My father left my mother and I when I was still a baby. I never had any real
contact with him. Mom worked as a waitress in a bar to support us. She had a series of different boyfriends over the years. The summer I turned
thirteen she was going with Frank. She was pretty serious about him - even
talking of marriage. Either because she liked him a lot or because she felt
that at 38 her looks wouldn't last forever and she should land a man while
she still could. Whatever the reason she had planned a big weekend trip to
Niagara Falls for him and her. When he backed out at the last minute with
some lame excuse she was furious. She had already made her reservations and paid for the room. Rather than let it go to waste she told me, "The hell
with Frank, you and I will go and have a nice little vacation." A trip with
my mother wasn't my idea of an exciting time at my age, but I had never seen Niagara Falls and Mom had made such a big deal out of it that I didn't have the heart to object.
When we arrived at the motel about six pm, Mom's luck continued to run bad. Instead of the twin beds she had asked for, her room had a double bed. She asked if they had a roll-away to bring in but there were none available. She said we would just have to make the best of it. The thought of sleeping in
the same bed with my mother was both disturbing and exciting to me. All
during dinner I kept thinking about it - I was afraid that when it happened I
would "pull a boner" and she would notice.
Mom usually just drank beer but that night she was drinking shots of Jack Daniels also. Before long she was pretty well sloshed. I had never seen my mother this way. The motel restaurant was also a bar lounge with a dance floor and a juke box. Mom wanted to dance and I was the only likely
candidate in the room. It was kind of embarrassing because she wanted to
dance to a slow song and she was unsteady on her feet. I could feel her
large breasts pressing into me as we danced and I was horrified to feel
myself getting instantly hard. I tried not to let my groin come in contact
with her but occasionally we would touch. I don't think she noticed or if
she did she never let on, she was so drunk that just before the end of the
song she tripped and started to fall. I out my hands under her arms to
catch her and ended up touching her breasts as she slipped from my grasp.
She seemed embarrassed by the spectacle she had made of herself and went back to the table and finished her drink, paid the bill and we left.
Back in the room, Mom spent a long time in the bathroom. When she finally came out she was wearing a mid-length cotton nightgown. I went in and changed into my pajamas. When I came out I was holding my shirt in front of me to camouflage the semi-hard on that I had. It was unnecessary since Mom was already snoring. I got into bed and slid under the covers. My hard- on was now complete. As I lay there I thought about going back into the bathroom and jacking off. Before I could decide, Mom drew her knees up close to her chest with the result that her ass moved over onto my side of the bed and touched my hip.
Since she continued to snore I knew she was asleep and therefore I could not be blamed for what I was planning to do. Slowly I turned on my side towards her. My rock hard boner was now right up against her ass. The only thing separating us was the flimsy fabric of her cotton nightgown and my pajama bottoms. It felt so good and I was so excited that I decided that it would not seem unusual under the circumstances if my dick were to slide out the wide opening in the front of my pajamas. As I worked it out of the opening, Mom rolled over in the other direction and was now facing me as she continued to snore softly. My dick was now rubbing against nothing but warm air.
I stayed frozen like this for what seemed like an eternity, hoping that she would roll back against me. After what must have been fifteen minutes she finally did. Even more exciting was the fact that in the process of her
turning over back and forth her nightgown had now worked its way up to the
top of her legs where her ass began. My dick was touching her ass through
the material of her nightgown but my balls were actually resting against the
flesh at the top of her legs. The sensation made my cock feel like it was
ready to explode.
Just then a group of motorcycles pulled into the parking lot in front of our room. The load roaring and revving and shouting made me terrified that my mother would now wake up and discover out position. I was all set to begin a fake snore, but gradually I realized that Mom had drunk so much that not even the din outside our room would awaken her.
Emboldened by this realization I decided to see if I could actually have my cock make contact directly against my Mother's ass. With my heart pounding like a jackhammer, I very lightly touched the fabric of her nightgown as it lay against her ass and moved it slightly higher. Mom's snoring continued at the same even pace. Since she was laying on part of the nightgown I had to work it up from the top side only. Nevertheless, I finally managed to get the one side up high enough that most of her ass was exposed to me under the blanket.
Now I started to slowly inch towards her again and ever so lightly at first
I felt my cock slide against the warm skin of her ass cheeks. Perhaps the
warm feeling of my cock against her ass triggered a dream - whatever the
reason - at this point Mom stopped snoring and started to mumble softly in
her sleep. Gradually I made out what she was saying - she was moaning "oh,
Frank" over and over again slowly. I now let my cock slide slowly down into
the crack between her cheeks. I could now feel a warm wetness where my balls rested against the bottom of her pussy. She started to rotate her ass back and forth, back and forth. Then she started moving it up and down, it was at this point that the tip of my cock first came in touch with the hairy wetness of her pussy. For the first time I realized that I might actually end up with my cock inside of my mother. I steadied my cock with one hand and
during one of her downward movements I gently slid just the head of it into
her pussy. At this point her mumbling became louder and clearer. She was
saying "Oh, Frank", louder and louder as she thrust her pussy harder and
harder onto my cock till she had all of it inside her.
I came almost immediately. As she thrust back and forth, up and down, Mom's
"Oh, Frank"s started to take on a questioning, almost puzzled tone. With a
final "Frank?" she seemed to become awake. As she realized where she was,
she said "Oh, no...oh my God no!" Her ass however seemed to continue moving with a mind of its own for several more seconds. Then with a start she pulled away from me.
She sat up on the edge of the bed and put her hands over her face. I was afraid of what was going to happen next, but to my surprise instead of
yelling at me she began saying "I'm sorry, I'm sorry, what have I done to
you?!" As she pulled away from me the blanket had gone with her and fallen
on the floor. I was now laying on my side facing towards her. Although I
had ejaculated my cock was still fully extended. As she looked at it, I
couldn't think of anything to say, so like a child I softly said, "It hurts".

Almost like a mother's instinct she reached out to touch it. When she realized what she was doing she pulled her hand back. In the same plaintive voice I said, "please, it hurts." This time she reached out all the way and gently touched it. At my mother's touch my 13 year old cock started to harden again. With a fascinated expression, Mom gently moved her hand over my stiffening member. With a strange tone in her voice, still somewhat slurred by the alcohol, she said, "Only this once." With that she began Moving her hand briskly up and down my cock the same way I did when I masturbated. As she leaned over me the top of her nightgown fell forward and I could see her breasts swaying back and forth - her nipples were sticking straight out. After a few minutes of stroking I shot a wad of come onto my stomach and my Mother's hand. At this point she slowly stood up and went into the bathroom. She was in there for a while and I now realize she was probably masturbating herself to an orgasm. When she came out she took her pillow and a blanket and went to sleep in the chair.
The next morning Mom and I got into the car and headed home. We never saw Niagara Falls and she has never mentioned what happened. It's been almost fifteen years now.
