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Rachel's son is a real handful. He is arrogant, wayward, rude, and is going to flunk school if he does not wise up. She is worried that he is headed for trouble like his father before him. Ever since she got divorced he does not want to talk; they get in a heated argument. Her son taunts her by saying things like she is jealous, or repressed, or insecure. In a further attempt to shock her, he says that he is going to go out and get his cock sucked by some girl he knows. All this makes Rachel angry. She tells her son not to be so crude. He says it again to infuriate her more. Now there is an exchange whereby the son is telling his mom that he is going to have his cock sucked for sure, and that it is going to feel great, and that his mom does not know how great it is because she is such a prude and all that. Rachel calls his bluff, telling her son that she is not a prude and that he is full of it. He taunts her again; telling her she is definitely a prude, and the reason his father left was that she was lousy in bed and could not suck cock. It goes back and forth with accusations and denials of prudery and cock-sucking experience until they are stood close eyeballing one another. Rachel finally says you do not think your repressed prudish little mom knows how to suck cock? Well get a load of this. I will suck your balls dry you arrogant little prick! The son is stunned. His mouth his agape, but he has a huge bulge in his pants because deep-down this is what he really wants. Rachel is nervous also, but she is aggressive, too. She is taking control to teach her son a lesson show him the price of underestimating her. What is the matter, afraid? Now who is being a prude? But mom, you are, you are, you are my mother! That is right, honey, I am your horny cock-sucking mother. This is ! I know, is not it neat? When she sees how pretty and big her sons cock is she pauses for a moment, mesmerized. The harshness ebbs from her voice and she is suddenly vulnerable like a little girl. Then she remembers that she is supposed to be teaching her son a lesson and starts acting aggressive again. She starts playing and sucking her son's cock with a vengeance. When she is able to speak she really lets him have it, telling him that he does not know the meaning of cock-sucking. That this is cock-sucking and that whatever he had been doing with that girl was nothing. She tells him not to underestimate her as naive, or insecure, or any of the other things he said. Repressed? I will show you repressed! The cock sucking continues eventually her son comes. The son is stunned, exhausted, and humbled on the couch. Rachel is triumphant. She has turned the tables on her smart-ass son. She tells him that she would not stand for his moodiness and trouble making any more. From now on, he better study hard, stay out of trouble, act nice, and help around the house.