Chapter 2

When Larry entered the house and saw his mother and aunt on the couch, he stood stock still, eyes big and mouth gaping.

For a moment neither of the women could react to his unexpected presence.

Shelly had one of her tits exposed, and her fingers rested on the slope of Carrie's tit. Their knees were still parted, and Larry, after staring open-mouthed at his aunt's tit, lowered his gaze to see the creamy flesh of her thighs above her nylons.

Shifting his gaze to his mother, he gazed up between her thighs to the crotch of her panties, seeing soft hair curling from the edges of the tight crotch band.

His cock reacted with an instant bulge.

"Oh, God!" Carrie gasped, jerking at her skirt frantically, her face blushing hotly.

Shelly pulled her blouse over her exposed tit, then lifted her ass to pull her skirt down. One knee moved to the side briefly, giving Larry a very exciting peek at her panties.

Shelly could not miss seeing the lump in his pants, and a grin came over her face.

Larry finally closed the door, then walking in a sideways motion, he went past them and down the hall to his room. Just before entering the hall, he glanced back once more. His mother had her face in her hands, but his aunt was gazing at him.

Larry sat on his bed. His cock throbbed in the confines of his pants, painfully. Squirming, he opened his pants and let his hard-on out. There was an ache in his balls, a full feeling, of pressure.

"Do you think he knows?" Carrie asked her sister.

"I don't think he saw enough to know, Carrie," Shelly answered. "But I do think he saw enough to become excited. Did you notice the lump in his pants?"

"Shelly! He's my son! Why would I notice something like that?"

"I noticed," Shelly replied. "That boy had a hard-on, let me tell you."

"I don't want to hear about it, Shelly!" Carrie said, sounding nervous. "Maybe you better go."

"You're right," Shelly agreed, standing up. "But, Carrie, how can we stop now? I've had the best orgasm in years, and I know it was the same for you."

"I-I don't know," Carrie whispered. "You know I enjoyed it, very much. But do you really think he knew what we had been doing?"

"You can always tell him you were examining a lump on my tit," Shelly said with an amused smile. "We girls are supposed to do that often, you know."

"He would never believe that. Besides, it was your hand on my tit, not mine on yours."

"Then just say we were examining each other."

"Oh, sure! His mother and aunt playing with each other's titties!"

"Carrie," Shelly said slowly. "Somehow I don't think you'll have to explain very much to him. When a guy gets a hard-on like he had, he isn't looking for explanations, but a hot, wet pussy to stick it into."

Shelly caressed her sister's face gently.

Carrie was worried about Larry, about what he had seen. Yet, what she and Shelly had just shared was too good to give up now. She looked up at Shelly with moist eyes.

Shelly was standing in front of her, and she lifted her skirt, pushing her hips forward.

Carrie slid her hand between her sister's thighs and cupped Shelly's pantied ass. She buried her mouth into the crotch of the panties, kissing with her lips parted, her tongue dragging along the wetness of the nylon.

"Ooooh, that's very nice, but you better stop now, Carrie!" Shelly moaned. "Or I'll never leave, and Larry might see something that will not only make his cock hard, but cause it to come off in his pants."

Carrie looked up with moist, steamy eyes. "Shelly, I don't think I can stop now. You're right-we both need this."

Shelly bent over, pressing her lips to those of her sister's, kissing her. Her tongue made a teasing thrust, then she stood up again, licking her lips.

"Call me later," she said softly, then left.

Carrie remained on the couch, wondering what her son must be thinking now. She found herself wondering if his cock was still hard. Then she hoped it was, that he was pumping on it, sliding his hand up and down, jacking it, eager to come with the vision of what he had seen.

Carrie felt a deep, pleasant pulsation inside her cunt, and a tingle burned about the puffy lips. Her clit felt stiff and swollen. Looking down, she saw her nipples pressing tightly at the fabric of her blouse.

Getting to her feet, she clasped her hands over her cunt, breathing deeply and looking at the entrance of the hall. She walked in a trance-like state to the closed door of her son's bedroom. She paused outside, trembling, feeling the juice of her cunt seeping into her panties again, her clit hardening. She balled her hands into fists, taking another deep breath, then turned the dodtknob.

Larry looked up when the door opened.

"Hi, Mom."

Her son sat on the edge of his bed, his knees parted somewhat. She saw the lump in his pants, and tried to force her eyes away, but they refused to move. She swallowed, then licked her lips, trying to say something, but the words would not come out.

Larry didn't seem at all embarrassed about what he had seen. He leaned back, his hands behind him, knees parted and his cock straining hard inside his pants.

Carrie stepped into the room, turning sideways to him, wringing her hands. "It isn't what you think, Larry."

"What do I think, Mom?"

"Whatever you think, you're wrong."

"I don't believe I am, Mom. I'm not a kid. I can see, you know."

"Shelly and I were...." Carrie almost used the feeble lie that her sister had offered. "Larry, just because of what you saw, don't jump to conclusions. Nothing was happening-nothing."

"Maybe not then, but it either already happened, or I came in just when it was about to happen, Mom."

Carrie turned, her head down.

Larry gazed at his mom, seeing the roundness of her ass beneath the skirt. His cock jerked inside his pants. He stood up, moving behind her.

Carrie jerked when she felt her son's arms slide around her waist, and again when he hugged her, then her breath caught when she felt his cock prodding against her ass. Her hands covered his, pressing them tightly against her stomach. The cheeks of her ass bunched as she felt his cock throb there. She shuddered when her son's hot lips kissed at her neck, his cock pressing more firmly at her ass. For just a second, Carrie gave in to the sensations, jutted her ass at him.

"No!" she hissed, pulling away. "No, Larry. Not with you."

"But, Mom...."

"I said no!"

Larry sat on the edge of his bed again, watching her. He opened his pants and released his cock. Pushing his pants to his knees, he leaned back again, his cock straining up with hardness.

Carrie had heard him unzipping, and a shudder swept through her. She knew he had taken his cock out, and now her cunt was pulsating with more heat.

"Mom."

Carrie turned slowly, unable to resist. Her eyes widened as she saw him leaning there, his cock out, pants at his knees. His prick was long and hard, the head swollen. She saw juices seeping from the piss-hole, and his balls were so full and hot-looking. She trembled, the cheeks of her ass clenched, and a low moan bubbled from her throat.

She moved, sliding past him toward the door, but kept her gaze on his cock.

Larry grabbed his mother's hand and stopped her. He looked at her with pleading eyes.

Carrie stood, gazing down at his jerking cock. When her son pulled her closer, bringing her hand to his cock, Carrie allowed her son to wrap her fist around his cock. She moaned as she felt the heat of his hardness, the strength of his cock throbbing in her fist.

Larry closed his fingers around his mother's and squeezed.

"Larry, please...."

"Mom, you please."

Carrie held her breath as her fist pulled upward on her son's cock, then she held the hot, swollen head for a moment. Again she moaned as her fist pushed downward against the base, watching the head of his cock bulge from her fist.

"Oh, Larry!" she whimpered.

Carrie dropped to her knees, gripping his cock hard, sliding her fist up and down on it, jerking him.

Larry sighed with pleasure, spreading his legs farther apart. Carrie stroked his cock with vigorous pumps now, while gasping softly. She watched her son's balls sway from the motion, and her palm became slippery with the hot juices dripping from his piss-hole.

"You're so hard, darling!" she whispered. "So very hard! Larry, please don't be ashamed of me!"

"I'm not ashamed of you, Mom," he panted, arching his hips up as her fist came down on his cock. "Ahhhh, you do that so good, Mom!"

Carrie breathed deeply, taking in the scent of her son's crotch-a slight sweaty odor, but she found it exciting. Her cunt seemed to bulge inside her panties. Her clit seemed to be burning through the nylon.

Her fist pushed down hard on his cock, the head swollen and seeping his juices. Carrie leaned close, and her lips touched the head of his cock. She felt as if her lips had been seared. Again she moaned, then kissed his cockhead as her fist pressed hard at the base.

She heard her son moan, and she looked up, keeping her lips against the head of his cock. Larry was watching her, his ass squirming against the bed.

Still watching his face, Carrie pushed down, her lips parting as the head of his cock moved into her mouth. Her lips stretched, tingled, and she felt the smoothness of his cock on her tongue. Then, as her eyes became dreamy, she pulled her fist off his cock and gripped his hips with both hands, her fingers digging into his flesh. Her face moved down, and his cock filled her mouth. She felt wiry cock hairs tickle her lips, and her chin nuzzled his hot balls. She squeezed his cock with her mouth, and sucked upward, very hard.

"Ahhh, Mom!" Larry groaned.

Carrie drew her lips upward to hold the head of his cock there, and her tongue flicked around it, scraping over the piss-hole, tasting his juices. She swayed her ass and sucked his cock deeply into her mouth again. The hard heat of his cock almost caused her to come.

Digging into his hips with her fingers, Carrie began to bob her face, sucking his cock with quick movements. The friction of his prick against her lips excited her very much. She had always enjoyed sucking her husband's cock, and it had been so long since she had tasted such heavenly pleasure.

"Oooh, yes, Mom!" Larry groaned. "That's so good, Mom! That really feels good!"

Carrie's mind whirled. This was her son's cock in her mouth!

She slid her lips up and down the burning hardness, starting to purr with ecstasy. She twisted around as she sucked, taking her son's cock deeply, thrilled to feel the smooth cock-head brush at her throat. The throb of his cock made her lips tingle, and her mouth watered.

Giving herself up to the rapture, she started sucking on her son's cock faster, grinding her ass as she knelt between his thighs. She sucked hungrily, greedily, wishing she could get his cock down her throat.

Larry squirmed, watching her mouth, his cock disappearing into that wet heat. His balls twitched, loaded with scalding juices. The sensations boiling through his body were the most fantastic he had ever felt. His mother's mouth seemed hot enough to raise blisters on his cock. He placed his hands on his mother's cheeks, feeling the bulge of his cock in her mouth against his palms.

Carrie, still staring up at her son's face, gobbled with greed, her face fucking up and down. His cock dripped so much.

"Mmmmmm!" She sucked up and down hard and fast.

She felt her son's hips squirming, and she moved her hands beneath his ass. Larry lifted for her, and when she cupped his ass in her palms, she started sucking his cock frantically, moaning around it. Her clit was bulging and throbbing, her panties becoming soaked again with pussy juices. The hairy lips of her cunt squeezed together as if she had a cock inside it.

She sucked his cock with short strokes now. He was dripping more jizz than before, and his body was shaking. She felt his ass bunching in her hands.

Carrie was so eager now that she wasn't going to let him yank his cock out of her mouth at the moment of discharge. She held his ass, lifting him to make sure his cock stayed in her mouth. His prick began jerking between her lips, and she knew he was about to come. She let out a muffled cry, devouring his cock.

Larry had taken his hands from her face, balancing himself on the edge of his bed, staring at his mother's mouth sucking so hungrily on his cock. His balls turned hard, and he was gasping. He wanted to warn his mother, but all he could do was gasp and squirm. His eyes began to bulge.

With a cry, Larry came.

Carrie caught the hot squirt of her son's come juice across her tongue, the taste making her moan. She sucked very hard on his cock, as if trying to draw the come juice from his balls.

His cock was spewing rapidly, filling his mother's mouth, almost more jizz than Carrie could swallow. Thick juice seeped from the corners of her mouth as her throat worked to swallow as much as she could. The wonderful burn of hot come juice down her throat sent her cunt into spasms, clutching spasms of a very powerful orgasm.

Larry gave in to the ecstasy, pushing his cock upward, trying to push it into his mother's throat. At the same time, Carrie was straining her lips at the base of his cock, gulping wetly, gobbling up her son's sweet, creamy come juice.

When the last squirt went down her throat, she relaxed a little, holding his cock in her mouth, almost as if she didn't want to let it go, but actually feeling a little embarrassed now that the hot edge of her passion had been satisfied. She felt a little ashamed of what she had done with her son, and she was afraid she would see disgust on his face.

Larry lay back, his hands behind his head, still looking at his mother who was holding his cock in her mouth. After a moment, Carrie sneaked a peek up at him.

Realizing how foolish she was being, Carrie opened her mouth and his cock dropped out. Her lips felt puffy and slightly bruised, the way they had whenever she sucked her husband off, but it was a feeling she enjoyed. The taste of her son's come juice lingered in her mouth, and she ran her tongue over her teeth and inner cheeks.

Bringing her hands down his thighs to his knees, she started to stand up. But Larry grabbed her hands and pulled. Carrie stumbled and fell forward, over his body, her shapely tits smashing against his chest.

"Larry," she whispered. "I'm sorry."

"I'm not, Mom!" He grinned. He wrapped his arms about her waist, hugging her tightly, then he moved his hands down to her ass, cupping her ass-cheeks.

"No, Larry!" She tried to lift from him.

"Don't go away just yet, Mom," he said, squeezing her ass.