Mommy's Panties Ch. 03

Here is part 3. I just want to start out by saying how sorry I am that it took so damn long. Not to make excuses, but I was very busy for a while. It took me long enough but I'm finally able to get back to writing. Again, sorry for the wait. But anyhow, this is the third and probably final part of my Mommy's Panties series. I hope you guys enjoy this one as much as you enjoyed the other two. As always, your feedback and your support are greatly appreciated.

All characters in this story are at least 18 years of age.

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I had been in LA for a couple of months now. I was living in a 2 bedroom apartment a few miles from the university campus. Luckily before I left home, mom opened a bank account in my name and had been depositing money in it each week, so I was able to afford the relatively high cost of living in LA. Living in the apartment with me was my roommate James, we got along pretty well and had become friends in our time living under the same roof. We would often times hang out when neither of us had classes. I made a few other friends as well, none of them female. Despite all the stuff with mom, I still couldn't talk to girls. Well, that's not entirely true, I could talk to James' girlfriend Amanda, we got along alright but I wouldn't say we're friends precisely.

Despite getting settled in and making a few friends, I still missed mom most of all. We sadly didn't even get much time to talk on the phone because of our conflicting schedules. Not only that but, without mom around, I was horny all the time. Luckily however, I did manage to find an outlet for my sexual frustration.

One night I woke up, needing to take a piss. I got out of my bed and left my bedroom. I quietly made my way down the short hallway of our apartment. I got to the bathroom, turned on the light and shut the door behind me. After my piss, while I was washing my hands at the sink, I saw in the mirror laying behind me on the floor was a crumpled pair of pale yellow cotton panties. I remembered that Amanda had stayed the night with James, she must've left her panties on the floor when she took a shower hours before. As I stared at the reflection of the panties in the mirror, I thought back to all my adventures with mom's panties and my cock began to twitch and come to life.

Now thinking with my dick rather than my brain, I turned around and knelt down to pick up the panties. Sadly, the panties had lost their warmth as they had been laying on the floor for a few hours, but the crotch still felt a little moist. I slowly brought the panties up to my nose for a little sniff as I was not sure how they'd smell, after all to date the only panties I'd ever sniffed were mom's. They smelled musky, not nearly as intense as mom's, the smell was different as well, but it made my cock harden nonetheless. I buried my nose in the crotch of Amanda's panties and took a big whiff.

As I inhaled the musky aroma left by Amanda's pussy, I took out my now rock hard cock and began stroking it. It had been so long since I'd gotten off, I knew I wouldn't last long. I continued sniffing the panties, increasing the pace of my stroking. Within a couple of minutes, I felt my orgasm quickly approaching. I removed the panties from my face long enough to reach over to the counter for some toilet paper. Once I had some toilet paper in hand I brought the panties back up my face, I tilted my head back so the panties would stay over my nose, and so I had a free hand for the toilet paper. I went back to furiously jerking my cock until my orgasm hit, I quickly covered the tip of my dick with the toilet paper and began shooting my load. As I came, my knees began to shake and I had brace myself to prevent my knees from buckling.

After my orgasm ran its course, I flushed the tp and put the panties right back where I found them. I went back to bed, and fell asleep rather quickly, spent after my orgasm. Though I had got off using Amanda's panties, I didn't dream about her, rather I dreamed only about my mother and the glorious adventures we had before I left.

Over the next couple of weeks, I continued to jerk off with Amanda's panties any time she stayed over with James. It wasn't that I was attracted to Amanda, sure she was an attractive girl, but my heart belonged to another, my mother to be more specific. I used Amanda's panties just to get off, but while I inhaled their scent I only ever thought of mom.

I arrived back at my apartment one Friday evening after my late class, as soon as I got inside I collapsed on my couch to relax. James was staying the night at Amanda's, so I'd have the place to myself, the obvious downside of that being I wouldn't have access to Amanda's panties, which I'd become quite accustomed to. As I began to think of something to eat for supper, I was startled by a knock at my door. I wondered who it could be, as I never got many visitors. I stood up off the couch and walked over to answer the door. As I opened the door I was stunned by what I saw. It was none other than mom standing at my door with a suit case next to her. Mom's eyes lit up as soon as she saw me and immediately embraced me in a tight hug.

"Mom!?!" I exclaimed. "What are you doing here?"

Mom broke our embrace then stepped back, looking at me quizzically. "Well, are you gonna invite me in or what?" she said.

"umm.. uhh.. y.. yeah sure, come in" I said still in shock, grabbing her suitcase and motioning my mother inside.

"hmm.. pretty nice little place you got here, honey." mom said, after having a quick look around.

"...yeah.. thanks mom.. but what are you doing here?" I asked again.

"Oh well, I was dying to see you honey, so I decided to hop on a plane and come pay you a surprise visit... what, are you not happy to see me?" mom said.

"Of course I'm happy to see you mom. I just wasn't expecting it is all." I said.

I was in fact happy to see her, it had felt like forever since we'd last seen each other. But I didn't knw where she planned on staying, the apartment was rather small, even with James gone for the night.

"Where are you gonna stay, mom? I'm afraid I don't have room here." I said, apologetically.

"Oh that's alright honey, I've already got a hotel room." she said.

Mom and I embraced again as we spoke, this time however, the embrace was tighter. Feeling her sizable bust squeezed against my chest caused my cock to begin hardening. And it was poking her thigh, there was no way she couldn't feel it.

"Oh, looks like someone is a bit excited" Mom said, with a sexy giggle, she broke our embrace and backed away. "If I know my son as well as I think I do.. I'll bet you haven't gotten off at all these past couple of months." mom said in seductive tone.

She wasn't entirely accurate, I had managed to get off, but I didn't want to tell her about Amanda's panties. All I could do was nod in response as I stared at my mother's beautiful appearance. She wore tight jeans and a tight shirt, both of which sculpted perfectly to the contours of her body. Mom had certainly dressed to impress on this evening.

"You know, I've been so horny since you left. I got so excited I played with my pussy in the rental car on the way over here and now, my panties are soaked." mom said, beginning to undo her pants. "What do ya say, honey? Do you wanna sniff mommy's panties for old times sake?"

"Yes I do, mommy." I said, my heart rate rising and my cock hardening fully.

Mom smiled and began pulling her jeans down. There was no way I was gonna turn down her offer, I'd been craving her panties for weeks now. Mom stepped out of her jeans and kicked them to the side. I stared at the familiar black lacy panties which encased mom's voluptuous ass. She then hooked her fingers under the waistband and began peeling them over her curvaceous hips. My jaw dropped as her bush and pussy were exposed to me for the first time in months. I was instantly relieved that she hadn't shaved her pussy, as I had come to appreciate a good bush on a woman. Mom peeled her panties off the rest of the way and held them in her hand out in front of her for me to grab.

"Here ya go baby, mommy's panties, soaking wet just the way you like em." mom said, biting her lip.

I reached out and grabbed the panties, they were indeed soaking wet. I immediately brought the panties up to my nose and took a huge whiff, the odor was so powerful it almost knocked me on my ass. That familiar intense musk, it had a much greater effect on me than Amanda's panties. I buried my nose in the wet crotch and began deeply inhaling the musky scent of mom's pussy. That's when mom knelt down in front of me and I felt her hands fiddling around with my jeans.

"mmm.. you just keep on sniffing mommy's panties sweetie.." mom said, beginning to pull down my pants and boxers. "Just let mommy take care of this big hard cock of yours."

I moaned into her panties as soon as I felt mom's lips wrap around my cock. She began licking the tip of my cock, tasting my precum as it rapidly leaked out. There was no way I would last very much longer. I continued inhaling my mother's scent, while she hungrily sucked on my cock.

"Mommy, I'm gonna cum soon.. your mouth just feels too good on my cock." I said, gritting my teeth, trying to hold back the floodgates.

Mom continued quickly bobbing her head back and forth on my cock whilst I kept my face buried in her panties. Within a minute it all became too much and the floodgates opened with force. My thigh muscles tightened and my toes curled, with a loud guttural grunt I began blasting my load into my mom's mouth like a shotgun. Mom's eyes widened in excitement when she felt my hot cum shoot in her mouth, she continued sucking until I had run dry. When she finally released my softening cock from her mouth, I fell onto my couch, panting heavily. I watched as mom swished my cum around in her mouth before swallowing it with a delighted smile.

"Oh my god, sweetie. It's been so long since mommy's had a taste of your cum." mom said with a smile. "As soon as you're ready to go again, mommy's gonna need you to fuck her, okay sweetie?"

In the aftermath of my orgasm all I could do was nod in response. Mom then began to strip out of the rest of her clothes, removing her shirt and bra exposing her massive tits to me. I felt my cock twitch upon seeing them. With one hand mom began playing with her pussy while groping a tit with the other. I watched in awe as she fingered her pussy and pinched her nipple at the same time. She then brought her hand, moist with her juices, up to her mouth and began licking her own pussy juices from her fingers. In that instant, my cock was hard once again and I was ready for round 2.

"hmm.. I knew that would get you, sweetie." mom said, pleased with herself. "Now then, my baby boy, are you ready for mommy's pussy?"

Mom then climbed over my lap where I sat on the couch. She straddled my pelvis and positioned her pussy directly above my stiff cock. She then reached down between her legs to hold my cock still as she slowly descended upon it. I let out a sigh of pleasure as I felt her hot wet snatch engulf my rock hard member. Mom moaned as her pussy stretched to accommodate my cock.

"ooh it feels like forever since mommy's had your big cock, baby." mom said, beginning to slowly ride me.

As mom continued to slowly rise and fall on my cock, she used her hands to lift her top up and over her head, tossing it to the side. She then reached behind her back and unclasped her bra, letting it fall from her massive breasts. She then reached out and braced herself on the back of the couch with her hands as she picked up the pace. As mom began descending on my cock faster and faster, her huge tits bounced with each rise and fall. I reached my hands up and began caressing her breasts as she rode my cock.

"mmm.. baby, suck on mommy's tits while she fucks you" mom said, as she descended on my cock.

In response, I leaned forward slightly and began planting kisses on her tits as they bounced up and down in my face. I then took one of her nipples in my mouth and felt it harden as I flicked my tongue across it. She moaned as I suckled at her breast.

After a bit mom's nipple was jerked from my mouth as she began slamming down on my cock as fast and hard as she could.

"oooh baby, mommy's gonna cum!" mom exclaimed.

Mom panted as she continued furious bouncing up and down on my cock. The sounds of her thighs clapping against my lap filled the room. Then her pace slowed, her muscles began to contract, her pussy now clamping down on my cock. With a loud groan her orgasm hit her like a freight train. My lap was suddenly soaked in her juices and I too felt my orgasm approaching.

"Mommy, I'm gonna cum!" I exclaimed, with a grunt I began shooting my load deep into mom's love canal.

Once both of us were spent, mom climbed off of me and collapsed on the couch beside me. We were both breathing heavily, coming down from our intense orgasms. We relaxed there for several minutes, the only sounds in the room was our panting. It was only the second time I'd had sex with mom, so I still wasn't super experienced, but at least this time I didn't need mom's instruction on what to do, which made me feel better.

"Oh my god, sweetie. Thank you for that, you have no idea how bad mommy needed this." mom said, leaning over and giving me a quick kiss on the lips.

"No, thank you mom. I've missed you so much." I replied.

"Hey, honey, do you have any classes this weekend?" she asked suddenly.

I thought it an odd question. Well, not so much odd, but off topic.

"uhh.. no... why do you ask?" I replied, in a confused tone.

"Well, here's my thinking. You get a bag packed and come stay the weekend with me in my hotel room. Then, we'll have plenty of privacy all weekend." mom replied.

My cock twitched and my heart raced at the prospect of what she may have planned. There was no way in hell I would turn her down.

"Sounds good, mom. Lemme just pack a bag real quick." I said, standing up and putting my clothes back on.

Now dressed once more, I made my way to my bedroom. I grabbed a small backpack from my closet and began stuffing a couple changes of clothes in it. By the time I got back out to the livingroom mom was dressed as well and waiting for me. We left my apartment and went out to the parking lot. We got in mom's rental car and she drove us to her hotel. We got to the hotel relatively quickly, mom had already put her things in her room when she was there earlier, so I just grabbed my bag and we made our way to the room.

When we got to the room, I put my bag down and took a look around. It had one king size bed, which gave me an idea of what mom and I may be doing there. It also had a big jacuzzi tub in the bathroom.

"Hey, sweetie, I'm gonna take a bath. We can order some room service afterwards if your hungry." mom said, going into the bathroom.

I was pretty hungry, it was nearly 9PM and I hadn't eaten yet.

"Ok mom, I'm gonna text my roommate and let him know I won't be home til Sunday." I replied.

I took my phone out of my pocket and began texting James.

Me: Hey man, won't be back til sunday, got plans with a lady friend

James: Oh shit man, good for you, who is she?

I thought for a moment, obviously I couldn't tell him I would be spending the weekend possibly fucking my extremely hot mother in her hotel room.

Me: You wouldn't know her

James: ahh.. alright man, have fun.. bout time you got yourself some pussy, been watching you mope around for months now

He was right, I had been moping around for the past couple of months. But not anymore, not now that mom was here. While I waited for mom to finish up in the bathroom, I relaxed on the bed and turned on the TV. The bed was comfortable and I was exhausted, it wasn't long before my eyes felt heavy and I began to fall asleep.

I was awakened maybe half an hour later by mom coming back into the room. I felt surprisingly rested after the short nap, and my stomach was growling. Mom and I called room service and had some burgers brought up. We sat in the bed watching TV as we ate. I wolfed down my burger like I hadn't eaten in days. A few minutes later, mom had finished her's as well. I set the tray with our dishes on it out in the hall for the cleaning staff to get when they made their rounds. We then relaxed on the bed to watch TV for a while as we let our meal digest. After about 15-20 minutes of silence, mom was the first to speak.

"Ya know honey, that burger was good, but I think I'm ready for some dessert..." Mom said, placing her hand on my thigh and staring at my crotch whilst licking her lips.

My god, this woman is so sexy, I thought. Mom was only wearing a bathrobe, and she had let it fall to the side a bit, exposing just the tiniest bit of her hairy crotch. But it was enough to get me hard.

"Oh what a coincidence, because I was actually getting hungry for some dessert too.." I said, staring directly at the little bit of her exposed bush.

"Does that mean you wanna eat mommy's pussy?" Mom said, coyly.

"As long as mommy also wants to suck my cock." I replied.

"Oh sweetie, you know as well as I do that mommy always wants to suck your cock." mom said with a sexy smile.

We began kissing, our tongues exploring each others mouths. As we made out mom began stripping off my clothing. I soon broke our kiss to help her. After a minute or so I was completely nude, my cock as hard as steel. Mom then removed her bathrobe and we started to get into a 69 position. Mom laid on top of me with her pussy hovering over my mouth, while her head was down a few inches from my cock.

Mom started out by licking the tip of my cock, savoring my precum as steadily leaked from my member. My face was just inches from mom's hairy pussy, the musky scent of her sex filled my nostrils. I was lost in her scent and the sensation of her tongue lapping at my cock. Mom then wrapped her lips around my cock and began taking it in and out of her mouth. In response I ran my tongue along the length of her slit, she yelped in pleasure when she felt my tongue. Mom's juices tasted so good, this was only my second time licking her pussy, but I was addicted.

As mom continued bobbing her head up and down on my shaft, I continued licking her slit, before burying my tongue in her vaginal canal. Mom yelped again in response to the pleasure. I tongue fucked mom's hot wet hole for about a minute before running my tongue along her labia again, I stopped when I found her clit. Mom moaned loudly on my cock as I began sucking on her clit. Already I felt my third orgasm of the night begin to build up as soon as mom started deep throating my cock, gagging on it each time.

"mmm baby.. mommy's gonna cum soon.." mom said between moans before descending on my cock once more.

I kept attacking her sensitive clit with my mouth, until I felt her muscles tighten up and with a guttural groan mom began squirting her hot ejaculate all over my face. In response to not only the taste but also just the idea of her squirting, I began shooting my load in mom's mouth. She swallowed my hot cum with gusto. Mom continued sucking me for a bit and I continued licking her pussy as well. Finally once we had both run dry, mom dismounted and laid beside me in the bed.

"oh my god baby, I can't believe you made me squirt, I haven't done that in ages" mom said as she panted, trying to catch her breath.

"happy to oblige, mom" I said.

Mom and I laid there in the bed, cuddling, until both of us drifted off to sleep. I slept well that night, because I was finally with mom again. It was like paradise, just me and mom alone in a hotel room in LA for a weekend.

The next morning when I woke up, I found that mom was no longer in bed with me. For a split second I almost got scared that she left, then I heard the shower running in the bathroom. After several minutes, I was fully awake and mom was coming out of the bathroom.