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************



Mom Then and Now - Chapter -- Three

Story codes: (Fmm, mm, FF, FFM, FMFM, bi, voy, exhib, inc)

Almost a month had elapsed. The relationships between 
Judith, Josh and Colin were developing into strong bonds, 
especially between Josh and his mom. They were kindred 
spirits and Josh had moved into Judith's bedroom 
permanently. They now lived as a couple, albeit in secret. 
Colin would join them as often as he could, often spending 
the night. There was, however, an understanding that Josh 
and Judith were the actual couple. As much as Colin was in 
love with Judith, Josh's total existence revolved around 
her. 

On one rare morning, Josh and his Mom were off work 
together. They slept in and cuddled before going down to 
eat. They had just finished breakfast when Judith asked 
Josh to stay in the kitchen and wait for her to return. It 
was a bit unusual but Josh was happy to comply. Josh's eyes 
flashed when she re-entered the kitchen, she was wearing a 
sexy revealing outfit. 

"Holy cow, I remember that outfit," Josh said. "That's the 
outfit I caught you trying on that day, isn't it?" Judith 
nodded silently. 

Her ass hung temptingly out the high-cut black shorts. Josh 
recalled how her firm roundness had impressed him the first 
time he had seen her in the skimpy clothing. The top was a 
thin translucent purple fabric and the ghostly image of her 
braless breasts strained against it. Here areolas showed 
through clearly as did her taut, thick nipples. Judith's 
long, black hair shimmered and framed her beautiful face. 
Seven-inch spike heels made her bare legs look long and 
seductive. Josh's cock sprang to attention, she was super-
hot.

"You know, until I saw you that way, I'd only fanaticized 
about you. But after seeing you that way, everything 
changed for me. I knew I had to have you, be really with 
you. Nothing was going to stop me. Jeezus Mom, you look so 
scalding hot." 

"Thanks, hon. I've been giving it a lot of thought and I've 
made an important decision. I want to share my history with 
you, all of it. I want you to know everything about me-who 
I really am." 

"That's fantastic," Josh said. "But, who you really are? 
Isn't that a little dramatic? 
You're not going to tell me you're a lesbian and you've 
just been faking it, are you? Because I do know about Jane, 
I've always known."

Judith's jaw dropped. "You're kidding, how could you know? 
We were always so good at hiding our playtime from you. At 
least we thought so."

"Really? Just because you thought I was asleep. When you 
both started moaning and laughing, I couldn't help sneaking 
out of bed and listening at your door? I was young, but not 
that young. I knew some grown-up things were going on in 
there. Then some of my buddies at school confirmed it for 
me. Actually, I was really happy for you; you sometimes 
seemed so lonely."

"It was my only release at the time. I couldn't risk 
falling off the wagon and fucking all kinds of men again. 
Jane and I were merely scratching each other's itch, just 
like you and Colin. That's why I was so understanding and 
willing to buy into your story."

"Too much," he chuckled, "So, I guess the, 'fucking all 
kinds of men' statement is what your story is really about 
then. But, how come you decided to share it all with me 
now?"
 
"Simple, we've come a very long way together, Josh, and in 
so little time. I'm more open and intimate with you than 
I've ever been with anyone. I tell you everything; what I'm 
feeling and why, just as you do with me. We've haven't 
hidden a thing from each other, except for my past. I want 
that to change now. I feel I can tell you anything and 
you'll understand and not judge." 

"Of course, Mom. You can do no wrong, as far as I'm 
concerned. So, I'm guessing that outfit has something to do 
with your story?

"It does," she said, as she sat down and began. She started 
by talking about her relationship with his father, John. 

When they were newlyweds, he was studying to be an 
architect. She helped support him through school by working 
as a waitress and they decided to put her schooling on hold 
until he graduated. She would resume her studies and pursue 
her own career after he found his first job. They were 
getting by just fine with that plan. John's father was 
wealthy and he covered more than half of their expenses.

Their love life was fantastic. John was a terrific lover 
and he quickly found out about her incredible sex drive; 
how everything turned her on and how she was always up for 
anything fun. He was extremely proud of her and always 
looking to show her off. He loved it when men lusted after 
her. He encouraged her to show more and more, usually in 
public situations. More leg, more cleavage more anything 
that men stared at. 

At parties, he'd stand close to where she'd be sitting and 
gesture with his eyes for friends peek down her top. It 
rarely bothered Judith, she found it flattering and she 
loved the attention. She had nice tits and she was proud of 
them. She soon began wearing roomier tops for better 
viewing. Secretly, it turned her on as well.

Things accelerated one night though. They were entertaining 
John's best friend, Al, and John asked her to wear 
something revealing for him. He told her, Al had a crush on 
her and he wanted her to give him a special treat. Al was a 
handsome man who always had beautiful women with him at 
parties. She was flattered. Teasing him might be exciting, 
she thought.

The dress she wore was a simple design with snaps all the 
way up the front. To make it sexier, she left the bottom 
snaps undone, almost up to her panties. When she sat on the 
sofa, the dress opened and showed most of her legs and a 
peek at her panties. It was more effective than she 
planned. Covering up was a losing game and her sheer nylon 
panties were much too visible. Her pubic hair showed 
clearly through the thin fabric. She loved how that made 
her feel, though, so decadent and naughty. She made sure 
both men got frequent peeks.

She'd worn a tight push-up bra under the dress and opened 
the buttons at the top to show lots of cleavage as well. 
Her breasts barely fit in to the lacy garment and every 
time she leaned forward, they nearly fell out.

As the evening moved along, John kept filling her wine 
glass and she got very tipsy. Her little flashes of skin 
became kind of a game and the men grew bolder as they tried 
to see more. At one point, Judith leaned in to remove some 
dishes and her left breast almost fell out. John reached 
and hooked a finger in her top. Her boob plopped out 
completely. The men cheered and she scolded John for his 
impertinence. But she still didn't move too quickly to 
retrieve her dignity. She faced Al with a frustrated 
expression and then winked before stuffing her large firm 
globe back in place.

After clearing the table, she was alone in the kitchen and 
had a wicked idea. She removed the dress completely, 
stripping down to only her bra, panties and heels. The bra 
barely contained her large globes and the panties were 
brief and nearly transparent. The thought of going back out 
there made the blood rush to her face and her pussy 
tingled. Would she dare? YES, she decided and she strutted 
back out like a runway model. She stood in front of the two 
men and Al's jaw dropped as she stood facing him with her 
legs spread. With her hands at her hips she stood defiantly 
and John beamed from ear to ear.

She said their schoolboy peeking was getting on her nerves 
and rather than fight it, she was giving in. There were no 
complaints or apologies from the men, they simply clapped 
and cheered. Judith was getting pretty drunk at this point 
and she kicked things up yet another notch. Parading around 
the room she struck different pin-up poses in fun. In very 
little time, standing became an issue and she decided to 
excuse herself to go to bed. Throwing her arms up in the 
air for one last 'ta-da' pose, both her tits popped right 
out. She was beyond caring and strolled over to John and 
kissed him goodnight. Turning her attention to Al, she 
kissed him too and grabbed his head. She pulled his face, 
nestling it between her tits before staggering off to bed.

That night, John made love to her like a maniac. The next 
morning when they talked about it, she was surprised just 
how much she had enjoyed showing off for Al. Nudity had 
always been something she was a bit shy about but the 
experience had made her realize what a turn-on it could be. 
The way Al leered at her and the effect it had on John, 
wow, this was a good thing.

A week later, Al asked John if he could take some glamour 
shots of her. Nothing too revealing, he promised, only 
pictures in the old 'pin-up' style. He was a very good 
amateur photographer and he said she had posed very well 
the week before. He begged John to let him do a photo shoot 
with her.

John talked to Judith about it and she told him she'd do 
it, if Al popped for a new bathing suit. Al agreed and 
Judith went out the next day to buy the sexiest suit she 
could find. It was a classic Playboy bunny suit, without 
the bunny tail of course. It was cut really high up her 
hips and plunged down to her pussy with a long, pointed 
'V'. The top was strapless and so tight, it made her boobs 
bulge right out.

When she tried it on, it became obvious that a shave would 
be necessary. Back at home, everything between her legs was 
shaved away leaving only a tiny 'V' on her mons. When she 
tried the suit on again, she never realized how much the 
pubic hair muffled the feelings between her legs. The strip 
covering her pussy now drove her crazy whenever she moved. 
It rubbed the full-length sending shocks all over her body. 
She felt sexy and a quick check in a mirror confirmed it. 
The suit covered everything, but just barely. 

Still, something was missing. Slipping on some black thigh-
high nylons and six-inch heels, the changed image in the 
mirror made her proud. With her long, jet-black hair, she 
now was the image of the Playboy caricature mascot. She 
couldn't wait to show John and Al.

"Gee, that must have looked amazing," Josh interrupted. 
"Thigh-highs and heels, mmm."

"Apparently I've struck a nerve," Judith said, eyeing Josh 
coyly. "Would you like me to dress that way for you 
sometime?"

"Please. Nothing else, just the nylons and heels," he 
almost panted.

"My pleasure, believe me," she said. "Now let me get back 
to what I was telling you."
 
She resumed her story about the photo shoot. John's friend 
arrived later that evening and she wore a robe over the 
outfit to meet him. Over a few drinks, they talked about 
how to do the shoot. Al said he would submit the best shots 
to a competition at his local camera club. This worried 
Judith. She was concerned about who might see the pictures. 
It could even be people from the restaurant where she 
worked. The more she thought about it, though, the more the 
idea became exciting. Being seen so exposed and sexy was 
becoming such a turn-on now. Why not, she thought to 
herself, there's nothing to be ashamed of, I'm proud of my 
body.

Al suggested they begin the shoot and the robe came off. 
Al's eyes popped. He asked her to sit backward on a chair 
and he began shooting. Her legs were on either side of the 
chair and she crossed her arms over the backrest. She was 
self-conscious but loving every second. Al made her feel 
comfortable by constantly tossing out complements, as he 
snapped shot after shot. He gushed about how well she was 
doing and gave her pointers about posing and flirting with 
the camera.

All the moving around caused the strip between her legs to 
rub constantly. It was getting her more and more aroused 
but it was also beginning to chafe. With Al's coaching, a 
dozen or more poses went by quickly. He asked her stretch 
her arms up high and she knew full well her boobs would pop 
right out. She laughed when they did and stuffed them back, 
but not before Al got off a shot. She complained. Nude 
shots weren't part of their agreement. John watched from 
the couch and told Judith to relax. It wasn't as if Al 
hadn't seen them already. Al said her tits were too 
beautiful to hide, they deserved to be immortalized. They 
were the most gorgeous tits he'd ever seen. Judith was 
flattered but still warned him about doing it again.

Meanwhile, the irritation between Judith's legs was driving 
her insane. She wouldn't be able to endure much more. She 
swore out loud complaining the suit was hurting her. She 
pulled the strip aside and rubbed her sensitive pussy. 
Poof, poof, poof, went Al's flash. She sneered at him but 
really didn't care anymore, she was so aroused and it felt 
so good to get a little relief at last. Besides, rubbing 
her pussy in front of another man, made her feel so 
naughty. She stopped to examine herself and Al jumped on 
the new photo-op. He moved in for a close-up but Judith 
covered herself with her hand. 

John suggested that if the suit was hurting her, she should 
remove it altogether. She scoffed out loud at his 
suggestion but of course, down deep, she wanted to do just 
that. She ached to bare it all for Al and his camera now. 
So, when once again John reminded her about how much Al saw 
the week before. Judith paused to think it over. Al could 
see she was considering it and said he had enough pin-up 
shots and that he loved John's suggestion.

Putting down his camera, he pulled another out of his bag. 
It was a Polaroid and he explained to Judith that he 
couldn't make copies of these pictures. He continued 
coaxing her by asking if she'd ever wondered how she'd look 
as a Playboy model. This peaked her curiosity. Just to seal 
the deal, Al said she could keep all the prints afterwards, 
even he wouldn't have copies. He explained that all he 
really wanted, was to see her pose nude for him and that he 
was dying to see her completely naked. That sold her and 
both men could see it on her face.

She still had to think about it for a moment, though. She 
was incredibly aroused from the material rubbing her pussy 
and deep down, she desperately wanted to do it. She told 
him to start shooting and placed both hands up at the bust 
line of her bathing suit.

Poof, went the flash and her heart surged as she began 
peeling the suit off, slowly. She felt an enormous rush of 
blood to her face as her tits came free. She stopped and 
smiled for the camera. The rush intensified as more and 
more of the suit slipped off and she turned to give Al a 
side view with her glorious orbs hanging free with her 
thick rigid nipples beckoning. 

The suit descended lower over her ass, past her pussy. 
Slowly, ever so slowly, she now wanted to drag it all out 
for a long as possible. Down the suit went, all the way to 
her feet and she stayed bent over as Al shifted all around 
her getting every possible angle and close-up. Her red 
pussy lips were thick and swollen. The gap between them 
glistened with wetness. Stepping out of the suit, she stood 
up and demurely covered herself with her hands before 
sitting back in the chair. With her legs crossed, she gave 
Al a wide-open shot of her drenched pussy. Then she 
stretched out one leg and rolled the nylon off. She did the 
same with the other, parting her legs widely for the best 
pussy shot of all.

Now, completely naked, she stood once more and raised up 
her arms up in a victory stance. Her legs were spread wide 
and Al could make out a thin stream of her love juice, 
trickling down her left leg. He fired off the last few 
shots as she did a slow turn around and then reached for 
her robe. 

Al spread the pictures over the kitchen table and they all 
examined them. It felt a little strange at first, seeing 
herself naked in pictures. Especially while her husband and 
his friend also reviewed them carefully. There was no 
taking it back now, there they were, proof of her new need, 
undeniable. 

After discussing the various poses, not to mention, the 
various parts of her anatomy, she discarded her robe again. 
It seemed pointless to keep it on now and she loved the 
freedom and exposure. Both men got into great detail about 
how her tits were so luscious and how her areolas were the 
perfect size and just the right color. They loved how her 
pussy was so puffy, luscious and pink. She wouldn't have 
believed how being naked and having men so explicitly talk 
about her sexually could keep her so turned-on.


Beyond that, she was bowled-over at how good she looked in 
the shots. She really did look like a Playboy model. Al 
asked if he could get some more close-ups of her pussy. She 
told him to fuck off and put the robe back on. She picked 
out a couple shots she liked and told Al he could keep the 
rest. He was delighted and promised not to show them 
around. But Judith knew better. Hell, she wanted him to 
show his buddies now. She liked the way she looked. It gave 
her a thrill to think of guys ogling at her pictures and 
maybe even jerking off.

After that evening, John found one way after another to 
show her off to his buddies. He'd have the guys over for 
cards and made her wear the skimpiest of outfits, much like 
the one she wore that morning for Josh. John's buddies 
loved to look at her and she soon got a taste for it 
herself. She began to love it. Even his friends occasional 
roaming hands became kind of acceptable. She'd stand 
between two players as they each caressed her legs. 
Sometimes she wore lose fitting shorts so they could sneak 
their fingers up higher. She'd slap their shoulders if they 
did of course, but only after they got a good feel.

Guys would follow her into the kitchen and ask for a little 
peek and maybe a feel. If they were alone and she liked 
them, she'd oblige with a peek down her top or she'd just 
flash her tits or her ass and pussy. She'd might also let 
them enjoy a good feel, anywhere they wanted. She was 
becoming known as a neighborhood slut, even though fucking, 
bj's or handjobs were off the table. She still had her 
self-respect. Not that she wasn't considering it all, 
though.

Josh cupped her breast and pinched her taut nipple hard. 
She stiffened and looked deeply into his eyes. He knew that 
look and his hand slipped down to unsnap the waistband of 
her shorts. She slid down the zipper for him and he slipped 
his hand in-no undies. Smiling shrewdly, she slipped her 
ass forward on the chair. His fingers found her moist pussy 
and massaged her clit. He rubbed her love button in a 
circular pattern and her head fell against his shoulder.

"Mmm, that's my baby. Make your mama cum like a good boy. 
Your mom loves the way you rub her pussy... GOD that feels so 
good, just what your mama wants."

After a few minutes she was moaning loudly, hugging onto 
him for dear life. Her body quaked through her orgasm and 
her thighs clamped together like a vise. He could barely 
move his hand but his fingers still had a tiny bit of room. 
He soldiered on massaging her clit to a second, even 
stronger orgasm.

"Stop, STOP, I'm too sensitive now," she moaned. "Wow! That 
was a nice break.  Whew! What a buzz."

"I love it when you talk to me like that, Mom."

"I enjoy it too," she chuckled. "Makes me feel extra 
wicked."   

Judith smiled at him and did up her shorts. "I know my 
story isn't terrible so far," she said. "I mean, hell, I'm 
fucking my son and his best friend. What's a little 
exhibitionism and touching compared to that, right?"

"First of all, I don't think any of what we're doing is so 
wrong. Second, you're right. Nothing you've told me so far 
has upset me or in any way, changed what I think or feel 
about you," Josh said.

"Good, let's go upstairs and get more comfortable. I've got 
a feeling Mr. Happy down there could use a little attention 
right about now."

"I'm all in for that," Josh agreed.

Climbing the stairs, they reached what was now 'their' room 
and Josh ran ahead. He took a flying dive onto the bed. 
"Strip for me Mom. Pretend I'm a room full of horny poker 
players. Show me what you showed them."

"Sweetheart, I can't do that, it wouldn't be enough for my 
big boy. I'll just have to show you way more," Judith 
smiled as her eyes flashed. 

She turned on some music and began swaying to the beat. 
Crossing her arms, she lifted the hem of her top up slowly. 
It inched upward gradually as she swayed her womanly hips. 
Her full breasts plopped out and swayed gracefully side to 
side as she moved. She turned and moved closer, gyrating 
her round, half-covered ass in Josh's face. He reached out 
and caressed it but spun around and slapped his hand. She 
removed her top and tossed it away. She shook her chest, 
making her large melons bounce and sway.

"How's that boys?" She began role-playing. "Want to see 
more?" 

"Yeah, YEAH," Josh yelled and whistled, trying to sound 
like a room full of horny guys. 

She became more alive and rubbed her tits shamelessly-
squeezing them and holding them up to lick and suck on the 
nipples. She was on fire now. This boy loved her more than 
all the men she'd ever known put together. That love filled 
her with a molten desire she'd never known until now. 

She snapped open the clasp on her shorts and steadily 
lowered the zipper. Slinking over to him, she hooked her 
thumbs in the front her shorts parting the open zipper and 
lowering the front just enough for a peek at her treasure. 
It was plump and juicy and Josh licked his lips in 
anticipation. Judith turned to Face away and bent over as 
she peeled the tiny shorts over the full round globes of 
her ass. Down it slipped until he could see her luscious 
pussy peeking from between her legs. The lips, even puffier 
and open now. They glistened and her potent scent filled 
his nostrils. 

Pulling her cheeks apart, she exposed her tight, pink 
rosebud to Josh. That was it, he couldn't take any more. He 
lunged forward and buried his face in her ass, licking and 
kissing it like it was his last meal. Judith screamed with 
pleasure; laughing at his impatience. His face slipped 
downward to her waiting pussy and her muscles tensed. "OH 
MY GOD! You're not supposed to do that. I never let card 
players do that," she toyed with him. "Keep going, though-
rules were meant to be broken."

She wiggled her ass as Josh left nothing un-kissed and un-
licked. She straightened up and turned around.

"Get back on that bed," she ordered in a raspy voice. "It's 
my turn now."

He lay back as she tore at his jeans, pulling them off. 
With both hands grasping the waistband, she wrenched his 
underwear over his unbending cock. He was painfully hard 
and badly in need of his mother's special love. She 
swallowed him whole, pushing his manhood deep into her 
throat. This was a first, Josh was both shocked and 
delighted that she would deep-throat him. He leaned back 
against his elbows with some difficulty, he had to see this 
to believe it. 

She took all of him in again and held him there until she 
swallowed. His cock the received the ultimate throat 
massage and he fell back on the bed, lost in ecstasy. 
Again, she slid him down her throat and swallowed. He'd 
never experienced anything like it before and he was 
quickly losing control. Almost without warning, he blew his 
load. Judith moaned her disappointment, as Josh writhed on 
the bed, happy, but a little frustrated.

"All right YOU, come down here and kiss me," she commanded.

He slithered down beside her and they shared a deep 
passionate kiss. 

"I didn't know you could do that," he said, "SHIT, I didn't 
know ANYONE could do that. What else are you going to 
surprise me with?" 

He lightly caressed her breast not wanting to look her in 
the eyes. She smiled. His innocence was the part of their 
relationship she treasured most. 

"What do you mean, deep-throating?"

"No, I knew about deep-throating, who doesn't? It was that 
other thing you did. That really blew my mind. Until now I 
figured you just didn't like deep-throating. I figured that 
was why you hadn't done it yet."

"Josh, there's an awful lot of things I can do that I 
haven't done yet. Eventually I'll get around to every one 
of them, trust me. But I have to keep things fresh and new 
now, don't I? How else will I keep you coming back to an 
old broad like me?"

"Shit, I can't believe you just said that, you really don't 
get it, do you?" Josh almost stammered. "I'll always come 
back for more. Every second with you is beyond anything 
I've ever known. I never believed I could be this close to 
you and that you'd have me as your lover. You have to 
understand that. I'll never leave you, never."

"Oh my... I... I guess I didn't fully understand, but I do now. 
Just the same, Josh, don't ever hold back just because we 
still haven't done something yet. If there's something you 
want me to do, spit it out. Odds are more than good that 
I'd love to do it too. Josh, you and I, well we're way past 
holding back now. I want us to do anything and everything 
to please each other, in every way possible." 

"I think, when you've heard the rest of my story, you'll 
understand why I can make the claims I do." She gave him a 
sly look. "I really do know a lot of stuff."

"Wow, I'm just beginning to realize the kind of sexual 
power I'm dealing with here. I can't imagine a guy who's 
luckier than me right now." 

He got up and stripped off the rest of his clothes before 
lying down beside her exquisite naked body. 

"You know, Josh," Judith continued. "Just as I'm sure this 
beautiful cock of yours will come back to life in a few 
seconds; I'm just as sure of something else. You and I will 
experience great things together. They'll surpass anything 
I've experienced until now and I can't wait."

"How can that be, Mom? You have so much experience from 
what you tell me. How can I possibly match up to all that?"

"Simple, I love you more than all the people in those 
experiences put together. I also know that you love me just 
as much. I have an insatiable sexual appetite and you're 
tireless, almost relentless in bed. I've never met a man 
with your staying power. Your ability to have multiple 
orgasms in one night is amazing. Love, ability and desire, 
we've got it all in measures to last a lifetime. We're 
going to discover wonderful things together, my beautiful, 
wonderful son."

"That would be almost frightening if I weren't so horny 
right now. I'm hard again and I'd love to see if I can hold 
on longer this time. Would you show me that amazing 
technique again, please?"

Judith smiled widely and slid back down his body. Her mouth 
engulfed his eager cock and she began again. She deep-
throated and swallow like before, but not quite. This time 
she added some neck movement that amped up the sensations. 
Josh growled his satisfaction, grabbing at her head and 
pulling himself out to begin a good face-fucking. He 
plunged himself in and out of her mouth. She made low 
gurgling sounds interspersed with moans. 

Over and over he pounded her sweet mouth until finally he 
came again. He flooded her mouth and she gagged trying to 
cope with it all. Soon she pulled away, still pulling at 
his hard cock to keep him going. She licked his balls and 
groin clean and then kissed the head of his cock with a 
smile.

"Had enough yet?" she asked.

He pounced on her as she shrieked. In seconds his cock was 
buried deep within her and they rutted like animals. This 
was no longer love-making, it was fucking, pure, simple and 
intense. Josh pounded her pussy relentlessly as she wrapped 
her legs around his waist and hooked her feet together, 
pulling him harder and deeper into her. He wanted to 
satisfy her so badly, it became his only purpose. She, in 
turn, wished only to satisfy him and show him how deeply 
she was in love with him. 

It didn't matter either way, they were kindred spirits, 
sexual powerhouses and when she finally gave in and came, 
he let himself go as well. It was as if they were both 
possessed of the same demon. Both screamed in passion and 
agony as their love juices mingled and spilled on the bed 
sheets. They lay there and both dozed off for over an hour.

Judith opened her eyes. Josh was cuddled up beside her, a 
leg hooked over one of hers and her left breast in his 
right hand. She giggled at the sight and gently nudged him.

"Umm," he stirred. "God, that was fantastic, wasn't it?

"Oh yeah, I can attest to that alright. You're some lover, 
you know?

"That goes double for you, Mom. Want to go again?"

She pushed him back and looked between his legs.

"That's impossible. You can't be hard again."

"Guess again," he smiled.

"I don't care. Save it for later, the day's not over yet. 
Let's go down and get some food in us."

He nodded his agreement and they both strolled down to the 
kitchen and made lunch. As they sat at the table eating, 
Josh asked her to continue with her story.

"Absolutely," she said. "I want you to know everything now. 
You know, I'm not proud of many of the things I've done, 
but in all honestly, I did enjoy myself. I probably still 
would today." 

She began with a return to her life with John, her ex. 
There was a time in their relationship where everything 
began to change. John and his father had had a serious 
falling out. So severe, that his dad cut off all financial 
help. They were broke now and just barely getting by. John 
refused to put off school and get a job. He was less than a 
year from graduation and he wanted to finish and get his 
degree. That's when his old friend Al came to the rescue. 
He told him about a certain camera club, the same one he'd 
submitted Judith's pictures to.

They called themselves art photographers but that only 
meant they liked taking pictures of nude women. In those 
days the nudie magazines only showed tits and asses. Pussy 
shots were considered obscene and you only saw them in 
black-market magazines. You could get in deep trouble 
posing for or taking those kinds of pictures. The money was 
really good though, for models that were willing. There 
were big bonuses for special shots like close-ups or ones 
that involved sex toys and props. Judith was still working 
as a waitress and the thought of making three week's salary 
for one night's work, was too good to pass up.

The first time the group came to Judith's home, there were 
eight of them, including Al. She started out the evening in 
her pin-up bathing suit and after some shots and agreed 
bonuses, she covered herself with a see-through cover-up 
and then peeled off the suit from underneath. Everyone 
could still see her but it gave her a small sense of 
modesty. After all, these were all strangers except for Al 
and her husband. 

She let the top slip off in as many poses as she could get 
away with. Finally, she was totally naked in a room full of 
gawking men, all with cameras. But she loved it and felt so 
free and sexy. The way the men leered at her and devoured 
her with their eyes, she knew right then that she'd found 
what she wanted to do. Something that could support them 
and make her feel sexy and wanted as well.

The photographers took shots from every conceivable angle. 
John kept tabs of the extreme close-ups for extra billing. 
It felt pretty strange but still very exciting. Having 
someone come right up to her pussy, ass or tits with a 
camera, well, it took some serious getting used to.

As time passed she did many more shoots and she became very 
comfortable with it all. She fully enjoyed what she was 
doing, even loved it at times. The sessions seemed to go 
faster and faster. They'd would be over in no time and she 
was usually sad when they were done.

Eventually, she posed regularly for more than a dozen 
groups. The photographers loved her but they always wanted 
better shots. When someone asked, her to show him her 
pussy, she just did it. If they told her to spread it open 
and play with herself a little, fine. Even though those 
shots meant more money for her, she would have gladly done 
them for free, sometimes she did. The close-ups really 
turned her on now. It was the ultimate in exhibitionism for 
her. 

She came to enjoy doing all of it but the bar kept getting 
higher. They wanted her to masturbate with her hand, then a 
vegetable, then a dildo. They wanted her to stuff things in 
every hole at the same time and do more and more close-ups 
of that. Some brought SM gear and leathers for her to wear. 
Handcuffs and whips were always a favorite. She did it all 
but it was just never enough.

Photographers who had the money, paid for private sessions. 
She wasn't so crazy about doing those, especially if the 
guy was ugly or a jerk. John accompanied her at first but 
then he got too busy, counting all the money, she guessed. 
In the private sittings, the photographer always touched 
her whenever he would 'adjust her pose'. If he was 
reasonable looking, she'd be fine with it and even a little 
encouraging, it was good for business. The money was always 
good and she knew John would graduate one day. Then their 
lives would go back to normal.

Over time, however, her popularity waned. Everyone had seen 
her and had lots of her pictures. The photographers stopped 
calling. That's when John tried to trick her into doing 
porn.

The first time she did it, she and John went to a very 
different studio. The photographer said we would both be in 
the shoot and that surprised her. That was until John told 
her that he would shooting them having sex. She wasn't 
interested but again, there was the money. She agreed and 
they sat on a couch pretending to be lovers, discovering 
each other. He stripped her naked and then she stripped 
him. She gave him the best performance blowjob of her life.

Hundreds of pictures were taken of John eating her ass and 
pussy. Then there were shots of him fucking her, first in 
the pussy, then her ass. They even got a titty fuck and a 
facial in. It wasn't any fun at all, just make believe. 
There were no leering admirers and guys jerking off, it was 
all business. There was even another couple waiting to do 
the exact same thing. They stayed and watched for a while 
until they got bored.

She didn't want to do it again but John conned her into it, 
one last time. This time he said he'd meet her at the 
shoot. The location was different, in someone's apartment. 
When she arrived, she saw the setup wasn't professional and 
waited for John. But the asshole never showed and instead, 
his best friend Al walked in. He gave her a bullshit story 
about John being stuck somewhere and asked if she minded 
him sitting in.

This was beyond belief, even for John. How could he just 
pass her off to his friend? The sad truth was, she really 
liked this guy. He came up close and hugged her tenderly.

"Come on Judith," he said, "would it be all that bad? Maybe 
I shouldn't say this, but I paid John a lot of money to 
make my dream come true. You've always been my absolute 
dream girl. I thought, maybe you knew that?"

She was shocked. John had pimped her out. She was furious 
and told Al he'd been taken. John always knew she wanted to 
fuck Al and she laughed and told him all he ever had to do 
was ask. She would have fucked him any time. She was pretty 
sure his next meeting with John wouldn't be too pleasant. 

She told Al she was fine with going ahead and they had a 
terrific session, nothing like the one with John. She 
fucked Al every way to Sunday and loved every second. Even 
the photographer jerked off between shots. Poor Al never 
knew what hit him and at the end, she took a few years off 
his life at least. He never came back for a replay after 
that.

Judith laughed out loud and Josh saw a new side to his 
mother, something maybe darker but oh so compelling. It 
seemed impossible but he was becoming even more drawn to 
her. 

After that shoot, things were never the same between John 
and Judith. He finally graduated and landed a good paying 
job. Ten minutes into his new prosperity, he was fucking 
every woman that would have him. He didn't even try to hide 
it. Judith began to drink and did some sleeping around 
herself. She probably ruined more than a few good marriages 
in their neighborhood. She also got very careless with her 
birth control. After a week-long vacation with John in the 
Bahamas, Josh happened. She paused, her eyes welled-up as 
she looked to Josh.

"Honey, now that I've confessed that to you, don't ever 
think that you weren't wanted. The second happiest day of 
my life was when I found out I was pregnant with you. The 
happiest day was when you were born. You're the best thing 
that's ever happened to me and I love you more than life 
itself."

"I believe you Mom," Josh was a little misty eyed as well. 
"What we have together now is proof of that. You made me 
for this, I absolutely believe that now."

Judith smiled knowingly and continued her story.

She told him that even John was happy when he was born. He 
went on a two-day bender with his friends to celebrate. But 
his new family man image didn't last. Soon he was back to 
his old tricks, sleeping around and partying all over town. 
They only lasted two years after Josh was born and then 
they divorced. He and his mom left town and moved to their 
current location a year later.

"So, Josh, how do you like your mom so far?" She asked.

"Wow, what a life, but I assume there's more," Josh said. 
"Honestly, there's a bit of wild living and loose morals 
but nothing for you to drag around all your life." 

"Oh of course there's more, much more. The best, or worst 
is still to come. Like I said, I'm not proud of any of 
this, but if it ever came up, I wouldn't deny it. How could 
I, there must be thousands of pictures of me floating 
around out there. I'm constantly amazed you've never seen 
any. I guess they must be considered 'vintage' or they're 
all in private collections or pay sites."

"I've never seen any but I sure wish I had. Do you have 
any?" He asked.

"No, none. Maybe there's one or two in a shoebox somewhere. 
I never wanted to see them again. The thing is, now that 
I've told you about them, I guess I wouldn't mind having 
some around. Just to remind me of how I once looked."

"I'd really love to see them too. I can't imagine you being 
any more desirable than you are now," Josh said. "Thank you 
so much for sharing all this with me, Mom. Your past is 
amazing and more than a little exciting. I sort of 
understand why you'd want to keep a lid on it given what 
you do. Just the same, I still see nothing wrong in what 
you did."

Josh couldn't stop staring at her and smiling. 

"What are you looking at?" She asked. "You're making me 
feel uncomfortable."

"Tell me more about your modeling days, Mom."

She thought it was cute that he wanted to know more. She 
figured there was probably a little John in him, but only 
very little. Hopefully, just the part that liked to see 
others drool over her, like Josh's best friend Colin always 
did. 

She continued by telling him that, over time she got used 
to being naked in public. When she'd show up for a shoot, 
she'd always ask if they wanted her nude right away or if 
they wanted shots of her undressing too. She always wore 
nice clothes and extra sexy undies. They usually wanted her 
to strip first and that meant more overall time and more 
money. Besides, it always turned her on to do sexy strips 
in front of horny men. They could sense her excitement and 
that translated into better pictures. 

There were always requests for special strip moves. She 
could have a crowd around her ass as she bent over, slowly 
dropping her panties. She loved that part. Walking around 
the room naked and talking to the members up close was a 
real thrill as well. It all made for more repeat calls. Now 
and then someone would glance their hand over her ass or 
even groom her pubic hair. Depending on who it was, she 
usually just smiled and let them.

"Really? And all the times you were with these horny guys, 
you never got a little more, you know, involved?" Josh 
asked.

She paused and thought for a second. It was obvious this 
part was harder for her to talk about. She told him that 
sometimes a photographer might complain that her nipples 
weren't stiff enough. Complaints equaled less business. She 
would defuse the situation by letting him suck on them a 
while to get them harder. Even if they were already hard, 
that usually kept his clients motivated. Other times, when 
oiled skin was requested, she'd hand out a bottle or two of 
oil and let someone do her back for her. Of course, when 
they'd ask about the front, she'd make a show of thinking 
it over before agreeing, 'this one time only'. That was 
incredibly good for business.

She posed for some clubs almost a dozen times and some of 
those members also belonged to other client clubs too. It 
took extra-special treatment to keep those guys from 
complaining. Now and then she'd hold one or more of them 
back for more private and personal shots. It was a business 
after all and she needed the good will and repeat work. 
She'd let them touch her all they wanted and gave most of 
them blowjobs, on and off camera. 

A couple of times she let a couple of them fuck her, 
because she really liked them. She also loved the way they 
made she look so beautiful and sexy on film. It also didn't 
hurt that they were both hung like horses either. Judith 
laughed with her powerful lustful laugh. Josh began to 
understand why she had bottled all of this up for so long.

"You know Josh, now that you made me recall all that 
stuff," she said, "the memories don't bring me much 
happiness. I did it all and so much more you haven't heard 
yet but I'm pretty ashamed of it now. Sure, I've got a 
strong sex drive and I really liked those guys. But it's no 
excuse to put out just to keep my business going. I was no 
better that a low-class hooker."

She became misty-eyed and sniffed as Josh took her in his 
arms. He hugged her tightly hoping to soothe her pain. 

"Your being way too hard on yourself, Mom. You know, I 
can't get over the life you've had," Josh said. "But I'm 
still not put off by any of it. After all, what harm did 
you do? You made a bunch of guys very happy; guys who 
actually cared about you. I'll bet they still have a 
special longing whenever they trade stories about you. It's 
done Mom and all you need to think about is one thing. If 
you could go back, would you do it again?"

"Oh Josh, you just don't know, but you will soon. I did 
eventually become a hooker, well, an escort anyway. There, 
what do you think of me now?"

"Not a lick different. You know, Colin and I considered 
that possibility a few times. When the three of us were 
having sex, you were just too good at it, too experienced. 
You were always moves ahead of us. But it didn't alter my 
feelings or my opinion about you. Not one iota. But I sure 
want to know all about that now too."

Judith stared at him. "Thank you, sweetie. You know, I 
never believed this would happen. It's like I've had a 
poison in me for years and you've been drawing it all out. 
I feel better, so much better, I just can't fully describe 
it. I'm going to pull a few special tricks out of my bag 
for you tonight you'll see."

"Ooo, I like the sound of that," he said.

"You'll like how it feels even more," she said softly as 
she traced the length of his rigid cock with a fingernail. 

"Oh shit," Josh threw his head back. "Point taken. You 
know, being with you and listening to your wonderful 
stories, I doubt it could get much better. Why don't we go 
back up to bed. You can tell me more there, before you 
change your mind. But if you're tired, we can continue 
another time."

"No, I want to continue. I really thought you'd need more 
time to process everything, I never thought you'd be so 
easy with it all."

"You'll need to do much worse Mom and even then, I'll still 
love you. You haven't even put a dent in my feelings toward 
you. You're still the best Mom and lover in the world to 
me."

"Okay then, we'll see how you feel after the next part."

As they climbed to the room, Josh fell behind and stopped 
her half way up. He was in a perfect position and he buried 
his face in her ass licking and kissing it everywhere and 
sticking his tongue in her little puckered hole. Holding on 
for life to the handrail she moaned with pleasure and 
desire. She bent forward placing her hands on the next few 
steps up. He massaged her clit and continued kissing her 
sensitive rear. She turned around and sat on a stair with 
her legs spread wide apart. 

"The story can wait," she moaned. "Put that cock in me, 
baby."

He knelt on a stair and guided his throbbing cock into her 
delicious warm pussy. Slowly, he withdrew and rubbed the 
head against her clit. He slid himself in again and did it 
all a few more times before plunging all the way in, 
bumping against her cervix. She fell backward against the 
stairs and they both relaxed to savor the intense waves of 
pleasure. It had been a long emotional day and they both 
needed some relief. They both relished the deep loving 
sensations and then Josh seized up and plunged into her 
once more. 

Judith grabbed at his ass and pulled him into her harder 
and faster. He moaned out loud as he came, flooding her 
womb with his juice. He immediately dove between her legs 
and sucked wildly at her clit and plunged three fingers 
into her. She exploded with a deep orgasm and she gasped 
for breath as she pinned his head deep between her silky 
thighs.

They both calmed down once more and Josh kissed his way up 
her belly. He continued over her heaving chest to her 
waiting mouth. They embraced over and over as their passion 
grew once again. Judith pushed him back to catch her 
breath.

"Holy cow, that was a first," Judith said. "I've had some 
experience but you my boy, you have real creativity. That 
was wonderful, how about a shower?"

He nodded and helped her up. They continued their climb to 
their bedroom and showered before cuddling up in bed. 

"Feel like continuing now?" He asked as he ran his hand 
softly over her breast. 

"Of course, if you still want me too. Damn, I could kick 
myself for waiting so long to do this. Now, where were we?" 

She thought for a minute. She decided to pick things up 
where she and John got divorced. Basically, he screwed her 
out of everything. Even though she put him through school 
and supported him, he lawyered up and took her to the 
cleaners. Claimed infidelity, substance abuse and any other 
thing he could come up with. He hid all his money and 
claimed she stole it all from him. He even tried to deny he 
was Josh's father to get out of child support. She nailed 
him with a paternity test and squeezed a few bucks out of 
him.

Just the same, his checks would mostly bounce while he 
drove around in a Mercedes and dated women all over town. 
She and Josh were almost starving and Judith became 
desperate. If there was any hope of building them a future, 
she needed her degree and a better job. She was flat broke 
and the bailiffs were at the door.

One day when Judith was applying for work downtown, she 
bumped into an old girlfriend. Her friend saw the state she 
was in and offered to buy her lunch. As they ate, she 
couldn't help but admire her friend's outfit. She wore a 
simple dress by Chanel, a lovely Prada bag and her 
Schiaparelli pumps were to die for. She was wearing more 
money than Judith made in a year. Judith asked her if she 
would share the secret of her success.

Her friend was up-front with her. She told her flat out 
that she was a call girl. Only the year before, she had 
salted away over two hundred thousand, after expenses. Then 
she cautioned Judith about being too judgmental. 

"It's not what you're thinking," she said, "This is 
different. Hookers have pimps and they peddle their asses 
on the street. I work for an agency and all my clients are 
screened and matched up with me. They're businessmen and 
rich important people who have big careers and no time for 
entanglements. They need kid glove treatment by beautiful 
intelligent women. You can only do it while your looks 
last, but what a ride until then."

Judith was stunned. She had no idea this world even 
existed. Her friend took out a card and wrote two names on 
it." 

"Honey," she said, "you've got all the looks, brains and 
more. Use this card or don't, but I'm pretty sure it's the 
answer to your problems. The top name is the one I go by 
now and the one at the bottom is the head of the agency. 
I'll tell her about you but you're the one who has to make 
the first move. Do it Judith, you won't regret it, I 
promise. I have to go now, I have an appointment with one 
of my clients."

She got up and left. Judith sat there thinking about her 
offer. She was broke, plus she and Josh were about to be 
evicted. What could she lose by looking into it? She'd done 
things like it the whole time she was modeling. This was 
just a step farther down that road. The next day she called 
the woman who sounded excited to hear from her. Her friend 
had given her a glowing endorsement. They agreed to meet at 
the agency and the next day Judith found a sitter to take 
care of Josh.

The offices were in a big building downtown. It sure didn't 
look like a brothel. Everything was high-end, including all 
the staff. Everyone looked like they just stepped out of 
Vogue. Judith was wearing her best outfit and she fixed her 
hair and makeup as best she could. When the woman she spoke 
to came out to greet her, they shook hands. Her name was 
Georgette and she was drop-dead gorgeous in her mid-
forties. She showed Judith back to her office where they 
sat on a couch and talked.

"So Judith," Georgette said, "please call me Georgie. Now I 
hear you're having a tough time of it, divorced from a real 
asshole. Heh heh, aren't we all, aren't we all. I know 
exactly how it feels," she laughed. "You know, Claire gave 
you quite an introduction but now I can see why. Girl, 
you're absolutely stunning, a natural beauty. So, tell me, 
what have you been doing to get by? Tell me all about it 
and please don't leave out a thing, I've heard it all."

Judith told her everything, she held nothing back. She told 
her about the modeling, the two pornos and even about 
John's friends. She figured, despite outward appearances, 
Georgie could probably get pretty tough if things went 
south. She didn't want her past popping up and surprising 
everyone one day.

While Georgie said that pictures and even some videos were 
pretty common in their business. As long as they weren't 
too colorful, meaning kink and grotesque sex acts 
everything would be fine. But she warned Judith again 
against surprising clients with material on the internet. 
That just wouldn't do.
 
Judith said she doubted that would happen with her. 
Certainly, the pictures were possible but the videos were 
of such low quality, she doubted they were for anything but 
limited viewing. Georgie was pleased with her answers. She 
told Judith that she took great pride in her ability to 
judge people. She asked her then and there if she really 
wanted to be a call girl. If so, she wanted her to start 
training as soon as possible. Judith quickly agreed.

Georgie smiled and told Judith she was going to give her a 
signing bonus. Money to tide her over and keep the wolves 
from the door. She didn't want Judith preoccupied and not 
concentrating on the serious training she was about to 
receive. Georgie told her that she was about to make a 
significant investment in her. One that she would have to 
repay. However, she also told her that if all she ever did 
was repay that debt, Judith would be of no real use to her. 
Judith was about to play in the big game.

Judith looked at the check, it was for fifteen thousand 
dollars. Her head was spinning. She knew all too well, 
there'd be strings, big ones, but she jumped into the 
opportunity with both feet. She'd make arrangements for 
Josh to be looked after and she told Georgie, she'd be 
ready.

On Monday morning she was in bright and early and began 
training. She was given a new name, Caroline. Just a way to 
keep her two lives separate. She was still so naïve though. 
She thought the teaching would be mainly about sex and how 
to please men. Instead, for the next eight weeks she 
learned about manners, etiquette plus all about fine wine 
and food. She was coached on the lively arts and instructed 
to read three newspapers daily to keep current. Each day 
there was a quiz on current events. 

Her new wardrobe was like a dream, nothing but designer 
labels. She was taught all the subtleties of professional 
make-up, including how to cover up a little bruise or two. 
Only when she was proficient at everything else was the 
subject of sex even discussed. That training was 
surprisingly short but effective. Covering more about 
psychology and fine technique than 'get down and dirty' 
methods. The first and most important rule was, don't know 
too much more than your client. Always leave room for them 
to teach and be thankful for the knowledge. She would never 
forget those lessons.

"Would you consider taking on a student?  You know, to pass 
on some of those useful skills? Call it a legacy," Josh 
smiled as his hand slid down between her legs.

"Oh, you're doing pretty well on your own, kiddo," Judith 
said, "I've given you some tips and you've expanded on them 
nicely-you're a natural. But maybe you want to know more 
about turning on a guy?" 

"Not so much, I'm fine with having sex with guys just not 
romantically," he smiled.

"You've had sex with other guys besides Colin?"

"Not many, just a few other like-minded friends. Blowjobs 
mainly, I love doing those."

"I've seen that. Now stop distracting me and let me 
continue. This is where things get pretty interesting." She 
pick up where she left off.

They made her a member at a swanky fitness club with a 
trainer. The trainer worked with her to tone her body but 
also to refine her sexual muscles and build stamina.

"Sexual muscles?" Josh butted in again but Judith ignore 
him.

She told him about working on special muscles like her 
kegels and abdominals. This was far more preparation than 
she ever dreamed necessary. At times, she wondered if she 
was in training for the sexual Olympics. Georgie even 
referred to her as her prize thoroughbred, with all the 
glowing feedback she received about Judith's progress. 

At last she was ready. But all the training, clothing and 
extras came at a steep price, one hundred and twenty-three 
thousand dollars. She would need to work all that off 
before she became a top girl, as they called it.

"HOLY FUCK! YOU'RE KIDDING," Josh screamed.

Judith rolled her eyes and stared at him. "Josh, I'm here 
aren't I? That must mean I paid it off. It's a grown-up 
world out there, hon. When you're peeing with the big dogs, 
you lift that leg up real high."

Finally, the big day came, she continued to recount.  She 
was sent on her first appointment. She was accompanying a 
wealthy real estate magnate, they were to attend a dinner 
party out of town. She was very nervous and when she 
arrived at his hotel suite, she knocked softly at the door. 
It opened and this tall average looking man answered. His 
eyes widened when he saw her. She wore a black silk dress 
that draped over her body like it was designed for her. It 
was feather light and shimmered when she moved. It clung to 
her like a needy child in all the right places. It was held 
in place by only two thin straps at her shoulders.

"Hello, you must be Caroline," he looked her over intently 
as she entered and placed two small bags on a table by the 
entrance. "As you might know," he continued, "the girls 
Georgie usually sends me are quite different from you. But 
she told me, in no uncertain terms, that I had to meet 
you," he paused to look her over again. "I'll say this for 
sure, your pictures don't do you justice my dear, you're 
exquisite," he told her. "You're the very image of every 
Playboy centerfold I masturbated to as a young man. I hope 
I'm not too being too crass?"

She thanked him for the complement. Then she told him, in 
confidence, that it had always been a secret desire of 
hers, to have men masturbate to her pictures. She thanked 
him again.

It was a beautiful suite, the kind you rarely get to see 
with four or more rooms. He told her to address him as 
Charles and then he gave her his last name, Renwicke. He 
asked her to remember that information. If she forgot his 
name during a conversation that evening, it would displease 
him. The people who knew him and were aware of his certain 
tastes, well, they often tried to trip up the women 
accompanying him. He assumed it made them feel superior in 
some foolish way. He assured her that he didn't feel the 
least bit superior to her. If she was anything like the 
rest of Georgie's girls, she'd be a match for any socialite 
he'd ever met.

She thanked him for his frankness. She toId him that she'd 
researched him at the agency prior to coming, just to avoid 
any obvious un-pleasantries. She knew a good deal about 
him-his likes and dislikes. She'd been looking forward to 
meeting him, she was a fan of sorts. 

He told her that was silly. That he was just an everyday 
businessman who had a run of good luck. Then he asked her 
if she knew what the best part of his success had been so 
far."

"An incredible lifestyle, I should imagine," she responded.

"Yes, that is nice but I'll tell you what it really is. The 
highlight of my life is keeping company with magnificent 
creatures yourself. I truly don't know which excites me 
more, you or my next business deal."

"Talk like that can go to a girls head, Charles, she told 
him."

"Maybe, for some empty-headed little twit but you don't 
look the part. No, not  one bit. Shall we be off to the 
party?"

As they left, Judith retrieved only one of the bags at the 
door. Charles pointed to the other and she told him she'd 
get that one upon their return.

They traveled in a Bentley to a grand house in the 
outskirts of town. There were rare cars and limos 
everywhere. They went inside and Charles introduced her as 
the friend of a friend. There were a few smirks from women 
towards the back but she ignored them. She couldn't have 
cared less. To her, they were the ones worse off. They had 
sold themselves to their rich husbands and now they were 
just trophies. She, however, wasn't any of that. She was 
her own woman, making a top dollar. She was keeping company 
with the most eligible man in the room, hell, the country."

The evening went wonderfully and there were no incidents 
with catty women. She talked with a number of men and women 
about a wide range of topics. All the training plus her new 
ritual of reading three newspapers every morning was paying 
off. She was sophisticated and well informed. By the end of 
the evening, a few women wanted to befriend her. She told 
them she'd be traveling extensively  and wouldn't be 
available for a few months.

They arrived back at the hotel late and Charles poured them 
both a nightcap. They sat around and talked and she was 
thoroughly enjoying his company. He was unpretentious and 
an excellent conversationalist. She was looking forward to 
sleeping with him. His report to Georgie had to be a good 
one so she was going all out to please him. Besides, she 
was getting horny by then. She wanted to show him the best 
time of his life. Near midnight, he got up and thanked her 
for a lovely evening. He told her that he had unfinished 
business to tend to before morning. He said he would ask 
for her again, the next time he was in town.

She rose and thanked him for a lovely evening, admitting to 
a slight disappointment that she was leaving. She made up a 
story about how that particular dress always got her a 
little aroused and that she'd been looking forward to 
taking out her frustration on him. He smiled widely and 
told her that no date had ever propositioned him before. He 
like it, it was refreshing.

He told her he might reconsider with sufficient incentive. 
She smiled and flipped the shoulder straps of her dress off 
to the sides. The dress flowed off her like rain water, 
pooling at her feet in a shimmering mound. She was wearing 
a quarter bra and it looked fantastic. It just helped her 
beautiful big tits stay firm and at attention. Her large, 
deep pink areolas were the perfect setting for her thick, 
erect nipples. There were no panties and the immaculately 
groomed black V on her mons was in perfect symmetry with 
her sheer thigh-highs with pure silk tops. She stepped away 
from the dress and over to Charles. His eyes widened as he 
looked her up and down. He pulled out his cell phone and 
speed-dialed a number.

"Hello, yes, Bill," he said. "Yes, everything's fine here 
but I won't be attending tomorrow's meeting. There's 
another opportunity developing here and I can't pass it up. 
Think you can handle the deal without me? Yes? I thought so 
too. This will be a major feather in you cap my boy. I'll 
speak to you tomorrow. Uh? Yes, ahhh, you know me so well... 
goodnight."

He approached Judith and looked into her eyes.

"Oh yes," he said, "too good to pass up. I really do owe 
this to myself."

"And now I owe you something very special in return," she 
told him. "You're in luck, I'm a girl who seriously honors 
her debts." 

She finished undressing making sure he enjoyed the whole 
show as she removed her bra and then slid off her silk 
stockings. They went into the bedroom and she made love to 
him well into the night and the next morning..."

"Whoa, whoa, whoa," Josh piped up. "Details, Mom, details?"

"Oh, come on Josh, you don't expect me to recite details of 
every date? We'll be here for weeks."

"Weeks, shit. Okay let me process that for a second. No, 
only the ones that really counted, good or bad. I know 
you'll recall those. Getting this stuff out in the open is 
why we're here. You need to remember the highs and lows. 
Why you did it and why you stopped," Josh said.

"Alright, Dr. Freud, details you want, details you'll 
have." She continued recounting her story.

In the bedroom, Charles turned to look at her. He said that 
he didn't know why, but he actually felt a bit nervous. 
There was something about her that was very different. He 
truly wanted her to enjoy everything just as much as he 
knew he would. He wondered out loud if that was even 
possible. 

She responded quickly, of course it was. She said she was 
already enjoying it all and would care to see? 
Understanding her meaning, he moved in closer and caressed 
her pussy with his fingertips, she was wet and ready. She 
couldn't wait to fulfill his every expectation and 
undressed him, kissing and licking his skin as she exposed 
it. When he was naked she went down on her knees and kissed 
his balls and licking them all over. She made deep and 
sincere love to his cock. It was a nice one too, not too 
long but nice and fat. she pried at the tip with her tongue 
and took him into her mouth. His head went back as the 
sensations shot through him.

She maneuvered him to the bed and he lay down as she 
crawled up beside him. Her hair was really long back then 
and she mopped his whole body with it. Then she straddled 
his chest and dangled her tits over him, running her hard 
nips all over his chest and face. He tried to catch them in 
his mouth and she eventually let a nipple land between his 
lips for him to enjoy. She slid down his body until her 
face aligned with his cock. She kissed and licked 
everywhere between his legs, his balls and his cock. 

She rose from the bed and left the room, quickly returning 
with the small bag she had left at the entrance. It was 
filled with tiny sex toys. She placed it on the bed and 
took out a small bottle of oil.

She rubbed the lubricant all over her front, kneading her 
tits and making a real show of it. She asked him to roll 
over and poured some oil down his back. From down between 
his legs she slid herself onto him as her tits slithered 
over his ass and up his back. It was giving him a Japanese 
nuru massage. She slithered all over him and he groaned 
with pleasure as the massage both relaxed and aroused him. 
He assumed a doggy position for her and she milked his cock 
with her oily hands toyed with his ass.

When Charles returned onto his back, he wanted to return 
the favor. He asked her to sit on his face. She wanted to 
finish the massage but his needs were paramount. She slid 
up his body and then squatted over him, slowly lowering her 
drenched pussy to his mouth. He licked and sucked at her 
from underneath loving every second, and so did she. He was 
serious about giving back and he gave almost as good as he 
got. Judith enjoyed a few lovely small orgasms before 
sliding back down his body. Laying on top, she brought his 
cock to her door.

Gliding up and down on him in short strokes, she inched him 
into her. She reveled in the feeling of his nice fat cock 
and how it filled her. She told him so and then kissed him 
passionately. Their tongues brawled and their excitement 
exploded. She massaged his cock inside her sweet canal, 
flexing and rippling he kegels. Another little trick her 
sex instructor and trainer taught her. His reaction was so 
intense he came very quickly. There was no way she was 
calling it a night at that point and she got out a few more 
toys to revive him.

One was a vibrating stick. It was useful for guys who 
didn't want to be penetrated but liked the feeling of 
something in their ass. It didn't stretch the sphincter, it 
just slipped in easily like a suppository. Once it was in 
though, it vibrated in very erratic ways that drove guys 
nuts. At first, he was a little hesitant but she got him 
back on track by making love to his ass with her face. She 
slipped in the stick and he groaned in ecstasy. In no time, 
Mr. Happy was up and running again. Now she could show him 
some more tricks. She sucked on his renewed hardon and 
massaged his balls. All the while, the stick continued to 
buzz and stimulate his ass.

Removing the vibrator, she rolled him on his back again and 
mounted him, cowgirl style. She rode him up and down doing 
the same vaginal trick with her kegels. He almost screamed 
with pleasure and this time she made sure he lasted a lot 
longer before he came. It was a great fuck for both of 
them. She came at least three times before he blasted his 
cum in her. She collapsed on him kissing his chest and 
sucking on his nipples.

He was out of breath, almost gasping. In a speechless 
gesture, he held up his arms in surrender. He told her, 
they'd really need a safe word in the future. He was pretty 
sure she could keep going all night and he'd be powerless 
to stop her. 
She told him that could indeed continue all night, but only 
if he wanted her to. She took a chance and confessed to him 
about her formidable sex drive. Then she told him it was 
his for the taking, whenever he wanted to take it for a 
spin. 

He laughed out loud and told her she'd give him a heart 
attack, but confessed that it would be a wonderful way to 
go. He told her to count on him being one of her regulars, 
from that point on. He considered it a challenge now, to 
find out if he could survive a whole night of lovemaking 
with her. He asked if she could stay until the morning. She 
told him she'd be delighted and that she had another room 
in the hotel so she could leave quietly, any time he felt 
the need to be alone again.

Charles looked almost stunned. He asked how Georgie had 
ever found a prize like her. Then he rose out of bed and 
picked up the hotel phone. He called down for room service 
to tidy up while they soaked in a tub a while.

They strolled, hand in hand, to the enormous bathroom where 
there was a sunken tub. They luxuriated in the huge tub 
while a silent group of housekeepers tidied the room and 
changed the bedding. When they emerged, all relaxed and 
clean, it was as if they'd never been there earlier. Only 
her clothing seemed out of place, although everything was 
neatly folded and placed on a table. Charles' clothes had 
been put away and the bed was fresh and turned down once 
more. Boy, she thought to herself, it must be nice to have 
that kind of pull.

There was a small cart with champagne, caviar and fresh 
oysters on ice. There were even extra-large, chocolate 
dipped strawberries for dessert.

They moved the cart to within reach of the bed and slipped 
back in. They snuggled and fed each other snacks while they 
sipped champagne. It was all like a dream. The kind of 
daydream we all have about how the other half live. Only 
this was Charles' reality.

"Can I ask you a question, Charles?" she said.

"Yes, of course, Caroline, I think we've reached a certain 
level of intimacy here," he chuckled.

"At the end of your telephone conversation earlier, the 
last few words seem odd, almost like code."

"Hm, I'll have trouble slipping anything by you I see. Bill 
is one of my oldest and most trusted associates. He said 
that I must be with the most beautiful woman in the world 
to pass up on that meeting. He knew, nothing less could 
keep me from it. I agreed of course."

"Thank you, I've never felt so special in my life, 
sincerely." She snuggled in and ran her hands softly all 
over him until he fell asleep. 

Early in the morning she awoke to find him staring at her. 
She smiled and caressed his cheek. She felt his hand touch 
her stomach and then it rose to her breast. He told her, 
that her breasts were incomparable. He usually didn't care 
for large breasts but he loved hers. At first, when he saw 
her, he thought Georgie had taken a big gamble. She knew 
every one of his likes and dislikes. But now it appeared 
she knew him better than he knew himself. There wasn't a 
hair on her that he'd change. He admitted to being an old-
fashioned kind of guy. And, although he loved everything 
she did to him the night before, he really wanted to make 
love to her, the old-fashioned way, before they parted 
company.

She smiled warmly. Her affection for him was evident. She 
told him she'd love nothing more than some old-fashion 
love-making. Especially since it was now morning, the very 
best time for that kind of revelry. She told him he was a 
very good lover and she mean it. 

They kissed, tenderly at first but their emotions soon took 
over and they pawed and grasped at each other. Charles 
climbed on top and inserted the tip of his cock. She was 
already drenched and ready. Only a few short thrusts and he 
was all the way in. He slid in and out slowly at first, 
very slowly, savoring every pleasure-filled inch. It was a 
good old-fashioned missionary style fuck but it felt like 
more, much more. He was a beautiful tender lover and she 
avoided using her kegels this time, that is, until he came 
close to his climax. At that point she wanted him to feel 
the whole three-ring-circus.

"Oh dear, it feels like you have a whole gymnasium going on 
down there, he said. Wonderful!" He groaned.

They showered and she cleaned him from head to toe, 
Japanese style. Later, they kissed tenderly as they said 
their goodbyes. He gave her his personal contact card and 
she left the suite. She went to her room and changed for 
the trip home. Georgie's girls were forbidden to leave an 
appointment in evening wear. No walk of shame for her 
ladies.

Two days later, Georgie called and invited her to her 
office for tea and a talk. When she walked through her door 
Georgie couldn't contain herself and she almost yelled out 
to her. She asked just what kind of services Judith had 
performed on Charles. In the years she had known him as a 
client and a friend, he never once asked to be a regular 
with one of her girls. He even asked what exclusivity might 
cost. She knew Judith was special, but this... this was 
astounding.

Judith, or Caroline, told her that she had played her role, 
but also that it wasn't difficult with a wonderful man like 
Charles. No, no, no, was Georgie's instant response. She 
told her that she must never develop feelings for her 
clients. That movie 'pretty woman' was just that, a movie 
and a fairytale. Charles would never be anything more than 
a John to her, at best, a friend. 

Georgie had no idea how that name affected her in that 
context. Now, as Caroline, she told Georgie not to worry, 
she wouldn't fall for Charles. He was a wonderful man but 
she knew her place. But there was no reason why she 
shouldn't enjoy her work and she was guessing that Charles 
picked up on that.

Georgie gave her a cautious look. She agreed that he 
probably did. It was a rare gift to be able offer in their 
business. She hoped she'd always enjoy what she was doing, 
things would go so much better that way.

After that, Caroline got steady work and all her clients 
gave glowing reports. Her secret for success was to think 
like a Geisha. Her purpose was to please, to bring serenity 
and joy to her clients. Sure, she had her share of assholes 
but for the most part, they were much like Charles. 
Usually, busy executives or celebrities looking for a 
really good time, without the hassles. She anticipated what 
they wanted and gave it to them before they asked. Most of 
them reciprocated in kind.

She became the top earner in the stable and Georgie took 
very good care of her. Her dates were all hand-picked but 
she especially loved it when Charles wanted to be with her. 
He was by far her favorite and he knew it. Sometimes he 
would come to town and they'd just spend the night talking 
and then having sex in the morning. Other times, he wanted 
the three-ring circus and every trick she could muster. 
Luckily, high-end call girls learn new tricks all the time. 
Plus, they have the resources to perfect them.


"Well, it's getting late," Judith broke off the story. "Why 
don't we continue this the next time we're both on time 
off?" she suggested.

"Okay, that'll leave more time to work all this horniness 
off tonight. Damn it your life was sure sexy. How long were 
you a call girl, Mom?"

"For a lot of years I'm afraid. It paid for this house, 
your schooling and I put myself through university. After 
my first year I was able to afford Consuela, your nanny. 
She was a treasure and she never once questioned what I 
did, although I'm sure she knew."

"I loved Consuela, but it wasn't like you weren't around, 
Mom, I never felt alone."

"That's only because it was more of a night job for me. I 
rarely took dates during the day and I didn't travel too 
much."

"You traveled for your dates?"

"You bet. Vegas, Cannes, the tropics. These men were very 
wealthy. Charles would think nothing of flying me somewhere 
to use me as a distraction for one of his big deals."

"A distraction?"

"Yes, a distraction. I'd assist at meetings as Charles' 
hostess. I made sure his associates were all comfortable 
but not too relaxed. My outfits were always very exotic and 
revealing. Charles loved how I could wrap the men around my 
finger and keep them off balance. He felt I gave him a real 
edge during some of his negotiations."   

"Did you have to sleep with all these men?"

"No, never, well, almost never. That would have turned me 
into a lowly party-girl. Charles always had bigger plans 
for me than that. He wanted these men to know me as 
Charles' woman in charge. Charles eventually helped me 
start my own business and I still participate in deals with 
him. I owe all my success to him."

"You make me feel like I should know him, thank him, at 
least. But, you know, you're still being down on yourself. 
I'm sure Charles was highly instrumental in your success 
but it was YOU, you who survived and succeeded. I love you 
Mom and I'll always be proud to be your son."

Judith's eyes welled up into tears and she grabbed Josh and 
hugged him tightly. 

"You're melting my heart, baby. I don't know how I ended up 
with such a wonderful son and lover. You have no idea how 
much I appreciate you, you're absolutely the best thing in 
my life." 

They went to bed, earlier than usual. They both had a great 
deal of sexual tension to work off now. Judith loved how 
Josh flailed himself at her desperately that night. He 
pounded at her pussy like he was a whole room full of guys, 
she knew how that felt. Judith took a few more tricks out 
of the bag that she had told him about. It was his special 
reward for being such a good lover, listener and son. Her 
kegel demonstration sent him over the top each of the three 
times he came before collapsing and sleeping.


***********

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