Freak Out Pt. 01

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Things you shouldn't tell your mother.
12.7k words
4.69
152.3k
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Part 1 of the 3 part series

Updated 06/09/2023
Created 12/13/2018
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I had done it again. After I quietly closed my car door then snuck up the walk to the house, I had a sickness in my stomach, and a pain in my head that refused to stop. I was such a screw up, and I didn't know what to do about it.

Still fuming, I unlocked the front door, and entered cautiously. Thank goodness the house was silent. She must have already gone to bed. The last thing I needed right now was to wake mom up and have her see my condition. I only had a few of beers at the party, but I am underaged. If she caught me, she'd lower the boom for sure!

Creeping as stealthy down the hall as possible, I was almost to my room when fate intervened. My mom stepped out of the bathroom. I almost ran her over before I could stop.

She yelped with surprise at my unexpected presence. "Damn, Luke! You scared the hell outta me!" Pulling her white, silky robe closed at the front, she studied me intently.

I apologized, "Sorry, mom. Didn't know you were still up." As we stood facing each other, it took me a moment before it dawned on me that I was blocking the hallway, so she couldn't get past. When I stepped to the side, she didn't move at all, making me suddenly feel very self-conscious.

"How much have you had to drink? I can smell it on you." She didn't sound upset, just matter of fact. Leaning closer, her face just inches from mine, she sniffed to double check her suspicions.

Like a little boy, I hung my head and confessed, "Two beers. Don't get mad, please!"

I'd never been able to get anything past her. She had some kind of psychic ability to instantly know when something was amiss. "There's more going on, isn't there." It wasn't a question.

"Mom, please? I-- " She didn't give me the chance to cut and run.

"Let's talk. Living room-- five minutes." She never takes no for an answer. Slipping past me, I watched her go to her room before I went to mine to hang up my coat. The way she had reacted, I didn't believe I was in big trouble, probably just a serious talk.

I heard her tramping past my room a minute later, but gave her a good head start before I followed. When I entered, she was standing by the lit fireplace with a wineglass in her hand.

Raising the glass slightly, she asked, "Want some?" That caught me off guard, since she had never done this before. She was known to have a glass or two, but had never tolerated my sister or I drinking it in front of her. Lucie was 21, and living with her girlfriend across town. I was just a couple of months past 18.

"I had some beers, remember?" I sheepishly confessed again.

"Oh... right! I just hate to drink alone." I was beginning to realize that my mom might actually be a little tipsy. I'd never seen her in this condition before. "Sit down, Luke. We have a couple of things we need to discuss." She finished the last bit of wine in her glass, then refilled it from the half empty bottle on the coffee table.

As I crossed the room to the sofa, I examined my mom. I have towered over her since I was 13. She's always been very petite, at 5' 4" and just over 100 lbs. She has a slim frame with a girlish figure, and small-- maybe B-cup-- breasts. Her best features are her pretty, jade-green eyes, long auburn hair and cute behind, which was hidden under her dressing robe that was closed with a loosely-tied belt.

She bent forward to set the wine bottle back down, letting her robe flop open at the top. She had no bra on, so I had a peek of her boob with its long, oversized nipple. As she rose back up, I quickly looked away. I still felt my face flush with embarrassment, because I had looked at her naked body. I'd seen her naked before, but that was when I was very young. That memory had long passed away.

I sat on the couch as she walked around the coffee table to sit beside me, keeping my vision raised in case she got careless again. She stared into my eyes then reached out with her fingers to brush my brown, curly bangs back off my face, like she'd done as far back as I could remember.

"What is going on with you, Luke?" She seemed concerned, her hand resting against my cheek. "Something's been bugging your for the last few months. You know you can talk to me, baby. What's up?"

We have always been close, but there are just certain things a guy can't talk about with his mom... at least, I couldn't. This must be what she was sensing. "Mom!" I said with a complaint in my voice, hoping she would drop it.

No such luck. "I know it has something to do with girls. You can't hide that from me, honey." When I didn't respond, she pressed me further. "I understand it may be tough for you to talk about, but I want to help you. And, you can ask me anything! I hope you know that." She fingered my hair while she looked deeply into my eyes. The top of her robe opened up again, providing me a prolonged view of her tit.

I looked away quickly, but she must have seen where I was looking. "Sorry, baby-- didn't mean to embarrass you by flashing my tits." She actually giggled, before tightening her wrap up. "But, you've seen tits before, so no big deal. Right?" She was definitely a little tipsy. The silly giggle, her casual attitude and the healthy sip of more wine were the proof. Mom was no prude, though. She'd always given me very serious, detailed sexual information to help me understand the 'birds and the bees' when I was growing up.

Yes, I'd seen tits-- in magazines, in pornos on the computer, and movies. I'd also seen pussies in exactly the same places. But, in real life? That was part of the problem. How do you discuss something like that with your mom? How do you tell her that, before you even get to first base, you freeze up? You get so petrified that it feels like you're gonna explode if you go any further. How do you talk with your mom about a severe case of performance anxiety?

She topped off her glass once more. As I stared at the bottle on the table, I had an idea of how I might be able to talk about my problem. On impulse, I grabbed the wine and took a big chug, hoping it would give me some courage to speak. She watched me drink with an amused expression and another giggle.

I couldn't look at her as I started to spill my guts, "That's my problem, mom. Yes, I've seen boobs and stuff, but-- not in real life!" I took a long pause to figure out how to phrase my thoughts. "I'm a freak! Every time I try to... whenever I want to go further than just kissing... shit mom! I'm a freak!" I put my head in my hands. I couldn't even describe what the problem was.

Her Fingers touched the back of my neck, kneading it gently. "You're not a freak, Luke. So-o-o... every time you finish kissing, what happens next?"

I was really having trouble telling her. "Well... I want to go further. And... I know she wants to do the same. So-- I begin to... feel her up through her blouse. And... she lets me, and wants more. So-- I put my hand on her leg and start to go up under her skirt. And, she lets me! But, I-- I freak out! I fuckin' FREAK OUT!" I almost hollered.

Mom was being very patient, still kneading my neck and shoulders, trying to relax me. When I fell silent, she waited a moment, then prodded me onward. "Then what happens, baby? You can tell me, honey."

Her soothing tone and her sincere concern for me made me look at her. I raised my head out of my hands and turned toward her, only to be presented with another view of her bare tit inside her wide open top as she bent in close to comfort me. This time, I couldn't look away. As I stared at her swollen, light-pink nipple on top of the darker-pink, small areola, it was like the floodgates had been opened. My problem came spilling out.

"First, I freeze! Then, I spaz out and have to get away." Even though I'm sure she knew what I was gawking at, she made no attempt to move or reprimand me. "I bolt and leave the girl there, thinking I must be a nut job or something. That's what I am, mom, I'm a nut job!" I reached for the wine bottle and took another healthy swig.

There was a slight slur to her words as she spoke, "Easy on the wine, honey. Don't want you gettin' sick." She put her hand on my shoulder to turn me towards her. "Look at me, baby." Her hands went to the lapels of her robe, then she pulled them apart. I now had a full and unobstructed view of her breasts. "They're just tits! There's nothing mysterious, or forbidden, or wrong with them." She was pushing her chest out to show them to me, and didn't seem the least bit uncomfortable about the whole thing. It must be the booze, I figured.

Her boobs were very pretty. They were fairly small, nicely shaped with maybe just a little sag. But pretty, just the same. The nipples were much longer than most of the ones I had seen, almost like mini-rockets on a launchpad.

She smiled warmly as I stared at her chest. "Seems to me your main problem is that this whole 'female body' thing scares the hell outta you. So, you panic because you think you might not be able to perform. Does that kinda sum it up?"

It made as much sense as anything else. I didn't understand the real reason, but I sure as hell was afraid of what would happen next if I did go further with a girl. "I suppose it does."

"Now don't get all 'freaked out', but give me your hand." She reached out and took it, immediately pulling it to her tit.

She pressed my palm on top of her boob where I could feel her nipple flatten underneath. I jumped from the contact. "Mom! I shouldn't be--"

"Relax, Luke! It's just a boob!" She giggled loudly and made me feel a little silly since she was obviously not concerned. "Use the other hand, too! Don't think of me as your mom. These are your girlfriends boobs and she wants you to play with them." She started to grab my other hand until she saw me move it toward her. "That's it! She likes the feel of your strong hands playing with her tingling tits. Her nipples want to be pulled and teased! Girls like sex too, baby, and she's probably just as nervous as you are. She wants you to like her boobs, so show her how much you enjoy feeling them."

I was in shock! Partially because it was mom's tits I was groping, but mostly because of the very feel of them. The nipples were hot pokers against my palms in sharp contrast to the surrounding skin, so soft and silky. I stared at my hands fondling her flesh and tried to detach myself from the knowledge of who I was touching. When she groaned softly, it snapped me back to reality.

She abruptly stood and walked around to the other side of the table, turning to look at me with a strange look on her face. Her gown was almost totally open, the belt barely holding it together. She bent down once more to take the almost empty bottle and fill her glass. That must have been the third, full glass since I came home. I had only taken a couple of chugs, but was feeling a bit woozy myself.

She took another sip, set the glass down and rose, with her legs apart. Then, she took it all a step further. My mouth dropped open as she untied the belt on her robe and shrugged it from her shoulders to the floor at her feet. With her hips cocked, she stood there in nothing but a pair of sheer, baby-blue panties. I was beyond the point of looking away anymore. The sexiness of her expression and stance was arousing me.

"Come here, baby." She placed her hands on her hips and stood there until I got up and walked around the table.

The feeling of rising panic began closing in on me. My mom was getting my dick hard, and I had to try and avert my attention from the sexual attraction that I was feeling. I remembered what she had said just a bit ago and decided to try something. "You said we had a couple of things to talk about. What else was there, mom?"

I made her pause to think for a moment before I could tell she remembered. "Oh yes, honey-- just a minute." She spun around, wobbling slightly as she stepped across the room to the stereo. After fumbling for a moment, the sound of soft rock music filled the room. I watched as she began to dance with her back to me, the erotic swivel of her hips almost hypnotic until she turned around and walked toward me.

She stopped in front of me, her eyes a little glassy from the alcohol. "I was going to apologize to you, but we got sidetracked." She was still dancing slightly like I wasn't even there watching her.

"Apologize? What for?" Her body was moving closer, so I stepped backward a touch.

"I know you aren't used to seeing me drink-- errr-- drunk. So I wanted to explain why." She reached out and took hold of my shirt collar, playing with the material in her fingers. "Today is-- was-- the anniversary of me and your dad getting married. Also, the day when he left us two years ago for that bimbo bitch of a secretary of his. That cock-sucking, little cunt who broke up our family." She suddenly tittered loudly. Her eyes grew wide and she put her hand to her mouth. "Oopps! Pardonne-moi! Me and my trashy mouth! Sorry!"

She wobbled and almost tripped over her own feet until I reached out and caught her by the shoulders. This was definitely a side of her I'd never seen before. "No worries, mom. I've heard worse." She sagged against me and put her arms around my waist to steady herself.

"Before you got home, I had been feeling sad-- drinkin', and listenin' to music. I was on my way to bed when you found me. I just wanted to apologize." I became very aware of her boobs pressed tight against my chest. I thought my arousal had been calmed, but the heat from her body was complicating things.

"No need. I understand." Now her hip was pushing against my crotch and she might be able to feel my hard-on. I shifted to the side slightly.

A new song came on the stereo and she turned her head toward the music. Looking back up at me, she asked, "Luke, would you do your ole' mom a favor and dance with me? Just one song, then I'll let you be." Her look was needy. "Please?"

I couldn't turn her down. "Okay mom. I'll dance with you." I almost instantly regretted my decision as she hugged me tighter, pressing her belly against my erection.

"Hold me, please." I hesitantly complied and put my arms behind her. We slowly turned and stepped to the song. It was actually more of a walk than a dance, because I was afraid to move too much for fear of letting her fall. Then she made a move I wasn't expecting. She released her hold on me, reached behind her back, took hold of my hands and pulled them down to her ass.

"Mom!" I whispered in a shocked voice.

"Hush Luke... it's just a butt. You need to quit gettin' so freaked out by women's bodies. Grab it and dance!" She let go of my hands and went back to hugging me around the waist. I was half-tempted to move my hands. She laid her head on my chest and urged me to continue dancing. I could feel her ass cheeks flexing and moving beneath my fingers as we moved.

"Girls like their asses played with, baby. Get busy and squeeze it. Practice-- practice!" Even in her inebriated state, I sensed there was a method to her drunkenness. The song had changed, but she kept on dancing. Her hip was softly rubbing against my dick. There was no way she couldn't know I had a raging hard-on. As I made a meager attempt to play with her butt, all I could think about was 'It's my mom's ass!', and it was my mom grinding against my dick. The panic that usually exploded over me by now was lurking just behind me, and would probably overwhelm me any second.

Just as I was about to bolt, she let me off the hook. "Fuck!" she exclaimed as she broke our embrace and leaned back. "I'm drunk, baby. Can you help your stupid mother to bed?" She pulled away and awkwardly sat on the coffee table. "Get me a glass of water, honey. Mommy's mouth is dry."

Relieved, I went to the kitchen, returning with a glass which she slowly chugged. I reached down to pick up her robe which she refused to accept. "I'll clean up in the morning. Just put the cork in the wine and help me up." When I had plugged the bottle, she held up her hand for me to grab and I pulled her to her feet. The way she wobbled when she stood told me it would be much easier if I just carried her.

"Grab my neck, mom." When she did, I scooped her up in my arms. As she leaned her head on my shoulder, I tried not to think of the soft skin in my arms, nor the breasts very near. I'm by no means a small boy at 6' and about 180 lbs. Carrying her was no problem. I still took it easy since I had imbibed a few drinks myself. Her room was at the far end of the hallway with her bed just a short ways inside.

When I tried to set her on her bed, she clung to my neck. "Your such a good son, Luke. Thanks for putting up with me tonight." She gave me a sloppy kiss on my cheek before letting loose and crawling up on the bed. I took a moment to get her under the covers. "We'll get you over this girl problem, I promise, baby," she mumbled, half-asleep already.

"Night mom," I replied and slipped out of the room. Needing to piss, I stopped in the bathroom where the effects of the night's drinking kicked in. I was really tired. Walking into my bedroom, I didn't even need the light on since the moonlight streaming in was super bright. After stripping my clothes off, I crawled into bed with the images of what had happened running through my head. Sleep still overcame me swiftly.

********

"Luke, honey ... move over baby."

"What?-- uuhhh ..." It took me a moment to realize something was going on.

Mom sounded distressed, "Let me sleep with you, please! I can't be alone right, now! Hold me please!" My brain was fuzzy as I opened my eyes. Sitting on the edge of my bed, she pushed on my body to try and move me over. The moonlight was still bright in the room, so it must not be much later than when I had fallen asleep. I groggily slid to the side while she scooted in next to me, then against my body when I raised my arm to accept her.

Burrowing in, I could feel her trembling. Something had either frightened or upset her. "Thank you, baby. Thank you." Her head pressed tight to my chest, her arm sneaking around my waist, her bare tits hot against my belly, and a leg wedged between mine. "I had a bad feeling and needed to be with you. I'll be alright in a bit."

I was still a bit dopey. "No worries, mom. It's okay." I closed my eyes and became further aware of her condition. There was some sweat under my hand resting on her back, her breathing was rapid and erratic, and her heart was thumping against my belly. Something had really gotten to her. I stroked her back softly as she slowly settled down and began to relax.

A couple of minutes passed before she spoke again. She didn't sound tipsy any more, "I feel so safe in your arms. I had a dream about when I was with your dad. A time when he abused me-- hit me." She moved her hand to my chest and began to play in the small clump of hair. Shifting her body, her leg pushed deeper between mine. I could feel the heat from her thigh near my nut sack. It dawned on me I was naked, like I always was when I slept. I also felt something else-- a wetness and very hot sensation on my upper thigh. Had she removed her panties from earlier?

"I didn't know he hit you, mom! If I would have known, I would have tried to do something." I was very serious.

"You were too young, baby. We had a really rough period, just before he started messing around with that cunt." Her hand on my chest was on the move, slowly caressing lower and lower, nearing my belly button now.

Fuck! All this body contact with her was causing me to get a partial erection. I hadn't even been aware of it until her hand moved. Shifting my hips, I hoped to slow down her advance, but only made things worse. She pressed her knee deeper, her thigh now in full contact with the base of my dick.

"Hold still, baby. Relax! Mommy just wants to make both of us feel better." Her hand was on a beeline for me while her words froze me in place. She took hold of my cock, very gently, but with a grip that knew what it was doing.