Date: Thu, 27 Mar 2014 14:09:05 -0400
From: Rose Red <7754.rp@gmail.com>
Subject: Joni Part 2 (TG)

JONI, PART 2


Barbara awoke first and found herself wrapped in her son's arms.  This
startled her, but then the memories of the previous day came rushing back.
Guilt and shame drove her from the bed, quietly, and into the bathroom.
She looked at her disheveled self in the mirror and thought "My God, what
have I done? I succumbed to the temptation of my own son.  He came to me
for help and comfort and I seduced him; or did he seduce me?  Can this be
undone?"  There was a twinge of determination as she thought "I must try to
make this right."

She cleaned off her make-up, brushed her hair into a ponytail, and left the
bathroom in hopes of ignoring all the events of yesterday and just going on
with her normal day.  As she returned to the bedroom, though, she was drawn
to the image of her son, still asleep in bed, with the covers strewn so as
to expose his torso.  She hesitated and then stopped and stared.  What a
beautiful boy, she thought.  But he lay there in lingerie, his face fully
made-up, his hair only slightly askew.  What a beautiful girl, she
re-thought.  Angelic and innocent in appearance; that is, until he shifted
and exposed his fully erect morning penis.  She gasped at the conflicting
image - a magnificent male member attached to a beautiful young girl.  Her
heart swelled in her breast as she was tempted to take him in her arms
again and provide him with all the pleasure in her power.  But she
resisted, and left him to his sleep.

During her morning work-out, Barbara considered her situation.  What had
occurred had not actually been incest, although it had definitely been sex.
But that cannot be undone; what she must do now is what is best for her
son.  As a male, Joni would always be identified as a freak, a very
attractive freak, but a freak nonetheless. His penis was just too big to be
ignored.  Few women would be able to fully take him, and thus provide him
with complete satisfaction.  She knew this because her husband had also
been large and she was one of his few conquests who had been compatible.
And, oh, did he provide her with satisfaction.  But her husband had been
ultimately defined by his body part, and consequently was rather dull and
one-dimensional.  The truth is, she was not all that upset at his death;
divorce would have been inevitable.

As a female, Joni's penis would be concealed and possibly secondary in his
sexual pleasure.  He would mature with a better-rounded attitude, and would
have to be successful through looks and brains, not through an abnormally
large body part.  This would be a healthier approach.  And besides, he
seemed to enjoy his feminization last night; he had actually initiated it
by asking for make-up.  Of course the lingerie was her idea, Barbara
thought.  But it so excited them both that she wasn't sure she could limit
the response to just masturbation. There would be no temptation if she just
accepted Joni as a boy and they both went on about their lives in a normal
mother-son relationship, with the previous day's experiences forgotten.

As Barbara was finishing her work-out, Joni poked his head in the door.
His face was still made-up but his hair had been brushed and he was back in
his terry-cloth robe.

"Good morning, sleepyhead".

"Good morning, mom.  Sorry I slept in.  How long have you been up?"

"Long enough to have finished my work-out."  She went over to Joni and
kissed him good morning on the cheek.  "How about some breakfast?"

They both headed for the kitchen and both were amazed at how normal the
interaction was.  Nothing was said about the previous day, nothing about
the lingerie, nothing about the extended masturbation, nothing about
sleeping together.  There didn't even seem to be any tension or
awkwardness.  Both thought that maybe it was just a one-time event that
would be forgotten; deep inside, neither hoped that this was the case.

Breakfast conversation centered around the expected arrival of Bobby and
his mother for swimming.

"I liked Bobby and he seems to like you, dear.  Is he in your gym class?"
There, she broke the ice, inadvertently, about the issue that initiated
yesterday's events.

"You mean, was he in the shower?  Yes, but he didn't participate."  He
wanted to reveal the reason Bobby didn't participate but thought better of
it; after all, this was his mother he was talking to.

"I'm sorry, dear.  I didn't mean to dredge up bad memories."

"That's ok, mom.  I like Bobby also.  I hope you like his mom.  We could
both get new friends from my bad experience."

"Every cloud has a silver lining.  Now we should start getting ready for
our guests."

It was already 11:00, and they could be there by noon so, after clearing
the table and doing the dishes, Joni followed his mother upstairs to change
into his swim suit. Emerging from his room in his boxer style swimming
trunks he met his mother who had on a modest one-piece swimming suit under
a skirt.  Joni was glad she had not chosen the bikini, even though he
thought the one-piece revealed too much.

"Honey, we can't let you meet our guests looking like that."

"What do you mean, this is my only swimming trunks."

"Not that, dear.  Come with me."  Joni followed his mother into the hall
bathroom. "Now look at yourself in the mirror."

Joni was surprised.  He had completely over-looked the make-up when he
looked at himself in the mirror earlier.  There he had been with his mother
over breakfast and she hadn't said a thing – treated him as if his
appearance were normal and natural.  He was a little embarrassed at this
reminder of last night's events.

"Here, sit down and I will show you how to remove it."  Joni sat and
watched as his mother tended to him.  She bent forward to apply the cream,
just as she had the night before when she had applied the make-up.  She was
so close he could feel her breath on his face; her beauty was intoxicating
and he felt the stirrings of an erection.  Had he no control?  He tried to
look away but found himself staring at her cleavage, which seemed to make
matters worse.  Was it his weakness or her appeal that was at fault?  Last
night she seemed to take the blame but now is was like he was in the shower
again.  A completely innocent situation and he was responding with a
full-fledged erection.  He blushed with shame.

"Honey, why are you blushing?" asked Barbara, as she stood back.  Then she
looked down and saw the answer.  His erection was nearly poking out of the
top of his swimming trunks.  For the second time this morning her heart
swelled with desire for her son.  She was weakening in her resolve to
resist.  "This is exactly what must be changed," she thought. "If I have
trouble resisting, how can I expect other women to resist.  He'll turn into
a gigolo if I allow this to continue."

"Honey, I didn't mean to embarrass you.  Let me finish here and then I'll
leave you alone.  I know how young boys respond and I know what they do to
relieve their anxiety. I said before that this reaction was natural and
normal; and so should be your response."  This was nurse Barbara speaking,
deflecting the condition to a medical problem.

Joni said nothing, but his embarrassment increased as his mother addressed
him in such a matter-of-fact manner.  Is it normal for a son to respond
this way to the attention of his mother?  It just didn't feel normal to him
and he again felt ashamed at his response; but this seemed to make matters
even worse.  He wanted so badly to just tell his mother that there was no
problem, that the erection would recede shortly, that he needed no time
alone.  But there was a definite problem and he couldn't conceal it. After
Barbara resumed the make-up removal, Joni resumed his focus on her
cleavage.

When she finally finished, Barbara placed her hand under Joni's chin and
raised his eyes to meet hers.  Their gaze was held for what seemed to be
forever, and then she kissed him gently on the lips.  "I think you should
get in the shower and wash off anything I missed.  And while you're doing
that, I'll clean that spot off your trunks."

More embarrassment; more shame.  He had produced pre-cum without ever
having been touched.  And his mother had noticed it.

"Here, stand up and take off your trunks."

Joni stood up, but hesitated to do anything else.  His mother took charge
and nonchalantly pulled his trunks down to his ankle, releasing his full
erection to her eye-level gaze.  She stood up and took a step backward.

"I'll start the water and then I'll leave you alone, ok?"

"Yes mommy."  He just stood there fully nude, fully erect, hands by his
side, completely exposed to his mother.  She looked at him and smiled.
"Honey, it's ok.  We don't want you having this problem when our company is
here.  Take as long as you'd like, up to half-an-hour. But from the look of
things, that much time won't be necessary."  She giggled and left the room.

Joni hardly moved before he grabbed his penis and began slowly stroking it.
He so wanted his mother to be the one stroking him, enjoying the moment
with him, sharing his sexual excitement, like last night.  He could feel
the pressure building as he imagined that it was her, fully clothed but
excited, appreciating his nude image, desiring to witness his climax,
sharing in his shame at his lack of self control.  He loved her and wanted
her to love him.  He vowed to do anything to give her this pleasure.  He
would do as she asked, become what she wanted, whatever it took to make her
feel about him the way he felt about her.  He wanted only to ejaculate to
please her.  "Oh, please, please" he thought, "do with me as you desire."

He put his second hand around his penis so that both were now pumping hard.
No more delicate stimulation, this was now full-fledged animal instincts
taking over.  He pushed his hips out and brought his legs together so his
balls slammed into his thighs and his hands slammed into his balls.  With
that, he lost all control and turned to face the shower, where he sprayed
extended streams of cum.  The climax was so intense that it made his knees
weak.  He nearly fell into the shower but caught himself as he regained
control.

The image of his mother had fueled a memorable masturbation.  Now that it
was over, he had expected to regain some composure.  But all he could think
about was the excitement it had produced and his commitment to allow her to
"do with me as you desire."

Barbara was downstairs when Joni exited the bathroom, flustered but
thankful for being flaccid.  With a towel wrapped around his waist, he went
in search of his swimming trunks.  He found them, along with his mother, in
the laundry room.

"I have good news and bad news," Barbara said. "The good news is that the
stain came out; the bad news is that the trunks probably won't be dry
before Bobby and his mother arrive.  I don't think you should have to wait,
though.  What would we tell them?  So, I have an idea.  I pulled out the
bottoms of an old two piece of mine that should fit you just fine.  Here,
try them on."  In her hand was the bottom to a black bikini that tied on
either side.  He had seen his mother in them and there was no mistaking
them for anything but the bottom of a bikini.

"Just tell Bobby that you lost your trunks in the move and these were the
only ones available."  Barbara looked at Joni and he knew this was the
first test of his commitment.  What difference did it make what Bobby and
his mother thought, as long as his mother wanted him to do it.  His
commitment meant complete trust in his mother's wishes.  What she wanted
had to be the best thing for him.  He wasn't going to second guess her.  He
removed the towel to put the bikini bottoms on.  His mother made him
hesitate before putting on the suit.  She looked at him, carefully focusing
on his soft penis.  He heard her inhale as if viewing a work of art.
Perfectly proportioned, alabaster white, full light-purple mushroom shaped
head, and equally ample scrotum.  Never would she allow a complete
conversion to female; never would she allow anything to diminish the
magnificence of this sexual organ.  Again, she found herself confirming her
impression that allowing Joni to continue as a male would not do him
justice.  Now she realized that all men have a penis. Sure, he would be
different, but not that special.  Joni's penis would be wasted on a male;
not wasted in the sense that it wouldn't get used, but wasted in the sense
that he would no doubt cheapen it through excessive use.  As a female,
however, this penis would be elevated to truly special status.  Instead of
being attracted to the penis first and then the man, femininity would be
the object of desire with the bonus being the magnificent penis.  It was
Barbara's theory that most women cannot appreciate the penis, they only see
it for servicing their own orgasms.  It is only another man who can truly
appreciate the beauty of the perfect penis.  And the best of the men are
attracted first to the beauty of the woman.  In this instant, with this
realization, Barbara made the decision on what was best for Joni.

"Go ahead, honey, put the suit on."

Joni pulled the suit up over his waste.  It was just wide enough at the
crotch to contain his scrotum.  The sides rose up more than he preferred,
showing ample upper thigh, but the ties tied tight on each side and snuggly
fit his butt.  His mother adjusted the sides and stood back for a view.

"They look great.  Look in the mirror, honey."

They did fit perfectly.  The only problem was the revealing nature of the
front. His mother noticed this also.

"I think you should tuck you penis down below, maybe between you balls and
back underneath.  That way it isn't so obvious."

While his mother observed, Joni reached down the front and pushed is penis
out of the way and underneath.  He felt it stir with the attention and the
feel of his mom's bikini bottom.  This gave him a little blush and sent
panic through him; he just masturbated less than half-hour ago and his
penis was already betraying him.

He looked again at himself in the full-length mirror, saw that he was now
concealed, and tried to change the subject.

"I'm going to put a shirt on, Mom."

"Let me get you a blouse, dear. I will get one that no one will be able to
tell is mine, but I bet you'll like the feel of it better."

She returned with a satin blouse that was indistinguishable from a man's,
except that it buttoned on the opposite side.  And this one had the
advantage of being long enough to cover Joni's swimming suit.  He loved it
and thanked his mother profusely.

Just as Joni finished hugging his mother, the doorbell rang.  Barbara
answered it, with Joni on her skirt tails, to greet Bobby and his mother,
Susan.

What a pleasant surprise.  Susan was slender, and fine boned, and gorgeous.
She was about the same height as Barbara, but not as big breasted.  And she
had on a revealing bikini with no skirt, just flip-flops.  Barbara liked
what she saw and recognized her attire as an expression of self-confidence.

Pleasantries were exchanged and they all went to the kitchen for a cold
drink.  The boys headed out to the pool in short order while Barbara and
Susan stayed on to talk.  It was clear that both were pleasantly surprised
at the appearance of the other. Barbara knew that Susan was a recent
divorcee but discovered it was due to infidelity.  Susan expressed no
regrets for her own condition, but was most sorrowful for Barbara's
tragedy.

Eventually, they went out to the pool also and saw that the boy's were
actually no longer there but had gone up Joni's room.

"Take a dip anytime you like, Susan. I like to just lounge here in the
shade and relax, enjoy my drink."

"That sounds good to me.  I'll join you."  And the two continued their
conversation in the shade by the pool.

Bobby had wanted to go into the water immediately, but Joni was less
enthusiastic – he wasn't quite ready to reveal his suit to Bobby.  So
Bobby suggested they go play in Joni's room.

"What do you want to do?" asked Joni.

"Oh, I don't know.  We could just talk like we did when I was here
yesterday."

"Gosh, that seems like so long ago," said Joni. So much had happened since
their mutual masturbation, that he had nearly forgotten about it. "You were
nice to come by and see me.  I needed the encouragement.  I guess you
realize that I was afraid to go to school on Friday because of what
happened.  You made me feel a lot better."

"Great!  Like I said, I knew what you were going through.  But let's not
think about that.  Do you think your mom will come and check on us?"

"I doubt it.  She seems pretty interested in your mom.  She sure is pretty,
by the way."

"Yeah, I hear that a lot.  We probably have the two prettiest moms on the
planet."

"I agree.  And they both look great in swim suits." Said Joni, "although my
mom looks better in her bikini than that one piece."

"Do you remember yesterday when we were alone together?" asked Bobby.

"Sure, why?"

"Would you show me yours again if I showed you mine?"

Joni was at first ready to accept the offer but then realized that he would
have to reveal his swimming suit.  "I don't know.  I would like to see
yours, but maybe not show you mine."

Bobby jumped at the chance.  He stood up and pulled his shirt up while
undoing the tie of his boxer style trunks.  Joni was spellbound.  He never
lifted his eyes to look at Bobby's face; he just stared at Bobby's crotch
as the trunks were pulled down to his ankles.  "Take your shirt off," said
Joni.

Bobby readily removed his shirt and stood there naked in front of
Joni. Bobbi fidgeted while Joni stared.  Joni had never had access like
this to another male and took full advantage of this opportunity.
Yesterday was different because his own exposure was a distraction.  This
was more like Bobby allowing himself to be examined.  "Can I touch it?"
asked Joni.  "Ok, I guess so," uttered Bobby.

But Joni hesitated and just looked at it.  It was completely flaccid and
hung beautifully over a smallish scrotum; it was attractively long and
full, with a large circumcised purple head.  No hair was visible.  Joni
found himself strangely attracted to it and finally reached out to touch it
softly.  He lifted Bobby's penis with the palm of his hand to feel its
weight and then slowly wrapped his fingers around it.  As he did so, Bobby
reached down and gently touched the side of Joni's face; his penis began to
engorge and extend in Joni's hand.  The realization that he was causing the
erection gave Joni a great sense of satisfaction.  His touch was causing
Bobby's penis to grow to full size and now project out and up.  Joni looked
up at Bobby.  "Yours is beautiful when it's soft and when it's hard." Their
eyes remained locked briefly as Bobby realized how taken Joni was with this
arrangement, almost as if they had naturally assumed the male and female
roles.  "I like it that you are touching me," said Bobby. "You can stroke
it if you like."  And Joni did begin to stroke it gently, softly, slowly.

Joni was now feeling his own effects of the situation.  Although his penis
was still tucked in his swimming suit, it was struggling to expand and
become erect.  This was most uncomfortable and something had to be done.
He was afraid to break the spell and lose the intimacy he was sharing with
Bobby.  He looked up and their eyes met again; Bobby gave a reassuring
smile but Joni had to break to relieve his discomfort. As he did, he gave a
little kiss to the tip of Bobby's penis and gently squeezed it goodbye.

When Joni stood, Bobby showed a mock frown of disappointment but did not
bother to cover himself.  Joni now felt confident enough to take his shirt
off and reveal his swimming suit.  "This is the bottoms to one of my mom's
suits; I lost mine in the move."

"You're kidding!" exclaimed Bobby. "Does she know you're wearing it?"

"Yeah, it was her idea.  They feel kind of nice but I have to adjust things
so it's not so obvious.  It's getting pretty uncomfortable."

"Well take them off, silly."

Joni untied one side and let the suit drop to the floor.  His semi-hard
penis was released and Joni reached down to fluff it up.  While Bobby
watched all this, it seemed that he was more interested in the swimming
suit.  "Can I try it on?"

"I guess so.  Why?"

"I just want to see how it feels."

Joni helped Bobby on with the suit, and it seemed to fit well but his now
semi-erect penis was prominently outlined. Nonetheless, Bobby paraded
around the room, modeling the suit and turning this way and that in front
of the full-length mirror.  All the while, Joni was standing there nude and
neglected. His erection was subsiding just as he heard his mother calling
from the back yard "You boys come down here to the pool.  We have some cool
drinks."

Quickly Bobby removed the suit; his penis had returned to full erection and
he struggled to adjust it inside his own suit.  He watched as Joni got back
into the bikini bottoms and adjusted his own penis to concealment.  They
looked at each other and laughed.

"That was fun," said Bobby.

"I agree." said Joni, excited about his new friend and relieved that Bobby
liked his swim suit.

Barbara and Susan discovered they had so much in common – not only were
they both young, gorgeous single mothers of beautiful 14-year old boys, but
they had similar backgrounds, education, and interests.  For one, they were
both glad that their sons had reached an age where they could be left alone
and did not need full attention.  For another, they both seemed to have no
interest in being with men.  These connections made for an animated
afternoon of conversation while the boys spent time in the pool.

Each women repeatedly commented on the beauty of the other's son – and
they used that term, not handsome, not attractive, not even pretty.
Beautiful was the term and it certainly fit Joni, and to a lesser extent
Bobby.  But they realized how lucky they were and how rare it was for them
to have met each other.  Throughout Joni's early childhood, he was always
the one whose appearance made him stand out; comments always were made that
he should be a model.  Susan had experienced the same thing and they were
relieved that their sons had found an equal.  "This must be what it's like
to be in Hollywood," joked Susan. "I'm so happy Bobby and Joni are
friends."

"And I'm so happy that we're becoming friends," responded Barbara, as she
looked sincerely into Susan's eyes.

"Me to," said Susan, locking eyes.

They laid back in their lounges and sipped their cold drinks.  Things were
certainly moving fast, thought Barbara. It was just yesterday morning that
her life was predictably boring.  And now she was obsessed with her son and
his sexuality, he had made a new friend, and she was making a new friend.

"Maybe you two could stay for dinner," said Barbara.

"We would love to but we have other plans for this evening.  What about
tomorrow night?"

"That sounds great!" exclaimed Barbara.  You could come again for a swim
and then stay for my pasta salad.  And maybe Joni will even have his own
swim suit."

"I like Joni's suit.  I think it really complements him; he's such a
beautiful boy."

"Don't tell anyone but it's the bottoms of one of my bikinis. He lost his
trunks in the move," confessed Barbara.

"Well they're very becoming.  Rather sexy, actually, the way they ride up
on the side.  Better be careful."

"I know.  They're getting to that age, aren't they.  I'm cleaning stains
off the sheets all the time."

"Me too," admitted Susan. "But I guess it's normal.  A mother's cross to
bear, so to speak.  I'm thinking about having a talk with Bobby about
proper hygiene.  You know, maybe keeping a towel by the bed. Something like
that. What do you think?"

"I think that's an excellent idea.  I believe in open and frank
relationships, even between mother and son.  Who better to instruct a son
than a mother?  A male's influence is way over-rated.  It's the mother who
the boy wants to please and will listen to private instructions.  Trust me
on this."

"You've done it?  You've actually talked to Joni about masturbation?"

"Well yes," said Barbara hesitantly.  In her excitement, was she revealing
too much?  She's only known this women for several hours and here she was
on the verge of disclosing the most intimate of details between her and her
son.  She had to pull back.  "Just talk a little bit.  Just so he knows
it's ok, that all boys do it, and that I will respect his privacy."

"How did he take it?"

"He was embarrassed but I could tell he liked talking about it, if you know
what I mean."

"Oh, God.  This is so hot. You made your son hard.  I'm not sure I could do
it and remain calm and detached. Tell me more."

Barbara now felt trapped.  She couldn't tell the truth, but she felt she
had to say something in order to bond the friendship.  Susan was obviously
not going to be offended by an "R" rated encounter.

"My mistake was catching him after a shower when he only had on a robe.  I
walked into his room unannounced and caught him with a magazine.  He
actually wasn't doing anything, but it was obvious what was about to
happen.  So I sat next to him on the bed and hugged him, told him that I
loved him unconditionally, and that he should not be ashamed because he has
urges.  All boys have urges, I told him. I respect those urges and he
should enjoy them in private.  All this time he's sitting there listening
intently while I'm stroking his face and holding his hand.  I inadvertently
notice that the front of his robe is tented; I'm not sure he even noticed
since he was paying so much attention to what I was saying.  But it was
clear that he was responding to my voice."

"I'm responding to it also," Susan interjected. "So, what happened?"

"That's pretty much it.  I didn't get a good look at his member, but I can
tell you this - it is big. So I leaned in and hugged him again and said I
would leave him alone.  My body pushed against his penis and it was then
that he realized what had happened.  He turned red.  I left without
acknowledging his condition. I think I got the message across, though."

"It sure sounds like it.  You sure have more self control than I might
have. I can hardly control myself just from hearing you describe it; you
must have been boiling."

"Well, I must admit, I did have a good time in the shower.  But, I now
never enter his room unannounced; I still can't get him to use a towel,
though." Barbara was through with this fabrication.  It had enough truth in
it to convince Susan, and scandalous in its own right, was innocent in
comparison to the full truth.  Nonetheless, Barbara worried that she had
gone too far and looked at Susan for signs of disapproval.  None were
evident.  In fact, Susan was visibly excited and pruriently engaged –
she wanted more of the dirty story.

"I have an admission," said Susan. "Not about Bobby but about me."

"What about you?"

"Remember I said that the grounds for my divorce was infidelity?  Well, it
wasn't my ex who was unfaithful – it was me."

"Oh, I guess affairs happen."

"You sound like you're speaking from authority."

"Just once, on a lark, a one-night-stand.  He was nice but unsatisfying."

"Sounds like my ex." Laughed Susan. "Mine was nice and very satisfying.
But it wasn't a he; it was a she.  I'm a lesbian, Barbara."

"Oh, really.  Tell me more."

"He walked in on us and we refused to stop.  He wanted to join and we
refused that as well.  He left in a cloud of humiliation and the last I
heard was from his attorney that resulted in a no-fault divorce with me
getting full custody of Bobby."

"Sounds like you were really lucky.  What happened to your partner?"

"Funny how things don't work out sometimes.  She left with another woman."

"I can't imagine anyone leaving you."

"You're so sweet.  Thanks, but she wanted a dyke and I just can't be that
way.  I'm attracted to beautiful women who make me feel beautiful."

"Does Bobby know your preference?"

"No.  He just thinks we had `irreconcilable differences' and didn't ask for
the definition.  So, you do still want to be friends?"

"Absolutely.  Your preferences changes nothing, except maybe make you a
little more interesting – as if you could be any more interesting!"

"Oh gosh, look at the time.  Bobby, out of the pool. We have to get going,
honey.  Same time tomorrow, Barbara?"

"That would be great.  I'll try to find a bikini to match your sexiness. So
don't you come in a one-piece."

"Wouldn't think of it.  And don't let Joni find his own trunks. I really
like looking at him in your bottoms.  He could be the one to make me
straight!" she laughed.

After Susan and Bobby left, the house seemed quiet and lonely. Barbara
grabbed Joni and hugged him with happiness.  "I like your new friend and I
like his mother!  Did you have as much fun as I did?"

"Oh yes, mommy.  I really like Bobby.  It seems like we have a lot in
common.  He really liked your swim suit bottoms.  He was trying them on
when you called us down."

"Well, I bet they didn't look as good on him as on you.  How about a nice
salad for dinner and then we can watch a movie?"

"Perfect.  I'll go upstairs and change."

Barbara followed Joni up the stairs and couldn't help but notice his
perfect ass and shapely legs.

Barbara changed into a sun dress, freshened her make-up, brushed her hair
and headed downstairs.  As she passed Joni's room she noticed that his door
was closed. Maybe there was more truth to her story than she knew.  Could
Joni be masturbating just on the other side?  He already did it once today;
if he felt free to do it anytime the urge came, he would have little reason
to obey her.  She knocked on the door and then entered.  He was just
putting on a pair of shorts so she concluded it was a false alarm.  But,
now she was in his room for no apparent reason.  She had to think quickly.

"Oh, hi mom.  Can I wear the blouse you gave me this morning?"

"Sure honey.  That's why I came in.  I want to talk to you.  I'm glad they
didn't stay for dinner; we need our time alone together.  Maybe you need
something better than those old shorts to go with the blouse; something
that my little girl would wear.  Would that make you happy."

"Oh, yes mommy.  That would make me very happy. I want to be your little
girl tonight."

"Ok, follow me to my room."

When they entered, Barbara sat Joni down on the bed properly and showed him
how to cross his ankles and place his hands in his lap.  "That's a good
girl.  You look adorable, and you're not even made-up yet. First, let's get
you out of those closes.  On second thought, we can do better than that
blouse as well, so go ahead and take it off as well."

Before he knew it, Joni stood in front of his mother nude and completely
vulnerable.  It had happened so quickly that he barely had time to fluff
his penis before his mother brought out a pair of pink satin panties and
matching bra.  "Here, first put the panties on.  Pull them up slowly and
make sure that you are fully covered" Joni definitely had trouble with
this; his scrotum wanted to leak out of the sides and his penis bulged the
front.  And his penis was responding to the new sensation; Joni was
responding to the new sensation.  As the panties were adjusted by Barbara,
he got shivers at how wonderful they felt.  This seemed to turn a switch on
in Joni; it was as if all the pent up feminine attributes were released at
once and completely overwhelmed any male traits.  He felt and wanted to act
like a girl; he wanted to be a girl.  The only male feature was glad to be
part of a feminine physique.

His ecstasy was interrupt by his mother "I see you like the panties.  You
need to stand with your palms down and your hands out at your side,
dear. That's what good little girls do."

"I'm sorry mommy.  I guess you can tell I like the panties.  Would you like
for me to put on the bra now?"

"Here, let me show you how. Slip on the straps and I'll connect the rear
and then adjust everything."

Again, Joni was transformed to a mass of femininity.  His shoulders were
now framed by the bra straps and he loved the look and feel of this accent.
His penis was now raging hard, the head sticking well out of the top of his
panties.  His excitement did not go unnoticed by Barbara.  Never in her
wildest dreams had she expected this complete and utter embrace of the
female role.  All she wanted was to gradually accent his feminine side,
gradually introducing him to more female characteristics, with the ultimate
goal of creating an innocent young girl.  But it seems like the transition
was on hyper-speed.  Looking at Joni now, only the penis betrayed the
female image.  And Joni didn't even seem to notice that, he was so
engrossed in the feminine.  Barbara was forced to take hold of his erection
and shift it to the side and place it back under the top band of the
panties.  This caught Joni's attention and he was again pulled back from
euphoria.

"You look beautiful, dear.  We'll have to get you some falsies, which will
make it even better for you.  In the meantime, just think how nice it could
be to have real breasts to fill up the bra cups."

"I love the feel of the bra, mommy.  Could you make-up my face again.  I so
want to be your little girl."

And Barbara led Joni back to the make-up table and performed her magic
again, but this time giving Joni instructions and letting him apply a
little here, and a little there.  Finally, Barbara showed Joni how to apply
lipstick and the face was complete.  The hair was pulled up and held with
bobbi-pins, all the while Barbara was leaning over in front of Joni,
providing him with a full view of her free-swinging breasts.  That's what I
want, he thought, real, beautiful breasts.  Again, his penis was ignored in
favor of his female parts, yet his penis was straining to be contained in
the satin panties.

"Now we need some shoes for you, young lady.  With those legs, you need at
least medium heals."  She went to her closet and regretted not having
thought about this in advance.  His feet were no doubt bigger than hers so
she needed something that was open toed and adjustable.  She had one pair
that was single strap across the toes with an ankle strap.  It didn't fit
him perfectly, but she made it work.  He gingerly stood up in front of the
mirror.

My God, she thought, he was incredibly hot.  Beautiful face, lean body in
beautify satin bra and panties, and long slender legs accented by high
heels.  He could be the perfect female.

He liked what he saw, so much that he couldn't resist turning this way and
that to get a better view.  His size-large penis prevented the complete
female image. "Don't worry, dear, the sun dress I have picked out for you
will cover you male member."

With that, his mother pulled out a yellow sun dress that matched the one
she was wearing in all ways except color.  She thought yellow would accent
his blond hair.

He slid on the dress over his head and his mother zippered up the back.
Again, he got shivers at the enhanced female quality. "Look at yourself in
the mirror, young lady."

He did and was entirely captivated by the image.  He was special as a she.
And it felt natural.  His heart burst with love and appreciation for his
mother.  "Thank you, mommy.  Thank you so much.  I don't care how I look, I
just love it.  I feel so alive."

"Dear, you are the most beautiful girl in the whole wide world.  You should
feel alive and happy. I'm proud of you."

With that, the two looked at each other lovingly.  Finally Barbara moved
forward and put her arms around Joni's neck and stroked it gently.  "You
know, I'm so glad you want to be my little girl.  We can do this as often
as you want but each time we do it, I think you should get a little
reward."  And with that, she planted a little kiss on Joni's lips.

Electricity passed through their lips.  Joni was frozen, holding his head
still and keeping his eyes closed, hoping more would come. His mother stood
back and realized what she had done.  He was completely hers to mold.  He
wanted to be a girl, to wear girly things, to do girly things, and to have
girly things done to him.  And she could make it happen. She would make it
happen because he was magnificent and she couldn't resist.  With that, she
leaned forward again and kissed him solidly and deeply; he kissed her back
and hungered for more.

He was her toy and he liked it.  He waited for her to guide him as he stood
and responded.  She pressed her body against his to feel his penis against
her pelvis.  She almost fainted.  They were in full make-out when she broke
it to lead him to the bed.

"Lie down, darling, and let me provide you the pleasure your transition
deserves.

He laid on his back as she laid next to him on her side.  She resumed the
deep kissing but now worked her hand up his thigh, slowly at first to just
touching the panties.  He gasped as she finally brushed his scrotum and
then his penis.  He was focused on his role as a woman and she was focused
on his role as a man.  But she loved the look and feel of the satin
undergarments and she wasted no time in pulling his panties down and
pushing the dress up.  There he was, fully exposed in his femininity, a
beautiful erection and perfectly hung scrotum framed by satin and lace.
Just the sight produced a flood through her vagina and shivers over her
entire body.  Just the sight gave her an incredible climax.  She allowed it
to pass as she rested her head on his stomach, her mouth mere inches from
the tip of his penis.  She watched as it throbbed, bobbing up and down,
almost in rhythm to her heartbeat.  She gently wrapped her hand around the
shaft and again took the full measure of her son.  This is what set these
events in motion, she thought, her inability to resist its appeal.  Too
late now to turn back.  She didn't want to turn back; she needed to make it
right and this was the path she had chosen.  He needed his reward for
accepting this role – it didn't matter anymore whether he was being
forced or not.  The roles had been determined and she had to play hers.

She bent down and kissed his penis.  He responded with a strong pulsing and
a gasp.  "It's ok darling.  Mommy is here to help and guide you." She
kissed his penis again.

She noticed a bit of pre-cum had emerged from his penis.  She licked it off
and then kissed it again, and again, and again.  The kisses led to an open
mouth and before she knew it she was doing all she could to get as much of
his penis down her throat as possible.  He was grabbing her head and
pumping his hips in a natural response to extreme pleasure as she gagged
with each attempt.  Saliva was flowing out of her mouth and juices out of
her vagina.  She had completely lost all self-control and was now just a
woman in heat.

He was shocked by the sensations he was now experiencing.  It was not that
his own mother was again masturbating him while he was dressed as a girl,
this time in under garments, dress, and heels; he had processed and
accepted that.  In fact, he didn't need the reward but he wanted it.  What
was now taking place, though, was what he was almost tempted to do to Bobby
– really kiss his penis and take it in his mouth and love it.  His
mother was showing him how a girl pleasures a boy while receiving pleasure
herself.

It was incredible but it wasn't going to last much longer.  Joni felt the
rumblings of a climax; Barbara detected the strengthening of his erection.
He was clinching and she was euphoric.  All this time she had been humping
his leg, rubbing her bare pussy against his bare calf.  She now intensified
her pumping as she put ever more pressure on her throat to accept the full
length of his erection.  She couldn't wait any longer, she had to cum.  He
couldn't control it any longer, he had to come.  And so they did, together,
in unison and in an explosion of animal grunts.  His pelvis shot up into
the air, forcing his penis deep down her throat, while she ground her pussy
into his leg.  His semen did not require swallowing as they held this
position for what seemed like forever.  Then they both collapsed.

It was an hour later that they awoke, in the same exact position.
Barbara's head was on Joni's stomach; Joni's stomach was covered in saliva.
Barbara's crotch was on top of Joni's calf; Joni's calf was covered in her
juices.  Joni's penis had returned to the flaccid state, which is what
Barbara saw as she opened her eyes.

"We've made quite a mess, honey.  You lie still while I get a wash cloth."

After the clean-up, Barbara helped Joni to his feet and steadied him on the
high heels.  His knees were weak from the sex and his ankles not used to
the stress.

"Now, dear, you must get comfortable in high heels.  I want you to wear
them for the rest of the evening. Tomorrow we'll get you a pair of your
own."

"How's this, mommy?" asked Joni as he tentatively walked across the room.

"Not too bad, dear.  But keep your palms down and try to put one foot in
front of the other.  That produces a nice swish in the hips as you walk.
Swishy is good.  There are some other tricks for creating more action; the
more action the less chance of anyone suspecting you of having a
penis. Let's try the stairs and get some dinner."

Dinner was light and brief.  Both were tired and thought they wanted to get
to sleep early.

"Should I sleep in my own room, mommy?"

"Only if you want to, sweetie. I would love to have you sleep with me."

"I'd love that also.  Can I wear what I wore last night?"

"We'll see.  I might have something you like better."

When they entered the room, Barbara instructed Joni to remove everything
except the heels. "Can I leave the bra on, please?"

"Ok, if you like."

He now stood in front of her naked except for a bra and heels, exhibiting a
flaccid penis.  What a wonderful sight, she thought.  The innocence
combined with the seductive.  She couldn't resist kissing him squarely and
fully on the lips as she passed to retrieve the lingerie.  "There, I think
I just removed the last of the lipstick I applied earlier.  While I pick
out something for us to sleep in, I want you to re-apply the lipstick.
Choose whichever shade you want."

He sat in front of the mirror, fully composed and confident in is role.
His penis was under control, he had a steady hand, and he was going to put
the finishing touches on the beautiful young girl in the mirror.

Barbara returned in a spaghetti strapped chiffon and lace babydoll that
showed off most of her breasts.  She was impressed with his lipstick.  "I
knew you would choose the deep red like last night.  Very nice.  I'll try
not to smear it. Now stand up and see how you like this."

She helped Joni slide a satin and lace babydoll that just covered the bra
on top and his dangling penis on the bottom.  "I love it!  Should I wear
some panties?"

"Girls don't wear panties to bed, sweetie."

With that they climbed into bed.  Joni got permission to finally take off
her heels, and she commented that it made her feel funny without them.  "I
know what you mean," said Barbara.  "Sometimes a girl just wants to be
girly."

"Come here, darling, and let me show you something new."  They were already
close together, face to face, but now Barbara took Joni's hand and moved it
to her inner thigh.  "I'm going to show you what a real girl has between
her legs.  But don't get any ideas; I would sooner have your penis than my
vagina.  Have you ever touched a vagina before, honey?"

"No mommy."

"I want you to touch mine so you know all about it."

With that she spread her legs and moved his hand up to rest on her mound.
It was already damp and inviting.  She had shaved it yesterday and it was
smooth and clean.

"I get pleasure from rubbing it slowly and softly, especially this little
nub."  With that, she had him touch her clitoris.  This sent a shock
through her system and she stiffened noticeably.

"Are you alright, mommy?  Did I do something wrong?"

"No, my darling.  You did everything just right.  You know how sometimes
you can't control you penis's response?  That's what just happened to me.
I couldn't control the excitement you created just by touching me there.  I
can't help it sometimes."

"Do you want me to touch it again?"

"Oh, yes darling, please touch it, and touch it, and touch it," she
whispered.

Barbara released her hand and allowed Joni to take over.  He did indeed
touch it, and watched her every reaction to learn how and when to touch it
again.  She responded as if this were her first time; she leaned over and
kissed him firmly and passionately, taking her tongue for the first time
and inserting it deep into his mouth.  He was overtaken by her passion and
his penis began to grow.

"Now I want to show you something else," said Barbara.  Take your finger
and run it down below my nub and you will find an opening.  Put your finger
in the opening."

Joni followed her instructions and slid his finger into her vagina.  It was
moist with her juices and she gasped as he entered her. "Take two fingers
and rub the nub while you slide them in and out of the slit.  Oh God, just
like that.  Yes, yes.  Oh, that feels so wonderful darling.  I think I'm
going to cry.  You love your mommy, don't you?"

"Oh yes mommy."

"You want to please your mommy, don't you dear?"

"Oh yes mommy.  Teach me how to please you."

With that she again gave him a deep French kiss and encouraged his finger
action with her free hand. She held the French kiss and repeated it over
and over.  His erection poked into her side and he was slowly pumping his
hips.  The roles had been reversed.

"Do you like that type of kiss, honey?"

"Oh yes, mommy," said Joni grasping for breath.

"Did you like what I did with my mouth to your penis earlier?"

"It was wonderful, mommy."

"I want you to do the something similar to me, honey.  I want you to kiss
my vagina the way I have been kissing you.  Will you do that for your
mother?"

With that she French kissed him again and then gently pushed him down
across her stomach so that his head was as her crotch.  It was nearly dark
but he could make out her vagina's full lips and moist opening.  He saw the
nub and felt the same way about it as he did Bobby's penis – he had a
strong urge to kiss it.  He did and she again jumped and stiffened.  Then
she relaxed as he withdrew.

"That's ok honey. Do that again. It felt wonderful."

Joni kissed her clitoris again, and felt it grow and become more prominent.
He took this little erection into his mouth and began sucking gently,
licking it as well.  His mother became very agitated and grabbed his head
to place it in the correct spot.  He notice that with her movement, the
area was becoming increasing wet; his face was covered in her juices.  He
lifted his head briefly to make eye contact with his mother.  She looked at
him lovingly.  "Kiss me the way I kissed you, honey."

He shifted not only to have better access, but also to position his penis
on her leg.  He was now humping her while his babydoll was riding up his
torso, exposing his bra to her thigh.  His hands reached up and grabbed her
breasts and then he bent down to kiss her vagina.  She spread her legs to
give him better access and also to allow him better pressure on his penis.
He kissed her vagina and inserted his tongue.  Barbara cried out in
pleasure "That's it Joni, my darling.  That's it.  Kiss your mothers pussy.
Put your tongue deep inside.  Taste your mother, suck your mother's clit.
Oh darling, that's it.  Now take it nice and slow. Show your mommy what a
good little girl you are.  Explore that area and test my tolerance.  Oh,
yes.  Now put two fingers in while you are sucking my clit.  That's it.
Now put three fingers in.  Oh, God that feels good."

Her juices were in full force; his penis was in full erection.  She wanted
him but she couldn't, that would be incest.  This is just pleasure.  But
she was hungry for more.  She hadn't been with a man in so long and she had
forgotten how good it felt.  She wanted him in her; she wanted her son to
fuck her.  But she couldn't.

"Put four fingers in, honey. And use your thumb on my clit."

The four fingers went in easily.  She was losing control.

"That's feels wonderful, darling."  He was pumping his hand in and out
while pumping his hips against her leg.  Even though he had come just hours
earlier, he felt the stirrings of a climax deep in his groin.

"Put your whole hand in, dear. Do it slowly and gently, but slide it in as
fingers.  That's it.  Slowly, oh dear, oh dear, oh, that's it.  Now form a
fist and pump it slowly in and out.  Suck my clit."

Barbara was delirious.  She was being fisted by her son while he was
humping her leg.  And both were losing control of their climax.  She came
first, stiffening and stretching, grabbing his hand and holding it deep
inside her.  He responded by grinding his penis into her leg until he shot
what little semen he had left.  She held his hand inside her as she
shivered with pleasure, and then gently withdrew it.  He released the
pressure of his penis on her leg and dragged himself up to her side.

She had a smile on her face.  She had resisted incest; they were just
pleasuring each other.  And it was incredible.  She was convinced that she
could control the situation.  She was confident in her and Joni's future.

They kissed passionately and fell asleep with their lips touching.


End Part 2