Steven's next lesson from Mom, part III
More fun to read if you've read the other's, too.

I visited Mom again during spring break my freshman year. We had a nice conversation over Chinese takeout, and the conversation turned inevitably to how things were going with my girlfriend Kate, at school.

"I think we're falling in love."

She put her hand on mine across the table and tapped her fingers, "Oh, course, you are, all freshman hookups do. But you know what I mean, don't you? Is she good to you?" She gave me a mischievous wink.

"Well, after what you taught me a few months ago, about pleasuring a woman, it has gotten better but still...."

"Still, what, not satisfactory?"

I explained to her, "Kate has opened up quite a bit, the furthest we are along is that we undress to out underwear, she let's me touch her all around, but won't let me get my head down there to do what you taught me to. She won't even let me touch her, outside of a few swipes of the hand. I don't know how she stands it, because I can tell she's getting excited but she always makes me stop. When I ask if I can take off my underwear, she tells me no, and I guess I should respect her boundaries, even though it's me undressing."

"You've been dating for so long and have not seen each other naked yet? What's wrong with kids these days!"

Then a revelatory look struck her face, she had a gazing look, and put her finger to her chin, like a detective who had figured something out. "That means, she hasn't been taking care of you?"

"Oh, Mom, it's not like that, I like the time..."

Mom interrupted, "You still have to jerk off alone!?"

"Well, I do. Look don't get the wrong idea. We have talked about it, we've shared our desires, but she has inhibitions. I had inhibitions, too, but I had the benefit of you, who helped me drop them and learn more about myself. She hasn't and maybe needs time."

Mom paused for a bit in deep thought, then said, "Steven, you are such a gentleman. I'm proud of you, how you respect her. But it must be hard for you to be with this lovely girl, but have to masturbate alone, just for release. You don't know what a blow job or just plain fucking feels like!"

"Mom!" Hearing her say 'fucking', not as a swear, but as the act, was a little strange. As was 'blow job', by the way.

"Son, relax. Remember my promise to you. Now, I'm sure Kate can be worked on, in your gentlemanly way, and I've got a few ideas to lower her inhibitions. But right now I feel bad, neglectful that my son is being denied these pleasures after how good he has been."

"Mom, don't feel bad."

She replied, putting her face very close to mine, looking me in the eyes, "You won't learn anything from this, but I can give you a preview of what it feels like. Don't be uncomfortable, I just feel bad, after all these lessons, that you're still stuck with masturbating, I feel I've failed you."

"Mom, of course not!"

"Steven, please, let me show you something, and it's been a while for me, so I really..." She paused and blushed, leaned over again and whispered in my ear, "I haven't had cock in a while, please?"

How was I to respond, except, "Anything Mom, you've been so good to me."

She said, "Why don't you go into the guest room and get undressed, lay down on your back, I'll be right there."

I went upstairs, got undressed, and lay on my back. I heard Mom's steps coming up the stairs, then heard the 'click' as she turned on the bright hall light. It overpowered the dim light of the lamp next to the bed.

She stood naked at the door put her hands up against the frame of the door, locked one leg and lowered her hip, tilted her head to one side, and I could only see her lovely silhouette with the bright light behind her. Absolutely stunning.

I realized she was making an entrance, a movie star entrance. She kept shifting her hips back and forth, dancing to no particular music but a definite rhythm. She was really putting on a show. She slinked from the door frame towards me. I had no idea what she was about to show me.

Mom knelt on the bed and put both her hands on my muscular chest. She rubbed her hands back and forth, lifting her shoulders up and down like she was dancing.

She leaned forward, and put her mouth against my ear, 'Nooooow, I'm going to show you, not something you can use, but what you're missing, just relax."

She began moving her head down my chest, stomach, and she started kissing between my inner thighs, alternating sides. I would look up and see her head bobbing and her shoulders dancing in rhythm, side to side, in silhouette. I loved her soft, strawberry blonde hair brushing across my legs, a new sensation that I couldn't believe was as arousing as it was!

She worked her way up my inner thighs, until she was just at my crotch, and abruptly grabbed my hard cock with her hand. She looked up at me,

"See, what I taught you about women, that applies to men, too, did you like how I kissed your legs?"

I did, and she was right, a feeling like tickling but with a subtle, sexual feeling.

She kept bobbing her shoulders up and down, as she placed her silhouetted head directly above my cock. She only stroked me a bit at the base, to keep me hard, even though I didn't even need that!

She said, "Now, there are so many variations, I don't even know where to start, but this is just for you to feel good, so no need to take notes, my little scholar!"

With that, she began flickering her tongue on the head of my cock. The strange action of warmth and softness flicking across me, a brand new sensation.

I just moaned, trying to take this in. Mom stopped for a second, and said, "Steven, now that I think about it, this is the only time you've been touched. I think it is? I guided your hands, once, but really, no one else has ever touched you here, hands or mouth...?", she inquired, her hand still grabbing the base of my penis, and the head of my cock so close to her mouth I could feel her breath.

I was too lost in this to respond, "Yes, Mom, you're right."

"Too bad, so much my boy is missing out on."

She continued licking the head of my cock, and then started licking up and down along the shaft. The feeling of her tongue and lips was just amazing, definitely a far cry from my dry, clenched fist.

She began flicking her tongue quickly along the ridge of the head of my cock, how could her tongue be so fast, like the wings of a hummingbird. She then moved her mouth down and began sucking my balls, really taking them into her mouth, while stroking my shaft slowly with her hand. Looking down and seeing her head bobbing up and down in silhouette, and feeling her hair brushing against my naked skin, well...

"Steven", she said, "there is so much I can do here, oral sex is just a wide open world, going down, hummer, 69..."

"69, what's that?"

She looked up at me, she was holding my cock against her cheek, but had stopped stroking, "You don't know what a '69' is? Oh, of course you don't, I forgot I was talking to my innocent boy. Well, think of the number '69', what sort of visual do you get?"

I though for a second but came up blank, "Um, 23*3?"

She burst out laughing, "Ha, ha! Oh, I raised an Einstein! Oh, honey, let me show you what it means!"

She propped herself on all fours, and took my cock deep into her mouth. She did a quick crab-like walk around, a 180 degree spin, until my head was between her legs. It was an amazing sensation feeling her mouth rotating like that around my cock. She rested her knees down, so I was looking right up at her smooth, pink pussy.

"OK, Stephen, you mathematical genius, now what do you think of when you think of '69'!?"

I finally got it, and chuckled a bit. I never would have conceived of doing something like this, never mind with my mother.

From that position, she continued bobbing her head up and down, I loved the view, looking at her working on my cock, seeing her little pert breasts hanging down. This was just amazing.

All of a sudden she paused, and looked down at me. "Steven, enjoying the view? Why don't you do a little work down there, too, honey? Please help your long suffering mother." She said teasingly.

So, lost in this, I forgot that maybe she was getting turned on, and as she had taught me, I had a duty to reciprocate.

I started kissing along the inside of her thighs, while I gently massaged her butt with my hands. Very gently.

"Oooh!!" she squealed, "I taught my son well! Yes, you really know how to get a woman excited, Steven, teasing me, getting me hot. Remember, pay attention to my breath, to my rhythm, when you know I'm about to burst, you can get into the main course."

I remembered out last lesson, and listened to how she breathed, I kept my hands by the side of her chest, really gauging how much she was trembling, and looking up at her pussy gyrating over my face, how excited she was really getting. At the same time, I was enjoying her working my cock and balls with her mouth, tongue, hands, the first time anyone had touched me there, in that way.

I continued, noticing her pants and moans, as her pelvis gyrated, and she slid her hips closer and closer to my face. At this point, she was so close, there was no kissing real-estate left, so I started licking along each of the lips of her vagina. She took my cock out of her mouth and a heard a drawn out, "Oooooooh.." from her. After a while, I teasingly began dipping just a bit of my tongue inside her, tasting her juices as I glided my tongue back and forth. I would hear a sharp gasp from her every time I dipped inside, going a little deeper every time, her gasps getting louder the deeper I got.

I moved to her clit, rotating my tongue around it, then continuing licking up and down her lips and inside her. At this point, she had taken me out of her mouth, I could feel her head between my legs, my balls pressed against her chin. She still held my shaft with her hand, but was not stroking anymore.

"Oh, Steven, Steven...", she panted. "Oh, Steven, that is......"

She let go of my cock and started to straighten out her body, until she was sitting up, back straight. I kept licking her pussy, all over, feeling her body vibrating, following her breath, her rhythm, paying attention as she had instructed me.

"Oh, Steven, oh God, I'm...Oh...!" She gasped out the words. She arched her back and leaned back and braced her arms on the bed legs, and kept gyrating back and forth, her figure becoming like a backwards letter 'C'. She kept moving as I worked on her.

"Oh, my God, Oh, my God, Steven, Oh...!" she shrieked, as I felt her body shudder in climax.

She fell forward again, over my body, she wasn't kneeling, she was laying her entire body on me. Her pussy was still in front of my face, but now her stomach was pressed against my chest, her bare breasts pressed against my stomach, and her head between my legs. She was panting, unable to talk. Unsure what to do, and uncertain in this situation, I started licking her pussy again.

She put her hands back and pushed me away, "Oh, Steven, I'm very sensitive there after I come, please give me a minute to cool down. That was amazing, you are so good!"

"OK, Mom."

So we lay in this flattened out '69' position, as I listened to her breath slow down, her chest not heaving as much. Her breath seemed back to normal. I felt her inhale deeply and then let out a hard exhale. She sprung back up onto her knees, grabbed my cock in her hand, looked at me between her legs and said:

"Amazing Steven, sorry I was so selfish, I couldn't help it, now let me do my duty!"

She once again did a 180 turn and was back between my legs, and she took my cock into her mouth, and continued as before, teasing my balls with her hands. The feeling was incredible. I just got lost in it, until she stopped and looked up at me.

"Steven?"

"Yes, Mom?"

"One thing, when a woman is going down on you, if you don't know her comfort level, make sure to establish whether it is OK to come in her mouth or not. Actually, the better way to put it is to ask her, 'What do you want me to do before I come?' That way you put the ball in her court, but never, ever come in someone's mouth if they don't want you to. Understand?"

"Of course, Mom."

She wrapped her lips around my cock, but then pulled back and said, "Well?"

I didn't know what she meant, "Um, well what?" I responded.

"Aren't you going to ask me if it's OK to come in my mouth? If you can't even give that courtesy to your mother, how are you going to be with other girls especially your little love, Kate?"

"Oh, I didn't realize, of course Mom, is it OK, or do you want me to let you know?"

She chuckled and said, "Good, boy, now don't you worry. Just let me know, so I'm ready for it."

She continued sticking me deep in her mouth, rubbing my balls with her hand, rubbing her hands up and down my chest and stomach. I loved hearing the little 'Sluuuurp' sound from her when she would be at the head of my cock.

Looking down at her, her head bobbing over me, I felt the cum about to explode, this felt so good, I started moaning, and groaning, and she noticed.

"Mom, I'm about to come! No really, I am!"

She looked up and said, "Shush, go ahead and come, Steven.", and put my cock back in her mouth, moving at a feverish pace, he neck fluttering like hummingbird wings.

I felt the surge and felt my orgasm, more intense than I could have imagined, I was yelping, "Oh, Oh, God, Oh God, it feels... it feels, ooooh..!"

I exploded deep in her mouth, she kept going, not missing a beat. I could see in the dim light that my come was coming out of her mouth, not because she was spitting it out but because it was too much for her to hold. She kept going until I was completely flaccid. Like her, my penis was sensitive after such an explosive orgasm, and I put my fingers to her chin and told her I was done.

"Mom, no more, that was amazing! I don't want it to hurt."

I was in a bit of a daze. Mom slid herself up and lay down next to me, pushing her naked body against my side. I looked at her, and saw my come dripping off her mouth, her chin.

"Honey,", she said, looking me in the eyes, "Take a second to come back to Earth, OK? Don't worry, after what you did for me, I was happy to do the same for you. Just take a second to breathe and relax."

She said all this while her lips were dripping with my come.

We lay there for a bit until I calmed down, and Mom asked, "So, how did you like that?"

"Mom, that was something I couldn't even conceive, it felt so good. Doing it with my hand all the time, I didn't know the feelings you showed me were even possible."

She cuddled up next to me, pressing her naked body against mine, and whispered in my ear, "I'm so glad I was able to show you the possibilities."

I thought about Kate, and sighed, "I wish Kate and I could have this sort of experience..."

Mom was silent for a second, then she took my head in her hands and forced me towards her, and gave me a deep, long kiss on the lips, her son's semen in her mouth mixing with her own pussy juices in my mouth.

"Kate...," she whispered, "We need to bring Kate into this. I'm sure I can take care of her inhibitions, just as I've taken care of yours. Why don't I come visit you at college next weekend, and meet this Kate, I'm sure, we can work on something, even if it takes a while."

"Mom, I'm absolutely sure that it would completely freak her out. She'd move back to Korea or something, if she knew about this."

"Oh, Steven, she doesn't need to know about this, I just want to talk to her, get to know her, and give her some advice, just like with you. Trust your mother, Steven, I think Kate just needs a few lessons of her own, don't you agree? You know I have the skills to help people understand what they really want, despite their inhibitions, don't you? Will you trust your mother, Stephen?"

"Yes, Mom, I know you do."

"Good"

And we fell asleep together in each others' arms.


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