Jim got up from his desk and flopped noisily onto his back on his bed.
"Honey, is something wrong?"
He opened his eyes and saw his mother standing in the doorway of his room.
"It's nothing, Mom. I'm just tired of Calculus." Jim sat up and put his feet on the floor.
"That's a tough subject."
"Oh, I can handle it if I work at it. The problem is I just can't concentrate lately."
"Is it something I could help you with?"
Maybe if you would you suck my dick, Jim thought. "I don't think so," he said aloud. "I'm just... frustrated." He didn't really want to talk about this with his mother. But there she was. It was always just the two of them, ever since she and his father had gotten divorced when he was only a little kid.
"Frustrated how?" She sat down on the edge of bed next to him.
Jim sighed. "Well, you know..." Having gone this far, he had to blurt out something. "Here I am a freshman in college, 18 years old, and I'm still living with my mother, and I've never even been on a date!"
His mother gave him that sweet expression of concern that only a mother can do. "Maybe I could help," she said hopefully. "Do you want some advice on how to ask a girl out?"
He almost laughed. Dating tips from his mom? As far as he could tell, she hadn't even been on a date herself in years. Since the divorce, she seemed focused only on her son and her job.
"I don't know," he said. "To be honest, I don't really care about going on dates and all that stuff. The real problem is..." He looked at the floor. "I'm just so horny all the time. I can't stop thinking about sex."
"Oh. And that's why you can't concentrate on your school work?"
"Uh huh."
"Have you tried... you know? Taking care of it yourself?"
"Sure, I mean, of course." There was no backing out of this awkward conversation now. "But it's not enough. I can't stop thinking about real sex. With a real woman."
"Well..." She moved closer to him on the edge of the bed, her hip touching his. "Maybe I could help you with that."
Jim looked up. His mother had a kind of mischievous, but nervous, smile on her face. "What do you mean?" he asked. "Help how?"
She took a deep breath. "Would you like me to suck you off?"
She was still wearing that half-smile. Maybe so that if he reacted badly, she could pass it off as a joke. But her tone had been serious. Jim felt his dick beginning to swell.
"Just to relieve the frustration, honey," she said, almost apologetically. When he still didn't say anything, she went on, softly, "You could close your eyes and pretend I'm someone else. Someone closer to your own age."
"No, Mom, I... I wouldn't have to do that." Jim's mother was only in her early forties, after all. He'd jerked off to MILF porn of women at least that old. He'd even fantasized a little bit about his mother, a few times, but he'd always chickened out and switched to someone else before he got too far into it.
"I can see you're warming up to the idea," his mother said, eyeing the growing bulge in his shorts. "I think we'd better take care of that, it looks pretty uncomfortable."
Jim reached for his dick and repositioned it. "Thanks, Mom. I'd love for you to suck me."
"You would? Oh, good!" she exclaimed. She stood up, gently pulled the waistband of his shorts down, and lightly grasped his hard dick. "But we need to get undressed first. I never could stand to, um, have sex with clothes on."
Jim quickly stripped off all his clothes, while his mother got down to her bra and panties. He leaned back on the bed, his eyes locked on her full, curvaceous body as she stood in front of him, unhooking her bra. As she removed it, her heavy, round tits swung deliciously into view.
"Gosh, Mom, you look fantastic," Jim said, lightly stroking his erect cock. She looked down modestly and pulled off her panties. The soft hair on her pubic mound was light enough to give him a tantalizing glimpse of her pussy lips before she knelt in front of him at the end of the bed.
"Now, just relax and enjoy it," she said, taking the head of his dick into her warm mouth.
If he leaned forward, he could get a slight view of her tits. He wished he'd had more time to look at them, fondle them, suck on her erect nipples. But now that he and his mother had gotten past the difficult part and agreed to do this, they both felt they should get on with it quickly, before they had a chance for any second thoughts.
Jim closed his eyes and luxuriated in the sensation of his mother's soft lips stroking slowly up and down his dick. She stopped sucking to stick out her tongue and lick the head, and while he watched she glanced up shyly into his eyes. "Is that good, honey?" she asked.
"Oh, it's wonderful, Mom." She smiled and resumed sucking. Soon he could feel his orgasm building.
"I'm gonna come, Mom!" he gasped. She kept sucking. Jim felt a gusher of hot cum erupt through his dick and into his mother's mouth. She swallowed it all and kept sucking. When the flow subsided, she took his dick out of her mouth, squeezed one final drop from the tip, licked it off with her wet pink tongue, and smiled up at him. Jim sighed. "That was great, Mom. That was amazing."
"I'm so glad," she said, standing up. She seemed a bit flustered. "It was fun for me, too. Well, I'd better run along now and let you get cleaned up." She left the room, went into her bedroom, and closed the door.
Jim sat there in a daze for a few moments, feeling as if what had just happened might not be real. He got up slowly and went into the bathroom to clean himself off with a towel. Then he lay back down on his bed, looking at the ceiling.
This is not helping me concentrate on my studies, Jim thought. All he could think about was his mother's beautiful, naked body, and all the things he wanted to do with her.
Why had she left the room so abruptly? Was she regretting what they had done? I'd better go check on her, Jim thought.
Jim stood outside the closed door of his mother's bedroom and listened. He couldn't hear anything. Very slowly, he turned the doorknob and opened the door just a crack. Now he could hear her breathing heavily. Was she crying? Or masturbating? Jim heard a moan and a long sigh. Sounds more like masturbating. But what if she's crying? He stepped into the room.
His mother was naked on the bed, lying on her back, with the sheets just up to her knees. She pulled her hand away from her pussy when she saw him. "I'm sorry to barge in, Mom," said Jim, "but -- I just wanted to make sure you're all right."
"Oh! I'm fine, honey." He started to turn away. "Wait," she said. "Come and lie down beside me."
Jim lay down on his side on the bed, facing his mother, and tentatively put an arm around her waist. He watched her soft breasts rise and fall with her breathing.
"You're not sorry we did it, are you?" she asked.
"No, Mom! It was wonderful!"
"You don't think I'm just a perverted old lady?"
"Of course not! I love you, Mom." He put his head on her shoulder.
"I love you too."