Changes
by BangBear


The buttery aroma of pancakes was a pleasant wake-up call from Trevor’s nap. His muscles roused slowly, arms and legs stretching long and deep, joints in his back and shoulders reminding themselves of their full range of motion. A dampness cooled his cheek, Trevor now realizing his mouth was open and he’d been drooling on his pillow in his sleep. He closed it now, continuing his stretching.

He rolled onto his stomach and arched his back for another deep stretch, then turned back once more to get himself seated. “Mom?” he called curiously, scratching his cheek, the wrinkles in the pillow leaving an imprint there.

“Right here, hun!” she rounded the corner into his room right as he spoke, holding a tray stacked high with the breakfast he smelled. She had the same nurse outfit from earlier on, though the hat was missing now, and he could tell she didn’t have her bra on under the closed top.

“What time is it?” he asked, groggy.

“Just about dinnertime.” She sat herself down next to him and gave him a kiss on the cheek. “How we feeling?”

“Mmn, kinda sore. Really tired,” he yawned. “Pancakes for dinner?”

“It’s what you asked for,” she said, setting the tray on the nightstand right next to where her nurse’s cap sat. He scratched his cheek again, trying to remember when that happened. “You forgot? I asked when I was cleaning us up. Hm, maybe you were just sleep talking.”

“I’m not gonna turn down pancakes.” he reasoned. “So you gonna explain your experiment?” He adjusted his seating position on the bed to better face her, still feeling a wad of something in his taint. She giggled.

“I owe you at least that. First off, it’s perfectly safe and completely removable. I can take it out right now if you don’t like it.”

He shook his head and waved his hand at her. “No more tools for today, thanks.”

“Alright, let’s start with a little biology, but I’ll try to simplify it as much as I can. “So...” she started. Her gloved hand began moving down to help demonstrate, but they were blocked by his legs shifting to cover himself. “No funny business, I promise.”

Slowly, his leg relaxed, and Trevor leaned back with his leg resting sideways on the bed. “Sperm is produced down in the testes,” she continued, one hand cupping his sack while the index of her other hand traced along the backside of it. “It matures in the epididymis here, then, during ejaculation, the epididymis contracts and squeezes sperm up the vas deferens, the tube that links your balls to your urethra.” Releasing him gently, her fingers traced along from just before his perineum to about the middle of his pubis illustrate the basic shape of the organ. “When you feel your balls clenching, that’s the epididymis working.”

A shudder accompanied his unsteady exhale with this hands-on biology lesson. Despite his continued soreness, he felt the beginnings of something stirring there again. It certainly helped that her tits kept moving even when her arms stopped. “Uh-huh.”

Funny business wasn’t the goal, but she couldn’t hide the little smile his reactions gave her. She’d never get tired of pushing his buttons. Continuing, “now, seminal fluid is made in the seminal vesicles. Those sit just behind your bladder, and the ducts at the bottoms of them link up with the vas deferens at the ejaculatory duct.” The gestures continued to vaguely map out the structure of the organs on him. “The ejaculatory duct enters your prostate and joins up with your urethra there. Make sense so far?”

“Uh… yeah… sounds kinda familiar from sex ed, just don’t quiz me later, alright?”

“We can do more practical labs if you need to brush up,” she winked. “So that’s most of the structure. Now, what causes that horny feeling in males is the swelling and stretching of all this plumbing. The seminal vesicles constantly make fluid, and once they fill up enough, they’ll stretch, and you’ll start feeling horny.”

“Ok, makes sense. That’s why the horniness goes away so fast when we cum, right? It’s just empty now.”

“Exactly! You got it! So, horniness is like an alert that you should relieve the pressure in your seminal vesicles.”

“Wow, sex sounds super lame when you say it like that,” he chuckled, Joanna laughing along with him.

“Stay with me, we’re almost done. So, during orgasm, the prostate squeezes repeatedly to mix prostatic fluid with seminal fluid, and those contractions last until there’s no more seminal fluid in the ejaculatory duct” Her finger dragged from his belly button down to the base of his sheath repeatedly to demonstrate the flow. A little bit of life stirred there from the gentle contact. “But, seminal fluid is much thicker than prostatic fluid, and it flows much slower.” While the first finger continued its flow demonstration, the index of her other hand joined next to it, making the same trip, but half as fast. “There’s still some in the higher parts of the vesicle after orgasm, but it takes some time to flow back down into the ducts.” With the first hand, she gently pressed with her thumb and middle finger at roughly where his vesicles would lie. The slow hand felt a brush against the base of her palm, Trevor’s tip extending further now. A live demonstration of her biology lesson in action.

“That’s the refractory period, I bet,” he huffed, starting to get it. 

“Bingo! I tell your dad you got my smarts all the time.” A gentle, affectionate push rocked him sideways with a proud smile brightening his face. “Alright, so here’s the quiz.”

“Oh, no.” The light faded. 

“So… what would happen if we just… didn’t let the ejaculatory duct empty?” Her fingers returned to where they were demonstrating the flow, but stayed in place.

Trevor thought for a moment, his mouth slowly and silently forming words only he knew as he pieced things together. “You’d never get a refractory period.”

“Uh-huh, aaaand?” she nodded repeatedly. He didn’t quite have all the pieces yet, so she helped nudge him. “Remember what causes the end of an orgasm?”

Mouth agape, it suddenly dawned on him. “Oh shit… oh shit! It doesn’t end because there’s still fluid in the duct!”

Springs creaked on the bed from Joanna’s celebratory fist pumps. “Yes! You got it!” Enthusiasm carried collateral damage with it. The topmost button on her dress came loose, and the strain of the added weight knocked the second out of commission. Her breast came bounding free and hung heavy with milk. “Whoops! I’ll have to mention that in the product review.”

“Huff, as a way to brag about these, right?” he joked, hand thoughtlessly reaching up to grab at her now exposed chest. 

“You know me too well,” she giggled, leaning in for a kiss. A hand came back down to his still growing shaft, her fingers teasing along one at a time as they took it into their grip. Her right cheek pressed to his left, she looked down along his body to his member.  “Seems like your vesicles are all filled up again,” she said in a low voice. “Ready for that practical lab?”

Trevor’s hips lifted, pushing his cock into her hand. “Hah, I think I can manage. Just…” A dry smacking drew her eyes back to him, Trevor’s parched tongue hanging out of his mouth, his gaze fixed on her wardrobe malfunction. 

A soft giggle hummed from her closed mouth.”I think we can multitask.” She stood herself up from the bed and undid the remaining buttons of her dress, the dark pink nubs of flesh beckoning to him. She quickly discarded the dress and white stockings she still had on, now just as nude as her son. “You know what else happens the closer you get to orgasm?” she asked.

“What’s that?” She climbed back onto the bed with her knees and straddled him, her breasts swinging heavy before his face. Trevor nuzzled himself in between them, inhaling her scent while his hands came to either side to hold her breasts still. She lifted her arms over her head, elbows bent with her hands behind her head, and gave them a shake for him. A dumb smile broke across his face from getting batted left and right with the heavy things, and she returned the look, a bit of pride shining through with hers. 

“Noticeable, temporary IQ loss,” she answered.

“Mmph,” he acknowledged, voice muffled by her tits. “That explains post-nut clarity, huh?” Pulling back, he moved his head to the left, and took her right nipple into his mouth. With gentle sucks, he pulled the teat in and caught it against his teeth. With the nipple resting on his tongue, he began to suck, the pliable flesh lurching further into his mouth with each pull. With only a few of these, his tongue was soon bathed in her warm, white gold. A pleased sigh breathed out abode him, and he felt a hand running through his hair as he drank.

As he found his mark, Joanna lowered herself down gently. “And…” Her other hand now between her legs for guidance, she held him in place so that she could sink down around him, the first behind his head and holding him in close. A small gasp from her and a muffled moan from him celebrated both the entry, and the first refreshing spray along his tongue. “It explains why you turned into a drooling sex zombie.”

Trevor’s left arm glided around behind her, arm holding her by her waist and guiding her gently down around him. At the same time, his hips raised up to aid the entry into her warm, welcoming folds. A heavy inhale through his nose made his appreciation clear. He flicked at the tip of her nub with his tongue to express it further, Joanna biting her lip as she felt his own teeth nibble down on her. Between her breaths, she could hear him gulping.

With fingers spread wide to grab as much of her as he could, his right palm scooped from below, her nipple slipping between his middle and ring finger. He let it flop down out of his grip under its own weight, and when his hand lapped around a second time, her nipple fell between his thumb and index. 

The motion was second nature now, a tug and a pinch, all in one gentle motion. Reset the grip, and repeat a second time. His mother gasped above him, rolling her hips towards him in a slow grind. Reset once more and, third time’s the charm, her fresh cream sprinkled past his face.

The fresh flow now started, he popped his mouth free from one and brought it down onto the other. The first nipple dribbled down her chest and onto both of them, until she took it in her own hand and sampled from her own fountain, squeezing her milk into her mouth before letting it drop free again, white droplets speckling his face.

Trevor pulled back with her still in his mouth, tit sucking free with a splash of white onto his chin and neck. “Cow…” he chided, greedily taking both into his mouth to drink from two taps at once.

Her toes curled as she let her head fall back. The flow soon became more than he could swallow, and from the corners of his mouth it dribbled out. “Mmmph…” he groaned, feeling it run down his neck.

“Ha, that some of your IQ going down the drain?”

Trevor pulled his head back, tugging her teats until they snapped free from his maw, the heavy milk bags swinging to hang free from her chest once again. Milk sprayed freely from the many tiny ducts in and around her nipples, but lacking outside influence, they quickly died down to just a few primary streams that clung to her body.

“There’s always so much,” he thought out loud, thumbing some of the spilled milk around his lips into his mouth. Joanna chuckled and leaned her weight against him, her hands pushing his shoulders back as she fell on top of him on the bed. She hadn’t fully accounted for the bounce of the bed, and so his member slipped free.

“Ah! Whoops!” she laughed, her lips pressed with his in a shared laugh. Her eyes fell closed in the gentle loving, and she felt his hands caressing down her back, along her shoulder blades and down to her waist. His cock throbbed against her slit, the angle disadvantageous to getting it in hands-free. He didn’t seem in a rush, content to lay with his mother and share one soft kiss after another with her, his hands traversing her gentle curves and dips. 

“Mom?” he snuck between kisses.

“Hm?” she replied, eyes now open and looking into his.

“I love you.” 

“I love you too, sweetie.” 

They shared two more soft pecks, and together decided that was no longer enough, and they wanted more. Her hands came to hold his head, and his came to the back of hers, both pulling each other in for a deep embrace, tongues dancing together in the shared ballroom of their mouths. Pausing only for a brief breath, their love grew into a deeper lust, each of them grinding their needy hips against the other. 

She wanted more, still, and made the decision to pull away. Breaking the kiss, her tongue hung from her mouth for a moment as she rose up, a string of mixed drool keeping them linked until she was nearly fully upright. 

Trevor smiled up at her, looking her body up and down from her straddled position, his hands resting on her thighs. She raised herself up, shaft slipping along her crack and standing free in the air now. Her eyes remained locked on his as she lowered herself back down, so familiar with this position that she didn’t need the help of hands to envelop him once again.

His hands ventured up to her hips just for the satisfaction of feeling them. Hers came to either side of her breasts now, palms pressing them together. As she lowered herself down, a moan accompanied her squeezing them together, and the better part of a dozen streams of white arched down from the many tiny ducts on and surrounding her nipples.

Nutrition rained down on him, landing in his open mouth with his tongue extending to catch just that much more. The long, slow squeeze held a continuous stream productive enough for Trevor to get a satisfying gulp by the end of it, even with most of it completely missing his mouth.

His fingers dug into her now, hips slowly thrusting up to begin their fourth round, if that was even a reasonable way to count it. She matched his motions in time, rolling her hips with his. Her hands came down from her breasts, now dripping milk without manual aid, and rested them atop his, the mother blowing her son a kiss. He was still tired from everything that happened before, so she let him set the pace and keep it as slow as he wanted.

And slow he kept it, savoring the weight on his hips, the soft squish of her thighs, the gentle rocking of her breasts and mom belly. Trevor nudged his hands up gently, not pushing her hands away, but getting her to shift them just enough that he could intertwine his fingers with hers, Joanna giggling softly.

With a huff, his head fell back, eyes closing to let his mind and body focus more on the physical. He noticed her tail gently batting as his legs behind her now, the slow rocking of the mattress underneath, the slight dip in it where she sat on him, the milk dripping down to his stomach.

“Love you, mom.”

“Love you too, hun.”

Pulling his hands back to her hips now, Trevor picked up the pace just a bit. In turn, she leaned back, bracing on her hands behind herself. He had a more direct view of the penetration now, her clit gliding up and down like a tantalizing button. With his left hand, he thumbed over it gently Joanna gasping with a shudder. Just a few more brushes teased her for now, the clench around his shaft from her tensing up was more than enough for him for now.

“Come here,” he said, hand now behind her back and coaxing her to lean forward. Now, face to face, breasts soaking his chest in warm milk, they kissed, Joanna tasting herself on his tongue again. “Mmmph…” they both groaned, his hands cupping her rear,

“I love you,” one said in a briefly broken kiss.

“I love you, too,” the other replied in the brief break after that one.

Faster now, Trevor was working towards a proper fuck. Her forehead pressed to his, mouths close enough to share breath and more words of mutual affection.

“Can I tell you something, Trevor?” she huffed.

“Yeah, what’s up?”

“You came a lot earlier.”

“Uh-huh.”

“I… don’t know if my birth control is rated for that much cum.”

A loud crack rang out through the room and she tensed, Joanna yelping at the sting on her ass. “Trevor!”

Another crack, then a third, followed by a hard squeeze of his hand. He thrust harder now, a hot huff of breath bathing her face. “Trevor… aahng…”

“I’m close,” he groaned.

“Cum inside again. I want everything, love.”

The warning came with just a moment to spare, as Trevor was soon unloading deep into his mother once again, his knot sealing almost everything inside. “Take it all…” he groaned through clenched teeth. His fingers dug deep into her ass, holding her down in place through his peak, hips mashed firmly up against her. Pump after pump flooded his mom with a fresh load of virile seed, the anatomy lesson vaguely flashing through his mind After the tense climax, Trevor went limp once again, but this time retaining his consciousness.

She lay atop him, catching her breath alongside her son, the smell of sex and milk mixing between them. Once recuperated enough, she propped herself up on an elbow to look at him, huffing in disbelief. “That’s your reaction to hearing that, huh?”

Trevor chuckled under her, shaking his head and waving dismissively. “Come on, you can only tease me like so many times. I know you’re just messing with me.”

She shook her head with a smirk, reaching towards the nightstand where he couldn’t see. Pulling back into view, she sat herself up again and shook a little box of morning-after pills. “It doesn't hurt to double up, right?” she asked, popping one out from the packaging and swallowing it down. 

He watched his mom take that pill, the bulge of her throat sliding down and disappearing down behind her collarbone. The thought of her actually needing extra preventative measures…

Trevor’s hands came back up to her hips, holding her in place as he thrust up into her, knotted cock rooting around just a bit deeper inside. “Still not satisfied? After all that?” she asked.

“You know how hot you are, right? How could I be?” 

“Ngh, the food’s gonna get cold.”

“Got more important things right now,” he said, hand clapping off her ass.







End