My name is Marlene and I'm eighteen years old. Mom and dad got divorced two years ago and so it's just me and mom in our house. My mom is forty years old and extremely attractive. She has a great job modelling bras and panties for a major company. Ever since I finished with puberty I have felt a sexual attraction for my mom although I certainly have never mentioned this to her. The attraction seems to have grown as I got older. I don't masturbate very often but when I do I usually am thinking of my mom's body and mom and I exploring each other sexually. Otherwise I think I am a normal, reasonably attractive and well adjusted young woman. Last week I was feeling terribly horny and I just didn't feel like taking care of myself sexually. Here's what I did. Shortly after mom went to bed I came to her room and climbed in with her. I waited for her to question me but she said nothing. I knew she was awake. I snuggled up close to her and put my arm around her waist. She always wears pj's with no bra. I know this because I can see ever so slight dark areas where her areola and nipples are. I was feeling more sexual now than I was in quite a while. I slowly put my hand under her pj top and rested it on her belly. She felt so warm. I don't know what I was thinking but I slid my hand up her top and held her tit in my hand. Mom then whispered, "what are you doing?" I admitted I was really horny and that I've always wanted to feel her body. She said that that is not something a daughter does to her mother but that if I was so horny she would help me get relief. Mom tossed back the covers and unbuttoned my top. I took it off and she started to fondle my tits. She told me my tits were lovely. Mom was playing with my nipples and squeezed the both of them until I said OUCH! She then pulled on them real hard. I was loving this and my sexual tension was really building. Next she began to rub my tummy with her fingernails. My muscles twitched once in a while. She told me to take off my bottoms which I immediately did. She said panties too. I removed my panties. After doing that I immediately put my hand on her pussy over her pj's. She took it away and said no. I was never so aroused in my life I so so much wanted to touch her all over and put my fingers into her puss. I tried a second time to touch her pussy and again she told me no. Mom then told me to open my legs and she started to kiss the inside of my thighs. It felt wonderful. I asked if I could kiss hers and she said no. Mom then started to play with my pussy. She rubbed it and then kissed it and then pulled on my pussy hair. She then bent down and put her mouth on my pussy. She spread it apart and licked the inside. I never felt this good before. I could hear slurping noises and I knew it was me. Next mom stopped and began to rub my little clit. She then stopped and took something out of her night table. I couldn't see what it was but she rubbed it around inside my pussy and the told me to turn over. When I did she put the thing slowly up my butt. It hurt a little going in but then it felt so good. She had me turn back over and she continued to rub my clit. I knew shortly that I was getting ready to cum. I had to force myself not to call out it felt so powerful. I could also feel that thing in my butt. I really liked it. Mom told me what it was called but I forgot. Mom put her hand under my nose and I could smell myself. I wanted to do it for her so badly but I knew I couldn't touch her. She took her wet fingers and put them into my mouth. I can't describe the taste but I really didn't like it. Mom told me to keep the thing up my butt until tomorrow morning. At first it was hard trying to fall asleep because I could feel it in my butt but finally I fell asleep. What a wonderful night.