunks and pulled them down in 
one movement and off and then drop them by the side of 
the bed.

'My, you have grown into a big boy.' She said, smiling.

He reddened slightly but said nothing. In the silence 
that followed she gazed firstly at his face and then at 
his hardened penis. Slowly, very gently, she reached and 
took hold of it. She looked his face to gauge his 
reaction and then without dropping her gaze she worked 
his pre-come over the head of his penis before very 
gently stroking it. Both she and I watched his face 
looking for any sign that he might cum. 

She was very astute as a woman of her experience would 
be and she stopped even before I had noticed any sign. 
She let it go, looked down on him and then lay beside 
him. When his breathing quietened she pulled him against 
her breast. As he gently kissed it she took his hand and 
placed it between her legs. As I stood to take a 
photograph I could appreciate how wet she had become 
from her own arousal and also from my cum now leaking 
from her.

He fumbled around until almost by accident he slid a 
finger into her. Both of them gasped simultaneously. The 
look on his face, almost of shock, as he quickly removed 
his hand. Wordlessly, she reached across and took his 
hand and guided it back to her. 

This time he was able to consciously slide finger into 
her and then, to my surprise, slid in a second one. 
Through some instinct or other he started to work his 
fingers inside her and I watched as the expression on 
her face showed the pleasure she was experiencing. 
Additionally, I could hear the sound of her wetness as 
he stimulated her. As he did so, she gently rocked her 
hips back and forth trying to match his rhythm.

It couldn't have been longer than a couple of minutes 
before she reached down and pulled his hand away from 
her.

'Lay on your back, Ben,' she said quietly.

He did as she asked. Then, looking directly at him she 
knelt astride him, reached down, took the hand that he 
used on her and slowly quite deliberately sucked the two 
fingers he had used inside her.

'Lay still Ben,' she said quietly, 'whatever you do, 
don't move. Do you understand me?'

He didn't reply; he just nodded.

I briefly looked away from this erotic spectacle as I 
fumbled with the camera and switched it to video mode 
and placed it on the table beside me turned towards the 
bed. 

As I watched, in one continuous movement and without 
using her hands, she lowered herself onto his rigid cock 
and impaled herself up to its hilt. How on earth Ben (or 
I) didn't cum at that moment I will never understand. I 
had never seen anything so erotic and this was his first 
time inside a woman. I think we both hold our breath as 
she sat perfectly still, saying nothing, looking down on 
his face.

She sat perfectly still for must have been two or even 
three minutes; the only sound in the room was Ben's 
breathing as he gazed up at his mother. Then, very 
slowly she lifted herself slightly, sliding herself up 
his cock. She paused and then sank slowly down again and 
then waited half a minute or so. 

Then she repeated the movement again and then paused. 
And then she did the same again pausing each time. She 
did this six or so times and then stopped again. Then, 
she did it again but this time she didn't pause at the 
end of every stroke. As I watched transfixed she slowly, 
deliberately and gently pleasured her son and, given the 
sound of her wetness, herself.

To his great credit Ben hung on for as long as he was 
able which was perhaps a minute or so and then it was 
obvious that he couldn't contain himself any longer. 
When she noticed, she quickened her pace and pushed down 
hard onto him at every stroke. With that special sound 
he makes, and with which I am familiar, he came. As he 
did, she lunged deeply onto him. 

In that wonderful exquisite agony of an intense orgasm 
he sat up and as he did so she wrapped her arms around 
him and pulled him toward her, pressing his head to her 
breasts. I listened to his muffled gasps as each spasm 
took him and watched as she lent slightly forward 
stroking his hair and making comforting noises as one 
might to a child which, in essence, he is.

They stayed like that, joined, for some while; I can't 
recall how long, probably just for a minute or so. After 
a while she let go her hold on him and eased herself 
back slightly so that she could look at him but as she 
did so he dropped his gaze.

'Look at me Ben,' she said softly.

He looked at almost guiltily, dropped his gaze again, 
and then looked at her again.

'That was first time and the last time, Ben. You have to 
understand that.'

'Yes,' he said, nodding assent and then looked down 
again.

She moved slightly and lifted herself off him. I noticed 
as his penis fell away from her that he was still quite 
hard and that a thread of his cum hung from her onto his 
cock. I noticed the look of disappointment that flashed 
across his face and she noticed it to.

'It is something we can never talk about Ben, not to 
anybody else or even to each other. Do you understand 
that?'

He didn't say anything just nodded in agreement.

'Now go and have a shower while I get dressed.'

She moved to one side of him to allow him to get up. In 
the noise of the movement I reached over and switched 
off the camera.

As Ben got up he glanced in my direction and picked up 
his shorts and turned to leave the room. As he left she 
also got up and pushed the door closed behind him.

'We need to talk,' she said quietly 'ask him to go home 
and you'll have to stay on afterwards. Somehow, you have 
to phone your wife and tell her either you'll be late or 
delayed for a day. Whatever you say I don't mind, but 
you're staying. Is that clear?'

'Yes, of course it is,' I said softly, 'I'll make the 
call now. I'll do it from Ben's room'

She nodded in agreement and I got up and left.

I got into Ben's room picked up my 'phone and went to 
dial the number but then stopped. Ever cautious I pulled 
the camera from my pocket, fiddled about with it, and 
carefully put it away. Then I made the necessary phone 
call. It was received without question as it was when I 
am often delayed either on business or the times that I 
stayed on to visit her. When I finished the call I heard 
Ben leave the bathroom and head down the corridor 
towards his mother's room. 

I heard him pause outside the door and then it opened 
slightly and he looked around it into the room. He went 
to speak; I held my finger to my mouth in that 
international gesture which says to the other person not 
to speak. He nodded and left the room; as he did so I 
heard her walk past; as she did, I heard her tell Ben to 
get dressed.

They took much the same time as each other, Ben to get 
dressed and her to quickly shower and put on a bath 
robe. I ambled out not quite sure of what I should be 
doing or expected of me. She turned as she passed me and 
asked me to help Ben put his stuff back in his car. From 
that I took it she was telling him to leave. 

He went into his room and came out with a couple of 
inconsequential pieces of furniture, a small side table 
and stool. I followed him down the stairs and walked 
with him to his car. As he was putting the stuff in he 
looked around surreptitiously and then asked me very 
quietly if I would call in to see him when I returned 
home the next day. I said I would.

I went back into the house by which time she was dressed 
busying herself doing not very much. Ben said a rather 
awkward goodbye and then she melted somewhat and went 
and gave him a hug and a kiss on the cheek; all very 
maternal.

'Remember your promise.' She said.

He said he would and, as he turned to go, held out his 
hand to me and we shook hands making brief eye contact 
as we did so. He climbed into his car and the pair of us 
stood there as we watched him drive off. She turned 
toward the house clearly expecting me to follow her. 
Once inside she turned and shut the door and dropped the 
lock and then went in to the sitting room and sat, 
somewhat pointedly, in one of the two armchairs. I took 
the hint and sat in the other placed slightly at right 
angles to hers. She was silent for a few seconds and 
then started to speak.

In quite a monotone voice, without much hint of 
expression, she gave me her views on what had taken 
place. I won't go into specific dialogue here but 
suffice to say that first she was angry with me but some 
reason felt sorry for Ben. She said at first she was 
horrified when he touched her and then, much to her 
shame, she found it erotic and felt no guilt on the 
intimacy of it. 

Indeed, she convinced herself that as things progressed 
she was helping him through a difficult time when he 
clearly had little or no idea how to react with girls. 
She also reiterated her fear, which is mentioned before, 
that Ben may be gay but was frightened to confront it 
alone. She said it hadn't gone unnoticed how much Ben 
seem to like me and how she felt that I filled some of 
the gap left by the death of his father. She paused at 
this point and I wondered if she is going to ask me 
about my relationship with Ben, but she didn't and she 
continued talking.

She said that when she next saw Ben she would talk to 
him about what had happened and emphasise that it was a 
one-off experience for him and for her and also that I 
was not to mention it when I next saw him. She also said 
that at the moment she would rather that we didn't 
mention it between us to which I nodded my agreement. 

Then, to my surprise, she asked me to stay the night but 
rather I stayed in Ben's room. And with that she seemed 
to return to normality and suggested that we have a 
coffee with a generous glass of brandy.

She put some anonymous music on and got up to make the 
coffee returned later with it and two, very generous, 
glasses of brandy. For an hour or so we talked about 
nothing much rather than talking about what had 
happened. Eventually we fell silent and mutually headed 
upstairs to our respective rooms. She pointedly shut her 
bedroom door and I made myself as comfortable as 
possible in Ben's former bed.

I lay awake for a while wondering if I would find sleep 
but I clearly must have done as the next thing I 
remember was her climbing into the small bed next to me. 
Neither of us spoke and we both drifted off to sleep. I 
woke the next morning just she was getting out of bed. 
She said she was sorry that she disturbed me and I said 
I didn't mind. She stood there for a minute and then 
came back into the small bed.

Slowly and tenderly, two very good friends made love.

To be continued in part 3...

* * * * * * * * * * * * * * * * * * * * * * * * * * * *
It's okay to *READ* stories about unprotected sex with
others outside a monogamous relationship. But it isn't
okay to *HAVE* unprotected sex with people other than
a trusted partner. 4-million people around the world 
contract HIV every year. You only have one body per 
lifetime, so take good care of it!
* * * * * * * * * * * * * * * * * * * * * * * * * * * *
Kristen's collection - Directory 79