textfiles/sex/EROTICA/T/trnride3.txt

Copyright <20> 1997,  Baron Darkside.       ALL Rights Reserved

This story may not be reproduced in any form for profit without
the written permission of the author.  This story may be freely
distributed with this notice attached.  The author may be contacted
by writing mrdouble@mrdouble.com.


(1)  Disclaimer One:  This Is A Work Of Fiction; It Is Not True!
While Some Characters Who Appear In This Story May Be Under The Age Of
Eighteen, They Are Not Abused And No Abuse Is Intended Or Implied (If
You Disagree With My Definition Of Abuse, I'm Sorry).

(2) Disclaimer Two:   If You Are Underage (Under The Age Of Eighteen
(18)), Or In Locations That By Law,  Preclude You From Reading Sexual
Material, You Should Stop Reading This Material Now!!

(3)  Disclaimer Three:  If You Are, Now Or Have Ever Been,  Offended
By Sex, Incest Or Any Other Subject Of A Sexual Nature, Please Avoid
This Story.  (I Would Also Suggest You Seek The Services Of A
Psychologist.

(4)  Disclaimer Four:  This Is For Adults, And Contains Adult Oriented
Material.  If You Are Not An Adult, Either Chronologically, Mentally
Or Sexually, Please Do Not Read Any Further Or You Will Be Offended
(Probably).

(5)  Disclaimer Five:  The Author Of This Story Wishes To Remain
Anonymous, However I Retain All Copy Rights.



INCESTUOUS FANTASIES OF MOTHERS AND SONS

Fantasy Number 53C
(The Train Ride - Version Three (A Surprise Ending))
A Tale of Incest by Incestual Dreamer, a Baron of the Darkside


Billy watched the train coast into the station.  Glancing down at his
watch, he saw that it was already four o'clock in the afternoon.  He
had been waiting for the train almost an hour.
The smell of diesel and hot metal washed over him as the train slowly
inched down the track.  Looking down the line of dirty silver cars, he
saw a very buxom lady frantically waving in his direction.  His eyes
locked on her breasts as they jiggled and threatened to spill out of
her dress at any moment.  As the train drew closer, he was finally
able to tear his eyes away from lady's breasts and he realized that it
was his mother.  Embarrassed that he had been ogling his mother's
breasts, he grinned foolishly and waved back at her.  
 Watching her lean farther and farther out the window, he picked up
his suitcase and trotted down the platform toward her.  He hoped she
wouldn't fall out on her head before he got to her.  
	"Hi, Mom," he puffed, arriving under her window.  
Setting his bag down, he reached up and tried to push her back into
the train.  
	"Oh, My Little Baby, I'm so happy to see you," she bubbled,
pushing his hands away and leaning down to give him a wet, slobbery
kiss.
	"I'm happy to see you too," he grinned up at her, "but, you'd
better watch out or you'll fall out of the train."
She was now leaning out the window so far her dress had fallen open
revealing a great deal of her big, soft white breasts.  He tried not
to look at them, but the temptation was too great.  As his eyes dipped
down to the swollen mountains of soft pink flesh, he felt himself
blush.  Despite his embarrassment, he couldn't help noticing how
beautiful and full they were as he peered down her dress.
	"You'd better stop leaning out so far or you'll fall," he
repeated himself, trying to push her back up and remove the
temptation.  
	"I was just so excited to see you," she laughed, slowly
letting him push her back. 
	"Hurry up, Baby and get on board.  I can't wait to give you a
great big hug," she gushed.  
Picking up his bag, he hurried over to the door and started to open
it.  As he did, the door suddenly opened and he was greeted by the
conductor.  
	"Right this way, Sir," the conductor said, taking his bag and
leading Billy down the hallway.  
 	Then Billy smiled as he saw his mother standing in the doorway
waiting for him.
	"Oh, My Honey," she blurted out, grabbing him and giving him a
big hug, "finally."
The smell of his mother's intoxicating perfume and the lingering
fragrance of alcohol on her breath greeted him as he took her into his
arms.  Hugging her back, he felt her big, soft breasts  flatten out
against his chest.  His mother hadn't changed a bit, he thought.  She
was still a very affectionate woman.
	"Put his bag in the next compartment, please," he heard her
tell the conductor as she finally stepped back away from him.
	"Come on inside," she told him, taking his hand and pulling
him inside, "I have so much to tell you."
Sitting down on the settee, he watched her reach into her purse and
bring some money.  Smiling at Billy, she waited as the conductor put
the bag into the adjoining cabin and closed the door behind him.  
	"Uh, Mr. Conductor, could you bring us a bottle of Canadian
Club, a six pack of coke and another glass?" she smiled handing him
two twenty dollar bills.
The conductor smiled back at her lecherously as he took the money.
	"It's not what you think," she told him as she started to
close the door, "he's my son."
	"Uh, Yes, Ma'am," the conductor grinned back at her, winking.
	"Really, he is," she said, her smile disappearing.
	"Yes'm" he returned, his leer now gone.  
As his mother talked to the conductor, Billy looked around the cabin
and saw another empty bottle of CC sitting on the end table.
Although, his mother didn't appear drunk, it was apparent she had had
a few drinks before he had arrived.   
Closing the door, she turned and looked at him.  She didn't speak for
the longest time as she stood looking down at him affectionately.
Billy felt himself blush as his mother adoringly stared at him.
Finally, she sat down beside him.  
	"God, it is good to see you," she sighed, taking hold of his
hand and giving it a hard squeeze.  "You're all I've got now."
She began to talk.  It was as if the floodgates had opened and the
words poured out.  Even though they had talked several times since the
divorce, she repeated her side of the story.  She seemed to be trying
to convince him of her innocence in the divorce.  
Billy knew that his father had left her for a younger woman.  Billy
had thought his mother was handling it quite well, but now face to
face with her, he could see the damage it had done to her psyche.  He
could see wrinkles around her eyes that hadn't been there six months
earlier.  She looked tired and drawn.  Still, the old spark of
defiance was in her eyes, but he could see a hollow emptiness behind
that spark.  
All at once, she started to cry.  
Just as she did, there was a knock at the door.  Waiting for a moment,
he watched her reach into her purse and pull out a soft, lacy
handkerchief.  She stopped sniffing and dabbed at her tears as he went
to the door. 
It was the conductor with her order.  Taking it from the conductor, he
told him to keep the change and closed the door.  Setting the liquor
in front of his mother, he watched as she opened the bottle and
shakily filled their glasses with booze, coke and ice.  
She handed him his drink and leaned back.  He watched her as she
thirstily took a long pull on her drink.  Setting her glass down, she
took a deep breath and once again began to unload her burden of
depression, guilt, blame onto him.  
She repeated the story of how Billy's father had left her without any
notice.  He had just left one day without so much as a how-do-you-do.
He had run off with his secretary and they were now living somewhere
in the Bahamas.
Billy knew this much.  He had talked with his father after the
divorce.  His father had said it was all his fault and that Billy
shouldn't blame his mother for anything that had happened.  He had
offered no excuses or alibis for what he had done.  He had just stated
that he found Gloria, his secretary to be more compatible with his
current lifestyle.  He was independently wealthy, he saw no reason why
he shouldn't benefit from his wealth enjoy life the way he wanted to
enjoy it.  Unfortunately, Billy's mother, Maureen wasn't part of that
deal.  He did tell Billy that he had left Maureen very well off
financially.  
Billy sat sipping his drink, listening to his mother unload her
troubles onto him. 
Then all at once, she stopped talking.  Setting her drink down, she
reached out and pulled him to her.
	"I don't think I can ever trust any other man, but you," she
said emphatically.
Before he could answer, the train jerked to life and started to move.
As it did, it lurched and his mother fell against him.  Instinctively
reaching out to brace herself,  she accidentally plunged her hand
down into his crotch where it landed squarely on top of his semi-erect
penis.  
Momentarily pinned against him by the train's momentum, she didn't
move her hand for several seconds.  At last, as the train slowed
again, she moved away from him.
	"I'm sorry," she gushed, a red tinge spreading over her face.
"I didn't hurt you did I?"
	"No, you didn't hurt me," he told her, taking another drink
trying to hide his own embarrassment. 
Neither of them spoke for several moments as they listened to the
sound of the train picking up speed.  Soon the train was speeding
along as they adapted to its slight swaying vibration.  
His mother reached out and took his hand as she began to talk again.
Holding onto his hand for dear life, she acted like he would leave her
too, if she didn't hold onto him.  Billy agonized for her.  She had
been deeply hurt.  Now it seemed as if he was her only salvation.  He
wanted her to get it all off her chest so he let her go on and on.
As he sat listening and sipping his drink, his mother would talk a
while and then cry for a while.  Comforting her the best he could, he
could only give her a reassuring hug every once in a while.
Then abruptly, she stopped crying.  Turning away from him, she blankly
stared out the train window at the landscape speeding by outside.  She
seemed to be deep in thought.
Sitting back, sipping on his drink, Billy absent-mindedly checked her
for any other signs of mental or physical deterioration.  There were
no other visible signs of the obvious strain she was under, but Billy
could sense the tenseness in her carriage.
He could only wonder what had possessed his father to leave her.  She
was still a stunningly beautiful woman even at forty-seven.   As she
continued to stare out the window, he unconsciously appraised her.
Her long, silky, red hair fell down over her shoulders, framing her
face.  It was a face that could grace any fashion magazine, even as
tired and haggard as she appeared to him.  He felt a slight twinge of
shame as he admired her big, heavy breasts swelling out proudly above
her flat, trim belly.  Quickly running his eyes down her statuesque,
graceful legs, tucked up under her firm, rounded buttocks, he conceded
that she was beautiful.  Then again, he was biased.  Still, she was an
exceptional beauty and Billy came to the conclusion that his father
must be stupid to leave her. 
He knew that she would have no trouble finding another man, if she
ever decided to start looking again.  But right at the moment, she
didn't seem emotionally capable of handling another relationship. 
She must have told him ten times that she could never trust any other
man now.  She could only trust him.  
It was sad that his parents had divorced after twenty years of
marriage.  It seemed to have devastated his mother and left a big,
ghastly scar on her ego.  That scar might not ever heal, Billy
thought sadly.  
	Finally, turning from the window, she smiled at him and poured
herself another drink.   
	"More?" she asked him, holding the bottle out with shaking
hands.
	"Sure, but just a little though," he told her holding out his
glass.
Her hand trembled slightly and the bottle tinkled against his glass as
she refilled it.  Setting the bottle down, she scooted over next to
him again.  Snuggling up against him, she began to cry softly again.
	"Oh, I am so very, very glad you're here," she wept softly, "I
have been so lonely and unhappy.  But now, I feel safe and happy and,
and all warm inside."
	"You know you can come to me anytime, Mom," he told her,
gently pulling her up against him and giving her kiss on the top of
her head.  "For anything."
	"Oh, Thank you, you don't know how much it means to have
someone you can turn to for comfort, or.............Anything," she
sniffed, the flow of tears finally slowing, "Thank you so much.  Thank
you for just being you."
Neither of them spoke for several moments as they sat holding each
other.  Then she looked up at him with the most serious look on her
face.
	"Billy, Do, uh, could, uh," she started to say.
Just then there was a knock on the door.
	"I'll get it," he said, getting up.
Opening the door, he found the conductor standing there.
	"The dining car is now open," he said.
	"Thanks," Billy told him, closing the door.
	"What were you going to say, Mother," he asked her as he sat
back down beside her.
	"Oh, nothing," she smiled weakly, "nothing that can't wait."
	"Good, because I'm hungry," he told her. 
	"Me, too," she agreed.  "Let's go eat."
Giving his mother one last hug, Billy went to his cabin to tidy up.
When he returned to his mother's room, her mood had improved
noticeably.
Giving her a peck on the cheek, Billy took her hand and they set off
for the dining car.  Billy was glad to see her laughing and smiling as
they bumped and brushed against each other in the tight confines of
the small hallway.  Both of them were just a little tipsy making it
difficult to walk as the train swayed along.  Laughing and tittering
like two drunken teenagers, they finally made it to the dining car.
Hoping that she was over her crying jag, he smiled and opened the door
for her.  
They were immediately seated by their waiter.
Sitting at the table, his mother took hold held onto his hand tightly.
She seemed afraid to let him go, even as they had a couple more drinks
waiting for their meal.  Billy was beginning to feel a little self
conscious as his mother fawned over him, but he didn't stop her.  
	"I don't know if I can ever let you go," she said softly,
giving his hand another squeeze as she took another sip of her drink.
"You are my only man now."
Growing more self-conscious by the minute, he was relieved when their
food finally arrived and she had to let go of his hand.  
They made small talk as they ate and before they knew the meal was
finished.  
After dinner, she signed the tab and took  his hand again.  Leading
him out of the dining car, she tugged him down to the lounge car.
Finding an empty table, they sat down and ordered still another drink.
They talked for a while.  Then about half way through his drink, Billy
felt his eyelids growing heavier and heavier.  Gulping the rest of his
drink down, he set his glass down.
	"Mom, I've had a long day," he yawned. "I think I'm going back
and hit the sack."
	"Oh, so soon," she whined.  
	"I'm afraid so," he grinned sleepily, "I can barely keep my
eyes open."
	"Oh, well, okay, go ahead," she told him, pouting sadly, "I'm
going to stay her for a while and have a nightcap.  I'll be down
later."
	"Okay, but be careful," he told her, "you've had a lot to
drink today."
	"I know," she smiled warmly, leaning over and giving  him a
soft, gentle kiss on the cheek,  "I know what I'm doing.  You go ahead
and go to bed and I'll be down to tuck you in later."
	"I doubt that I will be awake for that long," he laughed,
standing up beside her.
Smiling subtlety, she reached over and gave his thigh an intimate
squeeze.
	"That's okay, it won't make any difference," she said, looking
up at him with a funny little smile on her lips.  
Stopping at the door, he turned and looked back at her.  He saw her
wave at him.  He stopped and waved back at her as she blew him a kiss.
He wondered what she had meant, when she said it wouldn't make any
difference, but was too groggy to worry about it.  
As he walked down the corridor, he realized that he was quite tipsy.
Suddenly all of the day's events seemed to settle down onto his
shoulders all at once.  It seemed to take him hours to reach his
cabin, but at last he stumbled into it.  He wearily undressed and
crawled into his bunk.  He knew that he should put his pajama's on,
but he was just too tired to care.  
Within moments, he was asleep.
He didn't know what time it was when he heard someone fumbling with
the lock on the door leading into his mother's cabin.  Trying to see
what time it was, the door opened and he was almost blinded by a flash
of light.  Blinking drunkenly, he saw the silhouette of his mother
standing in the door swaying with the rhythm of the train.
She quickly stumbled into his cabin and lurched over to the couch.  
	"Billy, are you awake?"
He didn't answer as he watched her sitting on the couch.  He was lying
with his arm over his face so that his eyes were covered.  He could
see her, but she couldn't see his eyes.
	"Billy," she said, a little louder.
Still he didn't respond.  He watched as she sat staring at him for a
few seconds.  She seemed to be waiting for some kind of response from
him.  Finally, when he didn't move, she slowly stood up.  Spreading
her legs to balance against the sway of the car, she began to unbutton
her blouse.  While the night light in the cabin was dim, Billy could
easily see what she was doing.  He couldn't believe that she was
undressing right in front of him.  She was only four or five feet from
him.  She was so close he could hear the rustle of material as she
fumbled with her blouse.  Suddenly, he found his cock growing hard as
he watched her peel her blouse off and drop it to the couch.  Then
without a pause, she quickly reached behind her back and released the
catch of her brassiere.  
Billy didn't know what to do.  Before he had a chance to catch his
breath, the lacy brassiere slid down her arms and fell to the couch.
He was in shock.  His mother stood before him, naked from the waist
up.  He knew he shouldn't look, but he was unable to take his eyes off
her big, pendulous breasts.  They were beautiful.  Big, soft, wiggling
mountains of stark white flesh tipped with a big, round circle of
darker flesh and a huge hard nipple jutting out at him accusingly.
The great drooping mountains seemed to be begging for attention as
they jiggled and danced with the rhythm of the train.  He couldn't
stop the pleasurable sensations that were making his cock grow harder
and harder as he watched her.  Without waiting, she quickly hooked her
thumbs under the waistline of her dress and bent over dragging her
dress down her long, shapely legs.  Staring at her great, dangling
mammaries, he realized that she was now totally naked.  His erection
was now painful as he watched lurch back upright.  
Suddenly, she turned and reeled back into her cabin.  God, he thought,
for forty-seven he hadn't know what a beautiful body his mother had.
More than beautiful, he visualized, the imprint of her naked body
permanently burned into his psyche.  She was gorgeous.  She didn't
have the body of an eighteen year old, that was sure, but in many ways
it was better.  Much better.  More mature and rounded.
All at once, she reappeared at the door and stepped into his room once
again.  Without hesitation, she slithered over to his bunk.    
	"Billy," she whispered, reaching down and gently shaking him,
"Billy, wake up."
	"What, wht, Mom," he stammered drunkenly, hoping that she
believed his act.  "Uh, What's wrong, Mother?"
	"Billy, could I sleep with you?" she said softly, "I just feel
so all alone tonight."
	"Uh, Uh, gosh, uh, I guess so," he muttered, scooting back so
she would have room to lie down.
	"Thank you," she sighed, slipping under the covers and
snuggling up against him.
	"Oh," she gasped, as her hand flitted down to his bare thigh,
"I didn't know you were naked."
	"I'm sorry," he apologized, "I always sleep in the nude."
	"Well, that's okay," she laughed nervously, "I have my gown
on."
	"Un-uh," he agreed as she scooted up close to him and put her
arm around him.
	"Hold me, please," she told him, pulling him to her, "I just
want someone to hold me.  It's been so long since anyone has held me."
He was so ashamed of his erection he didn't know what to do.  He just
hoped that she wouldn't notice it.  He would die of embarrassment if
she did.  
Twisting to keep his hard cock from jabbing into her, he carefully
pulled her up next to him.
	"Oh, this feel so good," she sighed, lying her head on his
shoulder. 
Billy couldn't stop the surge of excitement and arousal that shot
through his rigid prick as the intoxicating sweet smell of his
mother's perfume washed over him.  Afraid to move, he lay next to her
breathing in her scent.  The faint smell of booze, her feminine
fragrance and her perfume blended together almost driving him insane
with a craving to crush her body to his.  
Neither of them spoke for several moments.  Gradually, Billy felt his
mother's body relax.  Then after several more minutes, he could detect
a difference in her breathing as it became more steady.  His mother
had fallen to sleep.
Billy was still highly aroused by the image of her breasts that had
been seared into his brain.  Now the same huge, round mountains were
lying only inches from his hand.  They were covered only by her sheer
nightgown.  So close, yet so forbidden.  Listening to her steady
breathing, he couldn't get the picture of her breasts out of his mind.
If only he could undo the top of her gown, he could see them again.
What difference would it make, he had already feasted on their beauty
once tonight.  Just the thought of such a thing sent a searing jolt of
excitement racing through his cock.  
Finally, unable to resist the temptation any longer, he grew more bold
and gently shook her.
	"Mom," he whispered, "Mom, are you awake?"
There was no response.  Not even a moan.  He knew that she had had
eight or ten drinks and would probably be dead to the world for
several hours.  Shaking her a little harder, he still got no response.
After waiting a few more minutes, he fearfully reached over and
carefully untied the cord that held the top of her gown closed.  Then,
taking a deep breath, he painstakingly peeled the cloth back away from
first one and then the other breast.
He couldn't believe it.  His mother's breasts, so big and round and
soft now lay before him in all their splendor.  They were
breathtakingly gorgeous.
Staring down at the delicately rounded peaks of soft, jiggling flesh,
he felt an almost overpowering urge to kiss them.  But what if his
mother woke up and found him kissing her breasts?  What would she do?
The attraction was too great for him to check as he timidly bent down
over her breast.  His heart was in his throat as he lovingly kissed
one of the big, swollen nipples jutting up at him.  His whole body was
trembling with excitement as he felt the hard softness of her nipple
on his lips.  Softly, tenderly he began to suck on the ripe berry, but
his mother still didn't move.  Sucking more of the dark, pebbled flesh
into his mouth, he reveled in the perverse wickedness of his actions.
His heart nearly stopped as his mother groaned softly.  Was she waking
up, his mind clamored, but still he didn't move away from the great,
swollen pap.  
	"Ummmnnbbbybbyy," his mother muttered, turning and pulling his
head down even deeper into the billowing flesh of her bosom.  
Taking her movement as approval, Billy sucked harder.  
She stopped moving and seemed to fall asleep again as Billy pulled and
played with her big, soft tit.  
Billy's success only served to bolster his courage as he wrapped his
hand around her other breast.  Squeezing and fondling the mountain of
tit flesh, he licked and lapped at his mother like a hungry dog. 
Still, she didn't move to stop him.  In fact, she didn't move at all.
Suddenly another evil thought popped into his mind.  What would it be
like to touch his mother's pussy?  Just the thought of such a thing
sent a searing spasm of delight tearing through his throbbing cock.
There was nothing to stop him, he thought.  
His mind was in such chaos, he didn't know what he was doing as he let
his hand creep down to the hem of her gown.  
What was he doing, he shuddered?  This was no tramp he had picked up.
This was his mother.  The woman who had brought him into the world,
cared for him, loved him.  Now he was trying to feel her up.  He was
an insane monster without any conscience, he groaned.  Still, as much
as he hated himself for what he was doing, he couldn't stop.
Slowly, inch by inch, he pulled her gown up until all of her lower
body was bare.  Easing the hem of her gown down onto her stomach, he
moved his hand down toward the secret, hidden core of her femininity.
Another burning pang of excitement shot up his arm as his fingers
found the soft, silky curls of hair that covered her soft underbelly.
He had never felt anything so soft, so luxurious, so perversely
exhilarating.  He marveled at the abundance of curls that covered her
womanhood as his fingers trailed through it.  
	"Ummmnnngooddddddddddd," his mother sighed sleepily as he
moved closer and closer to the deep, forbidden sex-wound between her
legs.  
His heart was pounding so hard, he thought it explode out of his chest
as his fingers drew closer and closer.  Then, he felt the soft,
protruding ridge of flesh that sheltered her clitoris.  Gasping for
breath, he ran his finger down to length of the fleshy little
prominence.  
Then she groaned at the same instant, his finger found the bulging
little marble of her clitoris.  Momentarily brought back to reality,
he stopped. Terrified, he waited to see if she would wake.  Then after
several moments, he saw that she wasn't waking.  Slowly, he moved his
fingers down off the sensitive little button of flesh, down onto the
swollen, fleshy lips that guarded the entrance to her most sacred of
places.  A shudder of excitement ran through his body as he lovingly
caressed the silky softness of her vaginal lips.  He couldn't stop his
hand from trembling as he ran his finger all the way around her
love-wound.  
His cock was so hard, he thought it would shatter if he touched it.
He had never been so excited in his whole life.  He was actually
touching the soft, hot gash that had once been his fiery home so long
ago.  Then, taking a deep breath, he delicately eased his middle
finger down into the soft, clinging channel of her cunt.  Pushing his
finger into her, he pressed it up to the first knuckle, then the
second, and finally all the way to the hilt.  He couldn't believe hot
and soft it was inside of her beautiful vagina.  Shivering with
desire, he slowly eased his finger out and then slid two fingers back
into her waiting cunt.  
	"Ummmmbbabbbbeeeeeeee," she murmured in her sleep, lifting her
pelvis ever so slightly.  
Billy wondered how many fingers could he get in her tight, hot pussy.
Marveling at the elasticity of her vagina, he gently eased a third
finger inside the velvety sheath.  
This got a definite response out of his mother as she pressed her
pussy up against his hand.
Had she awoken?  He didn't know what to do.  He had three fingers
buried up to the hilt inside of her.  What would her reaction be?
	"Mother, are you awake," he whispered loudly.
She didn't answer him. 
Breathing heavily, he waited a few more seconds to see if she would
acknowledge his question.  
When she didn't respond, he knew that he must take the next step.  He
must possess her.  He must have her sexually.  He must have her as a
man has a woman.  He must make love to her with such passion, she
would forgive him for the heinous act he was committing.  There was no
force on earth that could stop him now.  He had gone too far.
Unwittingly, he had fallen into a pitfall from which there seemed to
be no escape.  Now, he had neither the compulsion or strength to
escape from the incestuous maelstrom that whirled inside his head.  
Then his inner voice screamed out at him again.  How could he even
think such a thing?  He was inhuman. How could he be thinking what he
was thinking?  What kind of fiendish monstrosity had he become?  How
could he think about seducing his own mother? 
But, still, it didn't matter what subterfuge his conscience attempted,
he knew that he was hopelessly ensnared in the lethal tangle of sex
and love for his mother.
Finally, he gently withdrew his fingers from the drooling gash of
overheated core of his mother's pussy.   As he did, the erotic odor of
her ripe womanhood welled up, enveloping him and driving him crazy
with desire.   He breathed deeply, filling his nostrils with the musky
scent of her estrus.  Her spoor triggered some primitive drive as his
olfactory sense was overwhelmed by the sheer smell of woman.  
Trying not to disturb her slumber, Billy slowly eased his arm out from
under his mother's neck.  It seemed to take forever, but at last he
was disentangled from her.  Pausing for a moment, he waited to see if
she would awaken.  When she didn't, he cautiously rose to his hands
and knees.  Standing beside her with his heart was pounding fiercely,
he hesitated again.  Then when she didn't move, he threw caution to
the wind and reached down to her long, shapely legs.   Lightly running
his hand over her warm skin, he wondered at its smooth softness. 
Forty seven years old and the skin of a baby, he thought to himself as
he ever so gently eased her legs apart a little farther.
Then he felt his conscience make its last stand as he felt a swell of
shame and disgust flood over him.  But, no matter how much revulsion
he felt for himself, they was no stopping him now.
With his heart threatening to burst from his chest with each hammering
beat, he slowly crawled over her.  At last, he stood on his hands and
knees between her widespread legs.  Poised to trespass into the hot,
fertile depths of the forbidden garden where he had been conceived, he
paused one final time.  
It was the last chance to stop himself from committing the most
heinous crime imaginable.  
Unable to stop himself, he slowly grasped his painfully hard cock.
Wrapping his hand around its malignant hardness, he deliberately
guided it down toward the waiting entrance to her soul.  It seemed to
take forever.  But at last, he felt the painfully bloated head of his
engorged cock touch the hot, wet, softness of his mother's cunt. He
had never felt anything so soft; so hot; so exciting.  Reveling in the
smooth silkiness of her fleshy cunt lips, he gently pulled his
cockhead up and down the drooling furrow of her womanhood.  Within
seconds, the bulging head of his dick was covered with her abundant
wetness.
	"God, it's so wet," he muttered out loud. 
Consumed by passion and unable to wait any longer, he began to ease
the hard, swollen thickness of his cock down into the liquid essence
of her femininity.  He felt like his throbbing penis was melting
inside the molten core of her cunt.
	"Unahhhhhhhhh," his mother groaned as his cock slid deeper and
deeper into her vagina.
	"Oh, Fuck," he gasped as her satiny sheath clenched his cock.
Suddenly, her eyes opened and stared into his.  He froze.  What would
she do?  He felt a maniacal urge to slam his cock into her, but his
hips wouldn't work.  Staring into her eyes, he watched a spectrum of
emotions flit across her face.  The moment she opened her eyes, the
drowsiness was immediately replaced by a look of sheer terror.  Her
mouth fell open as she tried to speak, but couldn't.  Her mouth opened
and closed uselessly as no sounds came forth.  Then Billy thought he
saw a fleeting wisp of anger cloud her eyes.  But, this gradually
changed into a look of bewilderment.  
Inflamed by her lack of resistance, Billy brazenly eased the rest of
his stiff, throbbing mancock into her cunt.  As his belly touched down
onto hers, he felt her clench him with her cunt muscles as she smiled
up at him.
	"Why?" she asked him, her eyes searching deep into his eyes.
	"You are so beautiful," he whispered, "I couldn't stop myself
from making love to you."
	"Ohhhhh?" she questioned him as she gently thrust herself
against him.
	"I wanted you to feel like a woman again," he groaned,
pressing himself down on her, "and I wanted to be the man to make you
whole again."
	"Can you do that?" she whispered, pulling his face down to
hers.
	"Can you make me a woman again?" she asked him with their
faces only inches apart. "Can you make me feel love again?"
	"God, I hope so," he gasped, slowly withdrawing his cock, now
sopping with her juices, "I want it to be the best lover you have ever
had."
	"I hope so, toounnnnhhhhhh," she grunted as he buried his cock
into her vagina all the way up to its hairy hilt.
	"Make me a woman again," she groaned, thrusting herself up
against him, "Make me forget your father..........forever."
The last words she said inflamed him.  She wanted for him to replace
his father.  She wanted him to become the father of himself.  He had
never felt such power; such passion; such excitement.  His mother
wanted him to fuck her and make her forget his father.  If he could do
that, he would in a sense become his own father.  Just the thought of
such an abstraction filled him with power.
He suddenly began to fuck her like a madman.  He gave no thought to
the future.  His whole life was now.  If he couldn't please his mother
in this divining moment in their lives, his life would be ruined;
worthless; superfluous.  
Reaching under himself, he found her great breasts, sloshing back and
forth as her body rocked.  Wrapping his hands around the big
undulating mountains of flesh, he used them as a fulcrum for the
pounding of his hips.
As he savagely attacked his mother's hungry cunt, he felt her long,
sleek legs brush against his waist.  His hips slashed back and forth,
driving his cock in and out of her gluttonous cunt with abandon.  As
he did, he could feel her dig her heels into his rebounding ass
driving him on, making him fuck her harder and harder.
Hammering his cock into her and hearing her moan with pleasure, Billy
still had difficulty believing that it was happening.  He was fucking
his mother.  It was unbelievable.  But even more bizarre, she seemed
to be enjoying it as much as he was.  This must be heaven, he
fantasized.  Maybe he had died and gone to heaven.  But if he had, he
doubted that Mother-Son sex would be on the agenda.  No, he was
definitely alive and fucking the hell out his dear, sweet mother.  
He was jarred from his thoughts by his mother's long, sharp
fingernails digging into his recoiling buttocks.  She was spurring him
to fuck her even harder.  
	"Fuck, ungh, Mommy, ungh, harder, ungh, Baby," she blathered,
thrusting herself up at him and taking ever millimeter of his cock
inside of her every time he slammed it into her.
The sounds of their love-making filled the car.  The loud, wet
smacking of their bodies even drowned out the noise of the train as it
rocked along.  Like two wild animals, they clawed and fought.  They
showed little tenderness and affection for each other as they fucked.
There was nothing but white-hot lust flowing between them.  Their
depraved craving for gratification had to fulfilled first.
Billy sawed his huge, hard cock into his mother's soft, clinging
channel of flesh like his life depended upon it.  He fucked her harder
and faster with each hammering stroke as his impending eruption grew
nearer and nearer.
God, he thought, I am going to shoot my load into her.  I am going to
cum inside my mother.  I am going to recreate myself inside of her.  
It was too much excitement to restrain.  Billy felt his balls explode
in a spasm of pleasure so intense it shook his whole body.
	"OH, FUCKING GOD," he gasped as the first huge gusher of
white-hot cum spurted out of his cunt into his mother's pussy.
	"OH, Billy," she groaned, "fill me with your sweet cream."
Then as the next gusher spewed out of his cock, he felt his mother's
hot, clinging cunt collapse down around him.  He couldn't believe how
powerful her cunt muscles were as they wrapped around him and began to
milk him as her body began to writhe and jerk underneath him.  As she
climaxed under him, her cunt compressed itself down around him coaxing
his cock to jerk and send spurt after spurt of his thick, gooey
sperm-laden semen into her. 
On and on it went until he thought his cock would never stop spewing
out cum into her drenched, overflowing vagina.  
As he filled her hungry cunt with his hot cream, she enveloped him
with her body, wrapping her arms and legs around him protectively.  He
felt like he was being totally consumed by her flesh as she shrouded
him with her body.  
	"Oh, My, Baby," she gurgled, "Mommy loves you soooo much."
His cock wouldn't stop firing as her lips found his and they kissed
hungrily.  It was as if they were trying to exchange the essences of
their souls into each other as they melted together and became one.
Suddenly a bolt of pain tore through his recoiling cock as the last
great gusher of hot, gummy spunk spewed out of his cock.
	"God, Hurts," he groaned as he collapsed on his mother.
	"It's okay, Baby, don't move and it will stop hurting," she
murmured.
As always, he thought, the moment she said it would be okay, it
stopped hurting.  His mother had always been there for him and now he
had repaid her by inflicting the most heinous indignity imaginable on
her.  He didn't deserve to live.  He must be the worst son a mother
could have.  He wanted to die.
	"That was beautiful," she whispered to him as she continued to
hold on to him tightly.  "I have never felt so, so fulfilled.  Thank
You."
He couldn't believe what he had heard.  She didn't hate him.
	"You, you, mean, that, uh, that you don't hate me," he whined,
hugging her back, "for what I did to you?"
	"Not now," she smiled up at him, "not now."
He was in heaven again.  He had made love to his mother, brought her
pleasure, and filled her with his seed.  Life couldn't be better, he
thought as he rested his head down on his mother's shoulder.
	"God, Mother, I love you, soooo much," he gushed.
	"I love you, too, Baby," she cooed.
Neither of the spoke for several moments as the train rocked along.
	"What are we going to do now?" he finally asked as he felt his
cock swelling back to hardness inside her sopping cunt.	
	"We can talk about that," she whispered, "After you make love
to me again."
	"Yes, Mother," he grinned down at her, "You're always right."
Billy began to stroke his swollen manhood into her hot, sucking pussy
with long, deep strokes.  The fires that had raged before had been
banked down and now he could make love to her with tenderness and
affection.  Slowly, lovingly, he stroked himself into her as she
accepted him willingly and totally.

The End of Version Three - Four to come...
Baron Darkside

















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