OVERNIGHT CAR WITH MY SON

Fuck Europe.

Rarely did I use that word. It was reserved for very special occasions. I wasn't a prude or anything. I just tried to get more creative in my cursing, so that if I ever did use it, it carried more weight.

But fuck Europe.

I was sitting on an overnight train dashing from Milan to Prague. Taking in far more of Europe than I personally would have wanted.

Maybe I was uncultured. I could appreciate the history, the art, everything. But I was born in America, raised in America, lived in America. And there was a reason for that. I liked it there. I didn't want to deal with 17 different foreign languages, different currency, different customs, weird people, border crossing, everything.

Unfortunately I married a person who loved Europe and loved traveling. Unfortunate only for me, that is; my late husband Brian was a fantastically cultured and well-rounded man. I probably hadn't deserved him.

A drunk driver ripped him away from our family a year and a half earlier.

The shock and adjustment had worn away, to the extent that it ever can. The pain really hadn't. It left just me and our son Eli in the household.

And in my husband's will was his wish to have us travel Europe together in the event that he passed unexpectedly. To recreate the travels he had in his early 20's and scatter a small portion of his ashes in every city we went through. And to use it as a opportunity to come together closer as a mother and son.

Of course I was never going to shirk away from that. Being able to spend a few weeks with just my son was amazing. And I never in a million years wouldn't have upheld my Brian's final wish.

But did it really have to be in Europe??

It was 10 pm.

Eli and I had boarded our train a few hours earlier after a day in Milan. The city itself was undeniably very cool, if a bit touristy, and certainly a highlight of the trip.

We weren't set to arrive in Prague until the next day. I wasn't sure what I was thinking when I booked an overnight train instead of a flight in the planning process a few months earlier. But I must have figured the money savings was worth the trade-off.

I was questioning that now. The train was nice enough. Eli and I were splitting an overnight car, and the accommodations were good. Dinner had been fairly okay, and I was grateful that I'd been able to get a bottle of wine, now already half-empty.

Eli was happy too. He was 19, just finished up with his freshman year of college. Back home, he had just over a year before he could drink. Here though, he was freely allowed to be drinking the beers he had set down on the little table in our car.

We were 4 hours into the trip. We'd watched some TV together, and played a game of travel Scrabble that I'd bought from some street vendor in Rome. The instructions were in Italian but we remembered how to play.

I rifled through the small trinkets I'd picked up in Milan. Eli facetimed with one of his friends about the upcoming fantasy football season. We watched the countryside of Austria go by, the gorgeous sunset having faded down the horizon an hour or two ago.

There was only so much you could do in a train car though.

"I'm bored," I announced. Sounding a bit like a petulant child even though I was the 47-year-old.

"Well we've got...," Eli paused to check his watch. "10 hours before we're supposed to get into Prague. So, buckle up." He was sitting across from me, having changed into casual attire of a tight white t-shirt and gym shorts. He'd been hitting the gym a lot this summer and at school, I noticed. His arms were definitely bigger.

Eli got his father's height, about 6'2 (nearly a whole foot taller than me). He'd also gotten his slightly-curly brown hair and most of his dashing good looks. But he had my eyes. Bright blue. I was so proud of how he'd developed into a strapping young man.

With his grades and plans to go to business school, I couldn't have been a prouder mom. He was dating a wonderful girl in college too, although I'd only met her once.

We'd done a pretty good job with him as our only son. I was just sad Brian wasn't here to see it through.

My eyes darted over to our bags, on one end of the bench in the room. Inside Eli's backpack was a small container with the rest of my husband. Mostly emptied at this point in the trip, but still. It felt like he was here with us, in a way. That even if I hated where we were doing this trip, we were doing it together, as a family. And that was the important part.

"So we're gonna get in at like 8 am?" I asked.

Eli checked his phone again, pulling up the train's itinerary.

"Says 8:30. But yeah."

"Okay so in by 8:30 means fully dressed by 8 at the latest. My shower at 7:15, yours at 7, breakfast at 6:30, up by 6:15. Right?"

"You're the expert," Eli deferred to me.

"Well that sounds right. But if it's already 10, it means we should get to bed soon."

"Yeah I guess. You're bored anyway, so I doubt you'll be complaining."

"I mean, the wine's only half-empty," I pointed out. "I won't have the chance to finish it."

"There's always tomorrow."

"True."

I sat for a second with my glass, feeling the little bit of buzz that came with two healthy glasses. I quickly downed the remainder of my glass, and corked up the rest of the bottle.

"I'm changing first?" I inquired.

"I changed after dinner," Eli pointed out.

"Oh, yeah," I responded, feeling like a bit of an idiot. "Nevermind."

I ruffled through one of my bags, grabbing my usual sleeping attire of a tank top and gym shorts.

Well, usually my sleeping attire was nothing, but that's not really an option when you're splitting a bedroom with your son.

Although, that would be a healthy surprise to him! I snickered to myself.

I turned to enter the little bathroom our cabin had, before pausing.

"You've enjoyed this, right?" I asked Eli.

He finished his sip of beer and set it down. He looked over right at me, staring back at me with those blue eyes. With my blue eyes. It was like looking at a perfect hybrid of myself and my husband. He really had gotten the best of both of us.

"Yeah, of course," he responded. "Why?"

"Well I mean you're stuck traveling around with your old mom. I know this whole thing wasn't exactly your choice."

"I mean, it's what Dad wanted, so of course it was my choice. I never would've not done it."

Which is exactly what I had said. He may have gotten more of his dad's looks, but he definitely was closer to my personality.

"And besides, you're an awesome kickass mom. Every guy at school has always been jealous of me. There's no one else I'd rather spend a few weeks with."

Eli always knew exactly how to tug at my heartstrings. It made it a little annoying growing up, because his dad would always have to be the bad guy. I just couldn't say no to him.

But right now, it's what I needed to hear.

"Aww sweetie, thank you." I set my clothes down and came over to give Eli a hug. "Mama loves you baby."

"I know. And always will forever and ever," he stole my usual follow-up line. He pulled me close into a hug. His arms and chest felt a little harder, more built than normal. He had definitely been going to the gym more.

We broke our embrace, and I headed to the bathroom to change.

The sliding door locked behind me, and I stared at myself in the mirror.

I was wearing a yellow sundress that came down to just above my knees. I sighed. It was a young woman's dress. I'd bought it twenty years ago. I was too old to be wearing it. Mutton dressed as lamb.

After my husband had passed, I'd felt a little insecure about getting old. Maybe it was just a normal mid-life crisis. But suddenly I just felt much older. More run-down. Less desirable.

I hadn't been with anyone since. Not that I had tried. And I probably could have had opportunities. But still, I was feeling a little bit like an old maid, past my prime.

I slinked out of my sundress and panties. My C-cup boobs were saggier than I wanted. They were still pretty perky, but nothing like when I was younger.

My body was still pretty fit, just from how often I did yoga and spin. I mean, I did fit in dresses from my 20s still. But my skin was a little bit saggier, some flab on the underside of my arms. My thighs and bubble butt, which had always been my best attribute, had some cellulose on them.

And my face looked haggard. I'd been getting small amounts of filler and botox done for the past few years. Nothing drastic at all, no operations, I didn't want to look like a Kardashian. Just enough, small injections around the eyes, in the forehead, to hopefully ward off the wrinkles and keep me looking good for my age.

I didn't know if it worked. I could still see hints of crow's feet. Some frown lines. My cheeks drooped a little. Gray was starting to peek through the blonde in my hair. I had to dye my roots more frequently now than ever to hide it.

I sighed again. People told me I still looked good for my age. Guys still hit on me. But I didn't feel it. I looked at the person in the mirror, remembering how fit and great I looked in my 20s and 30s, and now questioning how the old hag in front of me could be there.

Maybe it was just a self-esteem thing. Maybe I needed to listen more to the good things other people said. Maybe it was just because it had been so long since I'd had someone actually appreciate my body, or any of the work that I put in to still try to look good. But I felt old. Matronly.

I slipped on my sleepwear. This wasn't any time to have a pity party, I reminded myself. This was a trip for Brian. He wouldn't want me feeling sad or pouty.

And I had to put on a good face for Eli. He may have been very mature for his age, and the man of the house now, but he was still just a kid. And as the sole parent now I always had to put on a strong front.

I came out of the bathroom and tucked away my sundress.

"We ready for bed?" Eli asked. He'd thrown away the trash and packed all his stuff up, ready to disembark quickly in the morning.

I smiled. All through his teenage years he'd been awful about cleaning up. It was a constant battle. But ever since the accident he'd grown up quickly.

That of course made me sad. The reason behind that maturation was awful. But the maturation itself was a good thing for him. I'd always said maturity and confidence were the sexiest things about a man.

"Yeah I think so," I answered. The bottle of wine was still on the table, but I'd pack that up maybe for lunch or cocktail hour tomorrow. "All your stuff set?"

"Course," he responded, heading into the bathroom to brush his teeth. "Prague should be fun."

"You think so?" I asked. I wasn't super looking forward to it. Mostly how early we had to get up. But still, my only memory of Prague was from the one Spider Man where the city got destroyed, and apparently one of my great-grandmothers was a Slovak who hated the Czechs. So minimal positive exposure personally.

But Brian had been to Prague twice, once in college and once traveling later in his 20's, and he loved it both times.

Hence its inclusion on our trip.

"There's some really cool things downtown," Eli responded, although only half-discernible through his toothbrush. "A whole bunch of old castles and cathedrals."

"And that famous bridge they destroyed in Spider Man," I added. I guess that whole area was really pretty from what I remembered in the movie.

God I sounded so uncultured. Only recognizing cityscapes from a Marvel movie. I did really appreciate, or try to appreciate, all the old art and architecture. And I guess that was better than not recognizing it at all?

Maybe I was just cranky tonight. Maybe tomorrow would be better.

"Yeah I forgot about that," Eli said, popping out of the bathroom. "Lots to look forward to, I guess."

"Right about that," I answered.

"Top or bottom bunk?" he asked, gesturing to our sleeping arrangement. Two twin beds were bunked on one side of the car.

I debated for a moment. "Top." I didn't want to make all 6'2 of Eli try to avoid fitting underneath the ceiling.

"Perfect." He started to clamber into the bottom bunk while I finished up my nightly routine in the bathroom.

I came back out when I finished. Eli was already in bed, looking at his phone. He was shirtless, the covers pulled up to his pecs.

"Love you baby," I said.

"Love you too Mom," he responded.

"And I always will, forever and ever," I finished.

I shut off the lights and climbed up to the top bunk. It was a little cramped, especially thinking back to the king-size at home that I had been away from for far too long.

But it could've been worse. It could've been Paris. God that setup was so nightmarish I didn't want to think about it.

I settled into bed, popping in my Airpods and putting on the most recent Bachelorette episode. I knew I had to go to bed soon. We had to get up early. But I couldn't really sleep. I hadn't tried, I just knew I wouldn't be able to.

I was a little too antsy. On edge. A little stressed, a little anxious, run-down. A little bit horny.

Being with Eli the entire trip had meant very little alone time. Something that I had to make good use of now that I was without a partner.

A dirty thought popped into my head. This was the first time we'd had a bunk situation the whole trip. If I waited until Eli went to sleep, I'd be able to have some alone time, effectively. Take care of business. And he'd never know.

I felt a little hotter. It could work. But no, that felt weird. Masturbating in the same room as my son. I mean, I supposed it was pretty natural. We'd spent the last few weeks in very close proximity the whole time. What else was I supposed to do?

But if I got caught? That would be awkward to try to explain.

To be honest though, I didn't really care. I felt like I should have, but if I got caught, so what? Eli knew I masturbated, presumably, and we were mother and son. Shared everything with each other, were extremely open with each other. He'd understand. It wouldn't be the end of the world.

And it would help me get to sleep better and start tomorrow off better.

I didn't know if it was just the wine or the nerves or what but this was starting to sound like a better and better idea. Until suddenly it wasn't an idea, it was a plan.

I waited, biding my time through the episode. I knew Eli would be going to sleep pretty quickly. I took a quick peak over the edge of the bunk, and couldn't see any light from a phone or anything. No sounds, no immediate movement.

Seemed like I was in the clear. I took a deep breath.

Go time.

As soon as the episode ended, I dimmed my brightness all the way and flipped over to private browsing. A couple internet searches later and I was in business. No one ever accused me of being as porn-knowledgeable as a teenage boy but I knew what I was looking for and easy ways to find it.

For whatever reason, lesbian porn really did the trick for me. I wasn't lesbian at all; not that there was anything wrong with it, just not my speed, beyond some handsy playing in the days of my youth. But lesbian porn just turned me on more than anything else. Maybe it was the softer, more romantic aspect of most videos compared to hardcore straight stuff. Or maybe it was the focus on a woman's pleasure, and not a man. Sensual touching, playing, teasing. A tongue languidly teasing over a beautiful slit.

The scene played out in front of me. The two naked girls were kissing and fondling each other. I kept my breathing still, trying to make as little noise as possible. My left hand slid underneath my commando shorts.

I tickled my fingers over the small strip of blonde hair above my slit, sliding beneath it to locate my clit. My fingers played over the hard nub gently, edging it out of its hood and starting to rev up my heart rate.

I wasn't really in a rush. I enjoyed the scene on my phone and circled my fingers over my clit, teasing myself further and further along. I'd have to fully finger myself when I wanted to finish - I needed internal stimulation to climax, but for now the teasing over my clit was building me up nicely.

With the tiny breeze from the cabin's air conditioner blowing over my chest and my clit appreciating the attention, my boobs were aching to be doted on as well. I only had so many hands though.

I picked my knees up to create a faux-prop for my phone, allowing me to rest it against the covers over my thighs and freeing up my other hand.

I cupped my left boob through my thin tank top and tugged on my nipple slightly with my thumb and forefinger. The thin fabric was clinging tightly to my skin, rubbing against my clearly-showing nipples.

Good thing no one was looking. I switched to the other boob, twisting and tugging gently on my nipple, kneading my skin. My boobs were almost a perfect handful.

Brian had loved them. When I was pregnant they were a cup or two bigger, and he especially adored them then. Now though they were starting to sag too much for my liking. Never would I consider a boob job or anything, but it was disheartening still having this vision of your 20-something body in your head, and the reality now looking like that 20-something's mom.

One of the girls on screen, a fake blonde with big fake boobs, was lying back, while the other, a Latina with a huge juicy butt, was starting to eat her out. My fingers played a little faster over my clit. My heart was beating faster, the fire starting to rise in my core.

The camera zoomed in on a close-up of the Latina's tongue, slowly lavishing a long lick along the other girl's pussy. I could see the wetness adorning her lips, getting lapped up by the eager beaver's tongue.

God, that was hot. A sharp twinge of electricity shot up my back from my clit. My hips involuntarily lifted off the mattress, trying to almost ground down against the fingers flitting over my clit.

As my hips lifted up, my phone started to slip. It felt like it was happening in slow-motion. I watched it happen; the unbalanced phone shifted from my sudden movement, sliding towards my right hip. It fell off my hip, bouncing right at the edge of the mattress. I hadn't had time to react but my hand shot out away from my chest, trying to snag the phone before it....

Slipped through my fingers. Clattered on the ground. Loud. My phone case wasn't super bulky, and the sound of my phone dropping 6 feet off the bed was louder than a gunshot in the complete silence of our cabin.

"Shit," I murmured to myself, closing my eyes for just a second. Hopefully that didn't wake Eli up. He tended to be a heavier sleeper. But now I had to get up, get my phone.

I craned my neck over the edge of the bed, trying to survey the situation. The audio was still playing in my Airpods so I couldn't hear anything.

What I saw though, was just about the last thing I wanted to see.

Eli, leaning out of bed, picking my phone up from the ground. With the screen still on, and face-up. Still playing.

Well, this certainly could have played out better, I chastised myself. Fuck! This was awkward. I mean, I supposed it could have been worse. It was just porn. Eli had to have known that I masturbated sometimes.

Getting caught doing it though? And in the same room as my son? That was certainly a first time, and very unideal.

"Uhhh, do you want your phone back Mom?" Eli called up to me. He was clearly trying to hold back a snicker, I could tell in his voice even if I couldn't make out his features in the dark.

"Um yeah sweetie," I responded, pulling my Airpods out. I slid off the top bunk, aware that my nipples were pressed hard against my tank top, and if Eli had enough light he'd be able to see them plainly.Weirdly, that thought didn't bother me too much. He'd already seen what I was watching; he was holding the evidence right now. Who cared if he saw my erect nipples too? He knew I'd been jilling off.

I took my phone from Eli's hands. I turned the brightness up a little, illuminating more of the room and letting me see him more clearly.

"I thought you were asleep," he said.

"Yeah I thought the same for you," I replied sheepishly. I didn't know what else I should say. Did I come up with an excuse, did I justify it? Nowhere in the parenting handbook was anything covering the situation where your kid catches you jerking off to porn in the same room as them.

I swallowed my words, figuring the best way might just be to say nothing at all.

But then I stopped. That wouldn't do anything. We were an open family, we were honest, I should address the situation like an adult. Not just try to pretend it didn't happen.

"Listen," I started. "It's been a while, since the accident. Everyone has needs," I justified. "So I'm not gonna apologize for that. I just obviously would've preferred you didn't know."

"Mom, I'm not gonna judge you for watching porn," Eli responded nonchalantly. "Everyone does it, it's chill. Besides, you have good taste."

I blushed. My son critiquing my porn preferences? Not on my bingo card for this trip.

"Gonna ignore that," I said. "I just wanted to be upfront. It's been a long and stressful trip. I thought you were asleep."

"Do you make a habit of jacking off in the same room as your kid, as long as I'm asleep?" Eli shot back rhetorically.

"No, no," I defended. "No. I was just a little antsy. Maybe I had too much to drink tonight, but it's whatever. Shouldn't have done it."

"Well no, I mean, if it helps you sleep better and be less stressed, why shouldn't you do it? Everyone has to."

"Well, maybe not in the same room as my son," I reminded him. "I'm not trying to be a creep."

"To be fair we've been cooped up together all day every day for a few weeks. Taking your opportunity to do it would kind of mean I would have to be in the room."

It almost felt like Eli had switched to defending me? Or justifying my actions? I was confused.

He wasn't wrong, but why wouldn't he just take my initial apology and let it go?

"Still, that's obviously a line that a mother and son shouldn't cross," I said. "As I said, it was stupid."

"Well, maybe," Eli said. "But I get it. You didn't have a better option. I'm not gonna judge you. Or tell you to stop."

My head cocked to the side. That was certainly a strange remark to add. What was he suggesting?

Not that I would've minded being able to continue. The build-up to the orgasm was already well underway. And my pussy was aching. Even still.

But this entire scenario was weird. My son knew about it, he was giving me permission? No, no, this was over. I never should've said anything at all, I would've been right to take the immature route, I just shouldn't have said anything.

But, at the same time, he was giving me permission? It was only weird because I figured he would be upset, and weirded out. So if Eli, the only other person, didn't think it was weird, then was it actually weird?

No, if was definitely weird. He was my son. I didn't need him to know when I was masturbating.

I let silence stir for a few seconds, before moving to climb back up to the top bunk. This conversation was over.

"Wait."

Until it wasn't.

I turned towards Eli, letting go of the little ladder frame to the top. He had turned his phone on, letting the bright screen light up his small bunk.

"What's up baby?" I asked. Ignoring it was the right thing to do. I just needed to address him like normal and move on. The aching and throbbing in my pussy would have to wait. The voice in my head telling me to finish, that this was all okay, needed to disappear.

"Well, I just feel bad. That you felt embarrassed."

"It's fine. Just forget about it," I responded. "We should go to sleep."

"Well wait," he said again. "Maybe not just yet. Can I show you something?"

My throat seized up a little. Did I want to know what this was? This whole exchange felt like something from the Twilight Zone. And Eli had been acting weird about it.

"Uhh sure, sweetie," I tentatively answered.

My heart was beating rapidly. And it started pounding faster as Eli reached a hand to the covers that were blanketing his body beneath his pecs. He peeled back the blanket.

I should've looked away. I wanted to. Or told myself I wanted to. I should've wanted to.

But I didn't. My eyes scanned over Eli's body, taking in the sight of his shorts around his ankles, and his rock-hard cock springing free from underneath the weighted blanket to stand straight up.

Goddamn was that cock glorious. Thick, long, juicy. Better than his father's. Better than almost any I'd seen before. It helped that it was clearly already worked to its full extent. But Jesus.

And Jesus! That was my son! How could I be thinking that? Why was I staring at my son's cock? Why was my mouth watering at my son's cock? Why was my pussy aching at my son's cock?

"Get yourself together," my conscience tried to snap into me. I stood there awkwardly, unsure of what to say or do.

Eli, to his part, unlocked his phone, and turned the screen towards me.

A redhead was on the screen, getting spitroasted between two short black guys.

"So looks like we're in the same boat," Eli said. "Or same train," he laughed.

"Put your cock away, I'm your mother," is probably what I should've said. Instead, my mouth remained open, unable to articulate words.

This could not be happening. This entire thing. Getting caught masturbating. My son saying it was okay, encouraging. Showing me his cock. His beautiful, gorgeous cock.

"It's okay," Eli said. I didn't know what he thought I was thinking. But I myself didn't rightfully know what I was thinking, so there was no way in hell he knew.

"We're both doing the same thing. It's not weird."

"It has been a stressful trip."

I surprised myself. I couldn't remember trying to speak. The words just came out.

"Exactly. I think we both needed a way to relax."

As Eli spoke, he brought a hand back to his dick and gripped it lightly. He started stroking, very slowly.

"It's been a long trip. We haven't really had another option."

Again I stunned myself by speaking. Why was I saying this? I mean, I believed it, but I also believed, or wanted to believe, that this was wrong. That I shouldn't be encouraging or participating in anything like this at all.

But somehow my left hand had found its way inside my shorts. Eli's hand on his member was just so mesmerizing, so tantalizing. I wanted to hold it, to feel it. My pussy ached. My clit yearned, begging for attention. And subconsciously, I couldn't deny it, couldn't resist it.

"When was the last time you got laid?" Eli asked.

"Your father," I answered swiftly. His question should have disarmed me, but that stroking of his cock distracted me from thinking straight. It was just so perfect.

"That's a long time. You probably have a lot of pent-up stress you need to let out."

"Yeah," I nodded a response. "God, yeah."

My son shuffled over in his bed closer to the wall, freeing up a person-sized space near the edge.

The message was clear.

Join.

My feet moved for me. I couldn't say my brain didn't make the decision, because it did. But I was still baffled at how I was making these decisions. How in such a short span, I'd abandoned my rational instincts, and let the carnal desires take over, guide me.

But was that such a bad thing? Where did rationality ever get anyone? We all had a carnal side for a reason. Maybe sometimes, it wasn't a bad thing to let it out. To let it get rid of your stress, your worries. To cross a few lines, but give you exactly what you needed in the process.

At least, that's what I told myself as I clambered into bed with my son.

He was buck-named, except for the shorts around his ankles, which he quickly kicked off. Our bodies were pressed together pretty tightly; a twin bed does not offer much wiggle room for two people.

"Put it back on," Eli said.

"Yours, or mine?" I asked.

"Your choice," he shrugged. "I thought yours was pretty hot though."

"Okay," I nodded. I unlocked my phone and turned the video back on. Without my airpods in, the audio came through my phone's speaker, and we could hear the moans of the girls on-screen.

For the first minute, I didn't move. I held the phone down at my waist in my right hand so both of us could watch. Eli was slowly stroking his cock next to me. I could feel the slow movements of his body pressing against me with each stroke.

But we weren't touching each other. We were just pressed against each other. So it was okay. Just watching porn together.

I mean, we'd been watching porn before. Me in my bunk, Eli in his. So this was the same thing. Basically.

I wasn't sure if I was a little nervous to touch myself now, so close to my son. But as I watched the scene unfold on my phone, the little whimpers of the girl, Eli stroking his cock in my periphery, I knew that my clit was throbbing, burning hotter than I could ever remember.

My left hand slipped inside my shorts again. As soon as my fingers touched my clit, my whole body felt alive. So grateful to be getting that tiny bit of satisfaction that it demanded.

We stayed there for a minute. Just touching ourselves. Slowly. Based on his pace, neither of us were really gunning to get off. Just building ourselves up.

As my body heat rose, my clothes started feeling stuffy. Especially being next to Eli, who was already totally naked.

"Can you hold this?" I asked Eli for a second, handing him my phone.

"Sure," he responded, taking his hand off his cock and grabbing my phone.

I had meant with his free hand; I cringed a little as Eli's pre-cum-covered hand held my case.

Still, I wasn't going to complain. I grabbed the waistband of my shorts and pulled them down around my ankles, kicking them off to the floor. My hands tugged up my tank top as well, and I became very aware of Eli staring at my body, taking in my naked legs, my taut belly. My slit.

I pulled my tank top off over my head and tossed it aside. I was naked. Next to Eli. We both were naked.

But it was just masturbating. There was nothing wrong with that.

I leaned up off the bed real quick to corral all my hair back behind me. As I lay back down, I felt Eli's right arm beneath me, supporting my neck. Wrapping around my shoulders.

Just touching ourselves. Nothing wrong with that.

I didn't protest at Eli's embrace, and he handed me back the phone. I felt the slight stickiness of his pre-cum on the back of my case. My pussy tingled a little, knowing my son's pre-cum was rubbing into my fingers.

God, I wanted to touch it.

But no, we were just masturbating. That was it.

I put the scene back on, and our own unique scene resumed. I now had unfettered access to my pussy, dipping my fingers lower to feel the wetness adorning my lips.

Holy hell, I couldn't remember the last time I'd been this turned on. I peeked over at Eli's shaft too. He was hard as a rock, throbbing and fully-erect. We were in the same place.

My fingers kept circling over my clit, around and around. Just building that wave inside me. My core was tensing up, my thighs quivering a little. My boobs ached, my nipples completely hard. I didn't have a free hand to touch them though.

As if he could read my mind, Eli came to my rescue. The hand that was wrapped around my shoulder journeyed down a little bit, and he cupped my right boob in his hand.

Immediately a small moan left my mouth. My nipple was brushing against his palm as he squeezed and played with my breast.

"Shit, that's so nice," I murmured. My attention was still on the screen, but simply having someone else, having another hand being able to pleasure me at the same time was so amazing.

Not just for the logistics of not having a free hand. But another person's touch in general. It had been so long. Too long. I needed this.

"You like having me play with your tits?" Eli asked.

"God yesss," I responded, hitting a particularly sensitive spot on my clit. My mind was lost now, not concerned about anything but the impending orgasm rising inside me.

Eli tugged on my nipple, twisting it between his fingers. Another moan worked its way out of me. I wasn't sure how I'd gotten in this situation but I didn't want it to stop. To ever stop. I needed this. I needed his cock.

"Can... can I touch it?"

Eli didn't answer. But he stopped stroking his cock and let go, leaving it there, sticking straight up, begging for me to touch it.

My left hand moved from my clit. I reached over, across our bodies. I couldn't stop. It was a magnetic attraction. I needed to feel it.

My fingers wrapped around the base of his shaft. God it was so perfect. So thick, so heavy and strong in my hand. Touching it wasn't enough. I needed to stroke it, to feel every inch of it.

My hand started working up his cock. Feeling every pulsing vein, every ridge. Running over his engorged pink helmet. Gripping tighter at the tip, and milking out a small drop of pre-cum into my palm.

"Sit up a little," Eli instructed. I obliged, just long enough for him to pull his arm out from underneath me. I lay right back down, and kept stroking his cock, letting my hand play all the way down his shaft.

Eli's hand went to work as well. He crossed his arm underneath mine, reaching down to my crotch. I made no attempt to resist as his fingers journeyed over my mound, brushing against my clit.

I tossed the phone to the ground. Neither of us were looking at it anymore. And it freed up my other hand to play with my boobs.

My hand was working a constant pace on Eli's dick, up and down, up and down. I could feel rhe responsiveness of his shaft to my touch, finding the spots, the pace that worked best for him.

Still had it. It might've been a while since I'd practiced, but I could still milk a man's cock like no tomorrow. And not just with my hand.

"Inside," I whispered to Eli. His touch felt amazing on my clit but I needed more. I was well beyond the teasing stage. If I didn't climax soon, it felt like I was going to burn up.

He understood the assignment. His hand trailed lower on my slit, his fingers plying at my labia, sliding over my wet lips. He found my entrance, and rested his middle finger right at my hole. The pad at the base of his palm was still pressed against my clit, but I needed more. My hips thrust up a little, begging his finger to slip inside.

Eli didn't keep me waiting. His middle finger pressed against my entrance, and he applied pressure. The digit pushed into my tight hole and slid inside my sopping twat.

"Goddamn," I muttered. I squeezed my tits harder. It felt so good.

His finger slid all the way inside, and curled back, feeling along my walls until he found that spongy sensitive spot. Eli knew what he was doing. His girlfriend must've been a very happy woman.

Clearly must've been the way I raised him. I taught him well.

I was still mechanically stroking Eli's dick, but selfishly my mind was focused on my own pleasure. I knew the orgasm couldn't hold out for too much longer. I'd been played with and teased for long enough.

Eli's finger sliding inside of me was certainly doing the trick. Without a dildo on the trip, it had been a long time since my vagina had been properly taken care of. Getting fingered was a great first step in remedying that. My head relaxed back into the pillow. My eyes were closed. I was pretty much in bliss right now.

Our bodies were pressed together. I could feel his body heat, every twitch and movement of his muscles. It was so hot.

On the next downstroke, Eli slid another finger inside of me. It surprised me, but my pussy responded voraciously.

"God that's so good," I softly encouraged. "Keep going, just like that."

He fingered me rhythmically, his palm grinding down on my clit. The combination of sensations was driving me crazy. The orgasm was close. I could feel it.

The two fingers were good. Really good. But I needed more. I opened my eyes and stared at Eli's cock. My hand was a machine with a mind of its own, stroking his cock. His shaft was so gorgeous. So big. I needed it.

Inside me.

And I couldn't wait any longer.

Without warning, I sat up and threw my leg over Eli. I kept control of his cock, aiming it and keeping it pointed straight up as I straddled his crotch. My hips lifted up, positioning me straight over the solid rod. I took a deep breath, and moved my hips down. Felt his tip meet my slit. Nestle itself against my folds. Push eagerly against my tight ring.

Slide inside of me.

"Fuck," I whispered. My son's cock was inside of me. His head was buried in my twat.

I needed more. All of it.

I let my hips fall, allowing gravity to do most of the work. I ground down and his cock slid deeper inside of me. My tight snatch gripped around his shaft, pulling more and more of his length inside me.

It was a tight squeeze. It had been so long since I'd been stretched out, and I couldn't even remember the last time I'd taken a cock this glorious before, if at all. But I was determined. I ground down, taking more of him inside me, until my crotch came all the way down to meet Eli's.

He was all the way in. His entire length was inside me. My pussy strained to accommodate the entire length. My walls stretched, a little painful, but fantastically amazing more than anything else. I was in heaven.

I sat there for a moment, letting myself adjust. I rested my hands on Eli's stomach and took a few deep breaths.

"Wow," was all he said.

I smiled, looking down at my son. The little bit of moonlight coming in through the window of the car was blocked mostly by my frame, but I could still see Eli's face. His blue eyes were catching the light, reflecting back at me.

I was so proud of the man that he'd become. If his father could see him now....

A small twinge of guilt sprang up inside my heart. I looked over at Eli's backpack. His father was in there. My husband was in there. If he could see us now....

But no. Honestly, I didn't even think he'd be mad. Eli and I needed each other right now. Not just with this trip, with the stress, the anxiety, the close-quarters. But just in general, in life. We needed to be closer together, tighter than ever. What better way for us to come together closer? For Eli to truly become the man of the house? For me to truly have my needs met?

No, this was okay.

Better than okay. This was perfect. This was meant to happen.

"I love you baby," I said to Eli.

"Love you too Mom."

"I hope you know how proud I am of you as a son."

"I hope you know how proud I am of you as a mom."

"Oh stop," I said, my mid-life insecurities flaring up again.

"No I mean it. You're an amazing mother, extremely caring and selfless. You're one of the strongest people I know. Plus, you're the hot mom. All my friends are jealous."

"Oh please stop." I knew he was just flattering me. Maybe ten, twenty years ago I'd be drawing stares, but certainly not now.

"I'm serious. Your body's fucking amazing for almost 50."

I couldn't help but blush.

"You're literally the MILF mom of my friend group. Like it's a running joke."

My ego was starting to get pumped up a little. Maybe Eli was right. Maybe I was just too critical of myself.

"If the boys from school knew I was inside you right now...."

"Which they won't," I re-assured. "This right here, the two of us, is just between you and me. Going forward too, it is just between us."

"Going forward?" Eli inquired.

I hadn't even thought about that when I said it. I just sort of thought it was implied.But I didn't want this to stop. I needed it not to stop.

"Let's talk about that later," I said. "For now though, we have something to get back to."

I clenched my pussy around Eli's shaft. My walls were feeling better, adjusting to the sudden intruder.

His hands moved to my hips, holding me gently as I lifted up, sliding most of his cock out of me until only the tip remained inside.

Now I felt empty. My pussy begged for it again. Once I'd had that taste I needed to be fully sated.

I slid my hips down again, impaling myself deeply on Eli's cock.

"Shit!" I moaned, sparks of pleasure shooting through my body as his cock stretched me out. The orgasm was brimming. As much as I wanted to ride this cock forever, I knew I couldn't last long.

My hips moved back up and came down, working about halfway up Eli's cock each time. It felt so good inside me, stretching my pussy out like I couldn't even remember. As I came down each time, I ground my hips, letting his member massage against my g-spot and my clit rub on his crotch.

It's why I loved being on top. I could control my own pace and depth, and really take advantage of the cock inside me to my own benefit.

Not that I figured Eli would be complaining either, even if I was in control for now.

He was certainly getting an amazing show. My boobs bounced up and down with each movement of my hips. I could feel the red flush working its way over my chest, my cheeks. I had trouble looking Eli straight in the eyes.

He was perfect. Such an amazing man, an amazing son. And right now, an amazing lover.

"God your cock is so good," I moaned as my ass came down and clapped on his cock again. I was riding faster and gyrating my hips a little more, letting his glorious member probe just a little deeper inside me. "I didn't realize how much I needed this."

"We both needed it," Eli grunted. I could see his brow screwed in concentration. For a boy his age, he'd done pretty well holding out for me. But I knew his stamina wasn't endless. If I wanted to finish before him, I'd have to ramp it up and get myself over that final hump.

I paused for one second, just letting his cock rest inside me. I wanted to give him a little bit of a breather.

"Do you think you can last until after me?" I asked. I could feel his tightened and flexed ab muscles rippling underneath my hands.

"I can try," he replied. "You feel so good though."

"I know baby, you do too. Just a little longer though. Mommy needs to cum."

I leaned back, changing the angle a bit, placing my hands on Eli's thighs for support. I started riding his cock again, and immediately a low moan escaped from me.

The new angle was fucking incredible. I wasn't sure if it was the slight curve of Eli's cock or how my hips were working but the ridges of his shaft were sliding perfectly against my g-spot and his tip was hammering deeper inside of me than before.

"Oh shit, that's it," I murmured. My heart was pounding faster. My muscles were twitching. "Don't you dare move."

I rode faster, more fervently. This was it. My hips slammed up and down on his cock, sparks shooting from my pussy each time. My twat tightened and pulsed around his dick. I could feel Eli throbbing too. We were both hurtling towards our peaks.

"So good," I mewled. "So close baby."

My fingers dug harder into his thighs. My I rode up and down on his cock as fast as I could, slamming my whole body down almost violently, impaling his cock inside of me harder and harder. I'd never felt anything like it. I never wanted it to stop.

And just when I thought it couldn't get any better, as I ground my hips down, I felt Eli thrust up to meet me.

"Oh god!" I squealed. His cock reached new depths inside me. Again, and again, he powered inside me, our hips matching paces. Our bodies melded together as one, loud squishing and clapping sounds filling the room with every lustful meeting of our hips.

"Mommy's gonna cum baby," I told him. I could already feel my head getting lighter, my toes tingling. It was going to be a big one. I could feel it."

"So close, don't stop!" I encouraged. "Don't stop!"

Eli thrust into me harder and harder, squeezing his hands tighter on my waist for grip. I ground my hips down each time, letting his cock piston into me at the perfect angle. My whole pussy was alive. Ready to explode.

"It's coming!" I announced. I closed my eyes, my face screwed up. Five more powerful strokes. "It's... it's...."

One more thrust. I came.

"Fuck!!!!" I screamed out as loud as I could. The orgasm tore through me, slamming waves of pleasure through my whole body.

Every muscles tightened, my fingers and toes curled. My pussy squeezed tighter than a vice on Eli's cock, bathing it in my warm sweet nectar.

I tried to speak, to cry out. But I couldn't. My mouth hung open. I couldn't think. My mind was black. Nothing else in the world mattered right now except for us. Except for the magic we just created.

I'd never cum harder. Electricity was coursing through me, a raging inferno burning in my core. Tingles and spasms shooting through my limbs. A head rush floating my brain above the rest of my body.

I was in ecstasy. This moment could not have been better.

I had no idea how long the climax lasted. It felt like hours of endless pleasure, billows of lust and desire washing over me.

But I started to come back down. My breathing steadied, my muscles relaxed. The fire burning inside me, consuming my body, died down to a controlled flame.

I was lying on top of Eli. His cock was still inside me.

I picked my head up off his chest. His arms were wrapped around me.

"I love you baby," was all I could muster. I felt physically weak, drained. Every ounce of energy I had was used up by my climax.

"I love you too Mom," he responded, looking back at me with my own eyes. It was like looking into a mirror.

I craned my neck out. Eli responded. Our mouths came together in a passionate, sensual kiss. His lips were softer than I expected, warm, inviting.

I didn't want to stop. But he broke the kiss, collapsing his head back onto the pillow behind him.

"Is it okay that I....?" he trailed off his thought.

"That you what?" I asked.

"That I couldn't stop?" he explained.

I hadn't even realized it. I was so completely overwhelmed by my own finish that I hadn't even felt Eli's.

But now, I could feel it. The warmth inside my twat. His load inside me, his hot spend. The beautiful concoction of our own juices mixing together, slowly seeping out of my hole and down his deflating cock.

"Yes baby, it's okay." I reassured him. "More than okay. It's perfect."

We kissed again.

"You're perfect," I continued.

He smiled. "Well you raised me, so credit goes to you."

"I love you baby." I said, letting my body dissolve into his warm embrace again. My eyes were starting to get heavy. We really did need to rest. I could feel Eli's muscles relaxing too. We both needed sleep.

"Love you too Mom."

"And I always will, forever and ever."