Love and Memories

He didn't answer her verbally, but she got his response when he spun her around and pressed her to the counter, wedging his hand between her legs to force her thighs open. She heard a muffled clunk as his slacks and belt fell to his ankles, and several moments later once again felt the hot, throbbing tip of his erection pressing at her vaginal entrance.

"Joe, wait," she gasped, even as the feel of his bare cock sent a tremor of pleasure through her pussy. "I have some condoms in the room... just let me..."

She cried out in surprise and pleasure as he thrust himself into her. As long as it had been since Madison had last enjoyed the sensation of a real cock filling her pussy, it had been even longer since she'd savored the feeling of bare flesh. She had taken birth control pills for a few years in her twenties, when she was actively trying to date, but once she had realized that raising and providing for David was going to effectively kill her love life, she went off the pill and just kept condoms at hand for occasional opportunities that arose. She'd contemplated getting a new prescription for the cruise, but work leading up to the trip had kept her too busy to stop in at the doctor's office.

As Joe began to thrust in and out of her pussy, Madison knew she should stop him and force him to wear a condom. But the sensory overload of his flesh plunging in and out of hers was clouding her mind, and all she could think about was how good it felt. She could always make him pull out, she told herself, closing her eyes and savoring the pleasurable sensations as he began to pick up speed.

David couldn't believe that he was actually going to have to listen to his mother have sex. There was no way around it. He could hear zippers and the sound of clothing being removed, and he knew that it wouldn't be long before his mother and Joe were going at it. Then he heard his mother say something about condoms in the room, and he panicked even more. She was going to come out into the room to get condoms, and if he was lucky, she wouldn't notice him there. If he was really unlucky, she'd see him and freak out, and things would get really awkward after that. But then, to his surprise, Madison didn't come out into the room. Instead, he heard her cry out at the same time that Joe moaned. That was followed by more moans and grunts, and the sound of two bodies slapping together. Suddenly, David was completely awake and bolted up. The bastard was fucking his mom without a condom, even after she'd told him that they needed one.

When Madison pressed her palms against the counter and lifted herself up, she was hoping to watch Joe fuck her in the mirror and see her own breasts jiggling with each forceful thrust. She was not expecting to see David standing behind them, his eyes burning with anger.

"David?!?" she nearly shrieked, panicking.

Joe was still buried deep inside of her and pinning her with the weight of his body, so there was little she could do but flail. As she watched in the mirror, her son grabbed Joe in a headlock and forcefully tore him away from her, causing her to cry out in discomfort as his hard cock suddenly pulled out of her. David hurled Joe to the floor just outside the bathroom, tossing the shocked man's slacks over to him angirly.

"Get the fuck out, now!" David growled.

"Jesus, what the hell?" Joe stammered, still dazed from David's sudden attack.

Madison hurried to Joe's side, helping him up.

"Joe, I think you'd better go," she whispered to him. "It'll be okay. I just need to talk to my son."

"Geez, Maddy, I had no idea he was even here," Joe responded, still shaking. "Look, kid, we didn't mean for you to see or hear any of that. Maddy, why don't you come up to my room with..."

"She's not going anywhere," David interrupted. "Now go."

"I'm sorry, I'm sorry," Madison mouthed, as she hurried Joe to the door.

After he was gone, she realized she was shaking out of a mix of anger and fear.

"David, what the hell has gotten into you?" she asked, keeping a cautious distance from her son. "I... I've never seen you like this. Joe is my... my friend, you can't just beat up on him like that for no reason."

It seemed to take a few moments, but eventually the blazing anger in her son's eyes subsided and he softened.

"I'm sorry, Mom, I guess I overreacted a bit, but I couldn't let him treat you like that."

"Like what?" she asked, confused.

"Like..." David threw up his hands, as if to say, "you know," and then walked over to the sofa and sat down.

"You told him he needed to use a condom, and then he shoved his dick inside of you without one anyway. It's like you were just some piece of meat for him, someplace to get his dick wet and get off."

"David, we were two adults having sex. If I didn't think I could handle it I would've stopped him. I would've just had him pull out before he came."

"Is that what you thought too when dad knocked you up? Look how well that turned out."

Madison blinked back the rush of emotions that hit her when David mentioned the night he was conceived.

"Oh, sweetie, is that what this is about?" she asked, pulling on a bathrobe and walking over to take a seat next to him. The drinks she'd consumed earlier were still coursing through her, causing the entire room to spin a little.

"You got stuck with me for the past 18 years, mom," David sighed. "I just didn't want something stupid to fuck up the next 18 years too."

"Baby," she said, trying her best to keep any drunken slurring out of her voice. "You did not fuck up the last 18 years of my life. You were an accident, yes, but you were the best thing that could have happened to me. Who would I have looking out for me tonight otherwise?"

"So you're not mad?"

"I'm pissed as hell! Do you know how long I've been looking forward to a good fucking?"

They both laughed, the anger and tension completely gone.

"But no, I can't be mad at you for what you did," Madison continued. "I'm so proud of you for being so responsible about safe sex. More responsible than me, that's for sure. I do think you could have handled it a little more delicately. I hope I can find poor Joe sometime this week and explain things to him."

"I'm sorry I wrecked your date, Mom."

"It's okay, baby, we still have each other."

Madison wrapped her arms around her son's neck, pulling herself close to him. Now that he was grown up, she could cuddle herself into him, instead of the other way around when he was a child. David's arms closed around her holding her tightly. Mother and son remained wrapped up together on the couch, both giving in to sleep not long after.

The warm glow of sunlight pouring into the stateroom woke David the next morning. As he slowly came to, he realized that the warm, soft "pillows" pressing against his bare chest were, in fact, his mother's naked breasts, which had at some point in the night become exposed when her bathrobe fell open. He was lying on his back on the couch and Madison was sprawled partially on top of him, her face nuzzled into his neck. He tried to wake her, but she was still sound asleep, snoring softly. He remembered how intoxicated she had seemed when she came into the room the previous evening, and decided that she probably needed a little more rest before disembarking for the day at their first stop, Haiti.

As delicately as possible, David slipped out from underneath his mother's sleeping form and scooped her up into his arms, carrying her the short distance from the couch to her bed before setting her down on her back. Her robe was completely open and she was entirely naked underneath, and as a result, David got a generous eyeful of his mother's unclothed body. Images from the previous evening flashed back into his mind, and things that he had been too angry to even notice, such as the sight of her pussy spread tightly around Joe's cock as he fucked Madison over the sink, suddenly leaped to the forefront of David's memories. He remembered the way his mother's full breasts dangled invitingly from her body and the way that they quivered with each thrust, as well as the way her buttocks jiggled each time Joe's hips slapped against her. Almost as if operating on a mind of its own, David's hand reached out and cupped one of his mother's breasts, feeling the soft, fleshy mound in his palm. He touched his way from one breast to the other, then down her smooth, soft belly and along her sides. He remembered the way her face had been contorted in pleasure as Joe fucked her, and for reasons he could not understand, found himself thinking in that moment that his mother was one of the most beautiful women he knew.

A soft moan from a still-sleeping Madison snapped David out of his trance, and he quickly pulled his hand away from her breast, scolding himself for taking advantage of a woman while she slept - and his mother, of all people! He quickly retreated into the bathroom, where a cold shower seemed to wash away both his disturbing thoughts and the raging morning hard-on that had accompanied them.

Madison could swear that the room was still spinning when she awoke. It took her a few moments to realize that she was sprawled on top of the sheets of the queen bed, completely naked save for the robe draped loosely over her shoulders, which had fallen completely open as she slept, leaving her unclothed body entirely exposed. Hearing the sound of the shower running in the bathroom, she groggily pulled the robe tight across the front of her body before rolling onto her side and fumbling for the bedside clock, which told her that it was already 10am.

"Mmmph, my head," she sighed, rubbing her temples, trying to eliminate the throbbing pain of her hangover.

As she swung her legs unsteadily over the side of the bed, bits and pieces of the previous evening started percolating through the hungover haze in her memory. She remembered being at dinner with David and meeting Joe and his niece, then going off to one of the ship's lounges with Joe after the meal. They'd gotten drunk, and then... did they have sex? She remembered stumbling through the corridors of the ship as they fondled each other, looking for a place.

"Oh, fuck," she groaned, when she finally recalled seeing David in the mirror as Joe took her from behind, and the flurry of activity that had followed. No wonder her body still felt so unfulfilled.

Madison had just poured herself a glass of water when the shower stopped, and her son emerged from the bathroom, a towel wrapped around his waist.

"Oh, hey mom, you're up," David said, as he squeezed between her and the bed to get to his end of the room.

Madison instinctively drew her robe even tighter, even as her eyes glanced down David's wet, exposed upper body.

"What... what are your plans for the day since we're docked?" she asked nervously, as his chest brushed lightly against her breasts, with only the fuzzy terry material of the robe separating their bodies. "I was thinking of doing a little shopping, then spending some time on the beach in the afternoon before the ship departs."

Realizing that Katherine was expecting him at noon, David flubbed for a plausible explanation for staying on the ship a little longer.

"I, uh, was thinking of making a quick trip to the gym and grabbing a bite to eat before heading out to the beach," he managed. "How about you go do your shopping, and then I'll meet you at the dock to go to the beach around 1ish?"

"You're sure you don't want to come to the marketplace with me?" Madison asked, slightly disappointed that David wanted to stay on the ship a few more hours. "We can get something to eat there."

"Yeah, I just want to get some stuff done here," he stammered, hoping it was convincing enough that his mother would drop the subject.

"Well, all right," she replied. "I'm going to get cleaned up and dressed, then. Meet you at 1 for the beach."

While Madison was in the shower, David made a quick escape from the room, just in case his mother decided to get dressed in the main section of the stateroom with him watching. He was troubled enough by the inappropriate thoughts he'd experienced earlier in the morning and didn't want to risk a repeat. He hadn't actually planned to go to the gym, so he killed time until noon lingering about various parts of the ship, which was much more vacant with most of the passengers on shore exploring. He returned to the stateroom shortly before noon, confirming that his mother had gone ashore before making his way to the promenade.

The promenade was also much less active, and he quickly spotted Katherine waiting for him underneath a shaded table outside one of the coffee shops.

"I wasn't sure if you were going to show," she said with a playful smile, greeting him by throwing her arms around his neck and placing a teasing kiss on his lips.

"I almost didn't make it," he replied, wrapping his arms around her slender waist and pulling her into his lap, as he sat down on a vacant chair. "I had to convince my mom that I really needed to stay on the ship just a little longer."

She laughed, running her fingers through his hair.

"Tell me about it, my girlfriends couldn't understand why I didn't want to go down to the beach with them first thing."

"You didn't tell them you had plans to hook up with a young stud you jerked off the other day on the topless deck?"

"Oh, is that what we're going to be doing?" she asked innocently, wiggling her butt against the rapidly growing bulge in his shorts.

"If you don't want to, I could take you on a proper date on the ship instead."

"Mmmmm," she hummed, licking her lips. "No... hooking up with a young stud sounds like exactly what I had in mind."

Katherine slid off of his lap, taking him by the hand.

"Show me to your room?" she asked.

The two of them walked back to David's stateroom, where he held the door open for her.

"It's small," he said apologetically, as Katherine peered out the window overlooking the promenade.

"Great view of the promenade, though," she said, turning back to him. "And it's got more than enough room for what we're going to do."

She walked over to the queen bed, beckoning for him to join her.

"Who gets this bed?" she asked, untying the sheer wrap that had been around her waist and letting it flutter to the floor.

"My mom sleeps here," David responded, his eyes fixated on Katherine's tight body, which was covered now only by a bikini. "I have the bed by the window."

"Well then," she said, edging her way onto the queen bed with her legs slightly parted, giving him a teasing view of her thighs and a bit of the crotch on her bikini bottom. "I think you should join me on your mother's bed and make me cum."

David was a bit nervous at the prospect of having sex on his mother's bed, as if doing so would magically make him visible to her even while she was off the ship. But then Katherine wriggled her bikini bottoms off and cast them aside, spreading her legs fully and parting her pussy lips with her fingers, enticing him with the glistening pink flesh.

Madison had explored a few of the shops in the marketplace when she felt a wave of tiredness sweep over her. It was only momentary, but she could tell that her body was rebelling against her previous night's unusually high intake of alcohol, combined with the disruption of her normal sleeping habits. Glancing at her watch, she decided to squeeze in a quick nap before meeting David to go to the beach.

The halls of the ship were almost eerily quiet as she walked back to their stateroom. The cleaning staff evidently hadn't yet reached their deck, so Madison was confused when she saw that the door of their room was not fully and properly latched when she reached it. Then she heard muffled sounds coming from inside, but she couldn't tell what they were. Pushing the door open just a crack, she peeked in, trying to figure out if someone was in her room that shouldn't have been.

Someone was certainly there, but it wasn't a thief or intruder, as she had expected. Through the crack in the door, she could just barely see her son kneeling on her bed, his upper body inclined forward. His head was out of her view, but she could clearly see slender, tanned thighs on either side of his face, dangling over his shoulders. The muffled noises she'd heard earlier became clearer, the sound of a woman moaning as David performed oral sex.

Madison's maternal instincts screamed at her to either intervene or back away, but something inside of her willed her to remain exactly where she was, peeping through the crack in the door. The young woman's moans continued to crescendo until they reached a climax, and Madison saw the girl's hands grab her son by the hair and press his face into her center as he sucked and tongued her to orgasm. Then Madison watched as her son pushed his own shorts down to reveal his throbbing, stiff erection, the tip glistening with pre-cum. David was still kneeling when the face of his companion came into Madison's view, level with her son's manhood. The young woman - part-Asian, by Madison's reckoning - took the bulbous tip of David's cock into her lips without hesitation, expertly sucking on it and gradually swallowing more and more of his sex until her nose pressed into the base of his cock and his testicles rubbed against her chin. Now completely mesmerized by the scene unfolding before her, Madison marveled at the girl's ability to devour her son's cock. Madison had always enjoyed performing oral sex, but had too much difficulty overcoming her own gag reflex to take a cock the size of David's with as little trouble as his companion appeared to be having. Madison watched as the young woman bobbed her head up and down the length of his shaft, which now was slick with a sheen of her saliva, and could feel her own juices seeping through the bikini bottoms she wore underneath a pair of white shorts.

David was in heaven as Katherine eagerly slurped up his cock. She hummed and purred seductively as she slathered every inch of him with her lips and tongue, and all he had to do (or could do) was lean back and enjoy her oral skills. Part of him hoped that she would never stop sucking him - and judging from how much she seemed to be enjoying the process, it was possible she might actually never stop - but the rest of him was eager for the prelude to end so that he could sink himself deep into the tight, wet pussy he had just eaten out.

"Oh fuck, baby," he groaned, as Katherine deep-throated him again, and he felt the head of his cock brush the back of her throat as she swallowed him down. "Let me get a condom... I want to fuck you so badly."

Her lips still wrapped around the base of his shaft, Katherine nodded in agreement and slowly, teasingly pulled her lips up the length of his cock one more time, her mouth sealed so tightly around his man-flesh that a loud "Pop!" resounded through the room when she finally let the tip slip from her grasp.

He hurried to the closet, where he had stowed his suitcase for the trip, and pulled a strip of condoms from one of the small side pockets, tearing off one plastic packet. In his rush, he didn't notice the crack in the door, or the woman peering in from outside.

Madison felt a surge of panic when David passed dangerously close to the stateroom door to retrieve a condom from his luggage, but the moment passed quickly when her son rushed back to the bed with condom in hand. To Madison's surprise - and from the look of things, David's as well - the young woman snatched the packet from his hand and tore it open, placing the rolled condom on the tip of his cock with a mischievous grin before dipping her head between his legs once more, deftly unrolling the condom down the length of his shaft using her lips.

"Holy fuck," Madison heard her son moan, as Katherine skillfully rolled the condom onto his dick.