Chapter 3

Carla Williams managed to fall asleep just after midnight, having relived the painful experiences of her adolescence. After that scene with Mr. Green, she had avoided him, and all other mature men, like the plague. In fact, the young girl had been turned off to sex altogether, had dropped her young boy friend and devoted herself completely to her studies.

Her parents had been disappointed in their daughter's antisocial mores but there was little they could do about it. Carla had been sent to a psychologist but by that time the girl had developed a faculty of guile, and knew better than to reveal her secrets to any adult. All adults were threatening and dangerous. Every man in the world was after one thing and one thing only.

It had been that way through high school and through college. Carla had talked her parents into sending her to an all girl's school, but even there boys were in evidence. Dances were held every weekend and Carla was forced to attend. The college age boys didn't terrify her as much as her professors but Carla shunned their advances nonetheless, knowing what would happen in her mind if she let herself get sexually involved.

Ironically, she had become more beautiful than ever, her body growing lush and shapely, her face ravishly lovely. Men stared at her on the street, following her lush buttocks with their eyes. Sometimes they would come on to her in a more civilized fashion, but Carla rejected them nonetheless. All the while she continued to harbor secret desires for younger boys, desires that she knew she would never let herself consummate.

Carla awoke just before noon the following day, her head splitting from the cocktails she had imbibed. The memory of Jimmy Rogers stayed fresh in her mind, tempting Carla to masturbate for the first time in years. Instead, the confused woman arose naked from her circular double bed and stood before the mirror examining herself closely and critically under a high intensity light.

At the age of thirty-five she was still attractive and well built. Her tits hadn't started to sag yet, were firm and high, jutting out provocatively from her slender torso. Her legs were long and smooth and hairless, with diamond shaped calves and curving, inviting thighs. Turning around she could see that her buttocks were as firm and shapely as they had been ten years earlier.

Carla stared at her face, looking for signs of age. There were the beginnings of crow's feet under her eyes and her jaw had lost some of its firmness, but her eyes were still young and bright, her mouth as thick lipped and sensual as ever. Carla knew that she looked her age, but in a good way, as a woman who had taken care of herself and preserved her beauty.

The day passed slowly and uncomfortably. Carla busied herself around the apartment and then turned to some work she had brought home from the office. Still, it was impossible to forget the good time she had had with Jimmy Rogers. She had slipped once and knew for sure that she would do it again.

It was wrong to fool around with boys half her age, perverted and unnatural. Still, she wanted boys even younger than Jimmy Rogers, boys who couldn't possibly abuse or take advantage of her. She had fucked for the first time in more years than she cared to remember and it had been an unqualified success. Now her problem was to find another boy to fuck, since it seemed unlikely that Jimmy would come by to see her again that day.

In the evening, after Carla had dined on a small salad, she decided exactly what she was going to do. There was a whole city full of young boys and some of them had to be curious about making it with an older woman. Carla felt liberated and brave after her sexual escapades with Jimmy, felt sure that she would have little trouble finding another willing young stud.

Carla smiled as she dressed herself in her most youthful outfit, a short skirt that clung to her shapely thighs, a low cut cotton blouse emphasizing her broad cleavage and a pair of black net stockings. She looked at herself in the mirror again and could not help being pleased with what she saw. Yes, she looked younger than thirty-five now, would draw no stares of surprise if she went someplace frequented by the young.

It was just past nine when Carla left her apartment, a warm summer evening, the sky bright with stars. She walked from her home to the downtown area of her city, staring enviously at the happy young couples walking arm in arm. So many handsome young men were out on the street and some of them were staring at her curiously. That had to be a very good sign, she figured.

A few minutes later Carla passed a discotheque called the Blue Angel, its name lit in multicolored neon signs. The place was crowded and noisy, rock music blaring from an extensive stereo system. Best of all, the place was crowded with young men and women, all dancing furiously, throwing their young bodies from side to side in rhythm with the savage beat of the rock music. This was definitely the place for Carla Williams.

Carla pushed her way in through the crowd that jammed the wide doorway, paying a two-dollar cover charge and winding her way to the bar. She was disappointed to find that no alcoholic drinks were served in the Blue Angel but that didn't bother Carla for long. It was easy to see, even in the darkness, that there were far more boys than girls present.

Most of the boys had come alone or in pairs, obviously trying to scare up a little action. Carla looked around the room slowly and carefully, sipping her lemonade in ladylike fashion. It was dazzling and disorienting to be among so many good-looking boys, but Carla felt able to handle the scene. It was just a matter of waiting for one of them to approach her.

"Hey, lady, you shouldn't be sitting all alone like that," a high-pitched masculine voice addressed Carla. "Why don't you come over to my table. I'd like you to meet my friends."

"I don't know if I want to be in a crowd," Carla answered, batting her eyelashes flirtatiously. "Okay, I'll come with you, but just for a few minutes."

Carla followed the young boy to his table, delighted to find herself surrounded by young males. There were five boys there and only one other girl, a scrawny fifteen year old, no competition at all for a gorgeous older woman like herself.

It was difficult to talk above the blaring rock music but Carla was able to learn the name of her young friend. Charlie Foster looked about sixteen years old, tall, red-haired and freckle-faced, his blue eyes refracting the psychedelic strobe lights. He was tall and slender and graceful, tight jeans and a brief T-shirt outlining his strong, slender young physique.

"Want to dance?" Charlie asked a few seconds later. "It's crazy to come here just to sit around. I've never seen you here before, have I? You know, I come here all the time."

"It's my first time," Carla concurred with a smile, raising her deep voice over the din. "To tell you the truth, I've always felt a little old for this kind of scene."

"Hey, that's heavy," Charlie replied, taking Carla by the elbow and leading her onto the dance floor. "There are plenty of older chicks around here. Don't be uptight about it. You're about the best-looking broad in here."

So saying, the boy began to dance with Carla, keeping his eyes riveted to her bouncing tits and jiggling ass. Carla hadn't danced for years and felt uncomfortable at first. A strong drink would have done wonders for her, but that was out of the question. She would just have to get over her nervousness and try to act like the young people she admired so greatly. So far things had gone exactly according to plan.

Eventually Carla was able to get into the music, feeling the savage rhythms deep inside her yearning body. Her hips swung from side to side, and it was flattering to see some of the other boys watching her closely. Then Carla started to sweat as she danced, feeling completely liberated with her young partner.

"It's getting kind of crowded around here," Charlie shouted at a pause in the music. "Why don't we go out somewhere. I have my car outside. We could take a little drive."

"Sounds groovy," Carla answered, still uncomfortable with the idiom of the younger set. "Where do you want to go?"

Charlie didn't bother to answer the good-looking woman. He was used to girls his own age, girls who fought like hell to keep him away from their precious bodies. This woman, no matter how old she was, was a real piece of ass and probably would put out for him without too much trouble. In any case, it was worth a try since he could always dump her and return to the discotheque.

Carla stepped into the battered jalopy, eagerly accepting the pint of cheap gin that was thrust into her hands. She drank deeply and then passed the bottle back to Charlie. The young man took a short hit and then turned the car away from the downtown area, heading out of the city to a remote lover's lane that would be perfect for the activities he had in mind.

Twenty minutes later they were parked on a deserted stretch of road, the moonlight reflecting off the polished hood of Charlie's battered car. Carla sat back in the front seat, nursing the gin, wondering how long it would take the boy to gather his forces and raise the courage to make a pass at her.

"You're really nice," Charlie whispered, moving closer to Carla on the broad seat of the car. "I saw you as soon as you walked into the discotheque, but I was scared to talk to you."

"I'm not that frightening, am I?" Carla teased. "I know I'm a little old for you but I'm just like any other girl."

Encouraged, Charlie moved closer and closer, his lips parted, his arms trembling with anticipation. His face looked so boyish and innocent that Carla could hardly repress her own strong emotions. She had to fuck the young man, by force if necessary, was not going to step out of the car until she had got what she wanted and needed so desperately.

Carla crossed her legs as the young man approached her, feeling her short skirt riding high on her smooth-stockinged legs. Her nipples were hard already, her body hungry for sex. Charlie had turned her on more intensely than he could possibly know but she had to be careful not to scare off the boy before he got into her. That would be too terrible to contemplate.

Carla was demure about letting the boy kiss her, holding her passion in check for as long as she could. Charlie's mouth covered her thick curved lips and then she could feel his tongue sliding inexpertly into her mouth, wetly and audibly. Carla parted her lips and sucked on his lingual organ, pressing her tits against Charlie's chest, sure that things would work out. The alcohol had obviously given the boy courage and she would take care of all the mechanics of their impending sexual union.

Carla felt the handsome boy plunging his hand down the scoop neckline of her blouse. Greedily grasping at her big heaving tits. Carla undid the blouse from behind, letting it slide down to her waist. Two seconds later she unhooked her brassiere, wondering just how experienced her young lover really was. If he had never been fucked before it would be a pleasure to show Charlie the ropes.

"I really dig you," Charlie muttered, just before lowering his mouth to Carla's luscious boobs. "I mean, you're so fucking beautiful it kills me. Yeah, I really get off on you, Carla."

Once again Carla maintained her silence, not wanting to do or say anything to turn off her young lover. Charlie was doing just fine sucking her nipples, taking them into his mouth one at a time, slobbering and drooling on the succulent flesh. Carla could already feel a stirring in her loins, knew that it wouldn't take much for him to bring her to orgasm.

She reached down and started to play with Charlie's prick, massaging the crotch of his blue jeans and then slowly, almost imperceptibly, unzipping his bright brass fly. Her fingers moved adroitly inside the boy's garments, liberating his already rigid prick from its tight underwear. Soon the heavy organ was resting in her hands, hard as a rock, ready for anything.

Charlie was still working on her tits, afraid to go farther with the older woman. Carla ignored her own desires for the time, having the time of her life jerking off the healthy young lad. His prick wasn't quite as long as Jimmy's but it was extremely hard and thick, just the way she liked a cock to be.

Carla used her long polished fingernails to their best advantage, teasing and tickling the crown of her young lover's prick, barely able to make it out in the lambent moonlight. She used her left hand to surround the lad's hairy vulnerable balls, stroking the soft spheres, all the while allowing Charlie to kiss her and continue playing with her sensitive tits.

Charlie leaned back on the front seat, turning his body to free it from the steering wheel. He pushed his hips forward, hoping against hope that Carla would incline her head and suck his eager cock but her position made that feat impossible. Still, she was able to keep the young man happy rubbing her clenched hand up and down the length of his hard-on, each stroke more violent and insistent than its predecessor.

"Oh, yeah, baby," Charlie moaned, his voice choked. "Keep pulling on it, and I'll come all over you. You're driving me crazy. Come on, baby, I know you can do it for me."

Carla smiled, contorting her body, desperately wanting to suck the prick that was lying heavy in her soft hands. She managed to lick the tip of the big rod with the point of her tongue and that seemed to be all Charlie needed to get himself going. The lad panted loudly and then slumped back in the vinyl seat, his prick exploding like a live volcano.

Carla continued to grip the spurting organ, circling the collar with her fingers, jiggling the shaft back and forth with a maddening rhythm. It had been years since she had jerked off a boy, but Carla knew that she had lost none of her technique, that she was still capable of driving the boy wild with lust.

The dark red organ bucked forward and then spat its thick, hot juices, spattering Carla's hands and inclined face, covering her with what seemed to be gallons of cum. She hadn't expected Charlie to cum that fast, but it didn't bother Carla at all. The evening was still young and she knew from first-hand experience that young boys could come over and over again given the proper stimulation. It would be no problem getting him to fuck her.

Carla wiped the come from her hands and face, using a lace handkerchief that she retrieved from her leather handbag. Charlie remained slumped backward on the seat, his pants down around his ankles, his face flushed with excitement. His thick cock wilted for a brief second, but then leaped into erection again as soon as Carla leaned over and kissed him on the lips.

"Let's go into the back seat," he muttered passionately. "It's too crowded up here. I don't think I can fuck you."

"No, I don't want to move," Carla answered imperiously. "Push the front seat back, and we'll have all the room we need. Trust me, Charlie, I'll take care of everything."

Charlie did as he was told, still intimidated by the sophisticated older woman. The seat slid back and then he came out from behind the steering wheel, dragging his pants over his feet, not bothering to remove his shoes. Carla watched the handsome boy with unconcealed delight, knowing just how she wanted to be fucked once he was ready for her.

Carla removed the last of her clothing and then threw herself into Charlie's arms. It felt wonderful to have the boy's wiry limbs surrounding her body, his hands caressing her swollen tits and then timidly sliding down to her naked crotch. Charlie had evidently been with girls before, as befitted a good-looking lad, but he was nervous about fucking her.

Carla started and then sighed as she felt the boy's long index finger sliding into her cunt. She was wet already from the excitation of jerking him off but she still had a long way to go. Charlie was clumsy but gentle in the way he finger-fucked the horny career woman, plunging his finger in to the last knuckle and keeping it there, refusing to back up for an instant, proud and pleased with his easy conquest.

"All right, I'm going to turn over and you can fuck me from behind," Carla moaned, overcome with lust. "It's easy to do it that way, even in a crowded car."

So saying, the voluptuous woman turned over, baring her naked ass to Charlie's avid inspection. The boy stared at the smooth, shapely flesh, taking in the lush curves and the thin cleavage between her beautiful buttocks. It was like a dream come true for him, an opportunity to indulge his lust as never before.

Eventually he reached down and caressed Carla's smooth ass, stroking the resilient flesh, letting his hand linger inside the crack, touching her sensitive asshole occasionally. Then he reached for Carla's cunt again, attacking it from behind, using his finger like a miniature pecker, shoving it in and out of Carla's fuck hole with increasing speed and passion.

Charlie used his other hand to work his prick into a full state of erection. He pulled at his meat as Carla had done, soon finding that he was as rigid as he would ever be. All that remained was to mount the woman from behind and work his cock into the luscious hole he had been fingering. Carla's whole body was trembling now, knowing that the real fun was about to start.

He parted Carla's buttocks with strong hands, admiring the pink emptiness of her parted labia. Carla moaned as she felt his prick sliding around outside her pussy. Charlie didn't really know what he was doing, but his instincts were good and she was able to help him, moving her body into position, creating a vaginal target that would be difficult to miss.

Her head was pressed against the padding of the car door, but Carla didn't let that slow her down for a minute. His cock had penetrated her now, was halfway into her lusting quim. She moved her buttocks backward, feeling them come into contact with the boy's narrow waist. Carla quivered her hips, knowing that she was driving her lover to distraction.

Charlie held his hands on the woman's hips, sinking his prick all the way into her welcoming fuck box. He began to hump Carla immediately, moving his prick in slow circular motions as if stirring a cauldron of hot soup. Carla remained immobile for the next few seconds, letting Charlie do the work, letting the lad bring her slowly to the far reaches of lustful ecstasy.

"That's it, big stud," she whispered. "Fuck me right, and I'll shoot like a hose, It feels so good to have that big strong prick inside me. Come on, Charlie, make me come."

Charlie was somewhat confused by the woman's words. It was nice to hear her talk dirty, but he had little idea of what a female orgasm was like. His sexual experiences had been rather limited, revolving around his own satisfaction. Now he had an experienced woman on his hands. He decided that it would be best to fuck the woman slowly and lovingly, hold out for as long as possible before lunging forward and filling her with cream.

He moved his prick a third of the way out of Carla's clinging twat, using only the head to drive the woman to a frenzy of desire. It was fun to rotate the thick crown around Carla's labia, to feel the woman writhing beneath him. It would have been even better to fuck her hard and fast but Charlie was learning a lot about sex in an extremely short time.

He reached around and managed to cup his hands over Carla's big, soft tits, finding that there was nothing wrong with fucking a woman from behind. He could control the action completely that way, master the woman and make her dependent on him. A surge of pride and power went through the boy's mind. Yes, it would be nice to feel the woman coming from his exertions.

"Oh yes, that's it," Carla muttered. "Put it back all the way inside me and keep it there. I love it, Charlie, it's killing me, but I love it. Come on, you can fuck me harder now."

Charlie answered by slamming his prick into Carla's twat with every ounce of his energy. He could hear a loud sloshing sound as he entered the dripping chamber, could feel his hanging balls slap against Carla's soft buttocks. Having come once already, it was fairly simple for Charlie to keep his lust reined for a while, to prolong the sensual experience as long as he could.

Charlie pinched and squeezed Carla's huge tits, mauling the tender flesh with his strong fingers. His prick was buried to the hilt in Carla's sticky twat, coated with come juice, his and hers mingling together. He withdrew his prick and inch or two and then slammed it in again, growing a little impatient, wondering when Carla would get around to having her orgasm.

As for Carla, she too was trying to put off the inevitable. She could have come at almost any time, but she wanted a super orgasm, one that would leave her weak and shaking. Her head was banging against the door and her back had started to cramp, but Carla ignored the minor discomfort, feeling her passion mount ever so slowly to a violent crescendo.

She reached behind her gracefully inclined back and sought out her lover's balls, cradling the vulnerable spheres in her long cool fingers, pressing them against her hot buttocks. Soon she was lost in lust, taken completely out of herself, unconscious of anything but the passion in her hungry twat.

Carla began to move with her lover at that point, knowing that Charlie was past the point of intimidation. His prick was quivering and shaking inside her pussy, filling her to capacity. Carla moved closer to her lover and shook her ass from side to side, wanting to make it better for Charlie at the same time she was moving closer to a climax.

Carla dug her soft buttocks into the boy's midsection, closing her cunt muscles so that his big prick couldn't slide away from her. Charlie continued to hump her, his movements becoming frantic and uncontrolled. She would have to hurry and have her orgasm before the boy went past his power of endurance.

Charlie could feel the maddening ass rubbing against his body, turning him on like never before. His prick had swollen tremendously, was almost too large to fit into the foreshortened hole that had been offered to him. He pushed Carla's hand away from his balls and began to fuck the woman harder and faster, knowing that his own orgasm was just a few moments away.

However, Carla was not to be disappointed that enchanted night. She felt a warm feeling attacking her clitoris and pussy walls, knew that she would be over the bill immediately thereafter. She stopped moving altogether, spreading her ivory thighs wider apart, letting Charlie whale his cock into her hard and fast.

That was more to the young man's liking. He had controlled his passion for a long time and now it felt good to be able to fuck the woman with violence and sensual greed. She was stationary beneath him but that was just fine with the inexperienced lad. Charlie shoved his prick in once more and then was startled to hear the beginning of the woman's release.

Carla moaned loudly, burying her head in the vinyl upholstery as her orgasm began full force. Her body shook violently and then her cunt clamped down like a vise on the boy's throbbing prick. One spasm followed another, each more powerful than its predecessor as her passion ran its course. This was even better than the other time, she considered, briefly remembering Jimmy Rogers.

Carla's orgasm was strong and protracted, leaving her weak and shaky. However, the young man continued to slam his cock into her pussy, prolonging the after-effect, turning Carla on all over again. It seemed impossible for her to be that easily stimulated, but Carla wasn't about to complain, not while the boy was fucking her so masterfully. ;

Carla arched her back and moved even closer to her lover, wanting to feel the full impact of his penile explosion. It took a few moments for Charlie to recover from the sexpot's orgasm but soon he was right back in the swing of things, having the time of his young life with Carla Williams.

Another car wheeled slowly down the lover's lane, its headlights briefly illuminating the interior of Charlie's car. He looked down at the naked woman beneath him and was turned on all over again by the magnificent buttocks and bright red labia that surrounded his lunging dick. He redoubled his efforts, feeling his balls tighten with a load of pent-up come, knowing that it would not be long before he exploded.

Carla was moving with him again, using every trick in her book to improve the boy's orgasm. She could feel the muscles knotting on Charlie's cock, knew that just a few more strokes would bring him over the edge. He was fucking her harder but more slowly now, draining the last drops of pleasure from the unexpected seduction, enjoying himself immensely. "That's it, Charlie, shove it into me harder," Carla coaxed. "As hard as you want, I can take it. I want you to tear me to pieces, kill me with that big strong dick of yours."

Charlie did not have to be told twice. He rammed his ; prick in once again and allowed his passion free rein. His prick rested against the woman's uterus and then erupted, spraying its juices into the recesses of Carla's hungry twat. Come laved the woman from within, almost triggering another orgasm in Carla's over stimulated body.

Charlie sat back behind the steering wheel a few seconds later, feeling the last drop of come fall off the tip of his prick and onto his naked thighs. His face was red and sweat stained, his muscles tense and relaxed at the same time. Carla had given him one hell of a ride, that was for sure.

"Hey, what are you doing?" he asked a few seconds later.

"I want to suck your cock," Carla replied, her voice husky and strangulated. "Come on, I've got to taste your cum. I can do it real good, Charlie, better than any young girl. Let me blow you. I'm dying to have you cum in my mouth."

"I can't do it anymore, lady," Charlie answered, worried about the insatiable whore he had hooked up with. "Let me drive you home now or back to the discotheque. Maybe you can find somebody there. I just can't do it again."

Carla's face became a mask of frustration and fury until she realized that she was making unreasonable demands on her inexperienced lover. She wanted to fuck Charlie again, but it was important to keep on his good side. Carla reached for her clothing and dresses herself slowly. It had been a better evening than she had dared to expect. There was no reason to feel frustrated.

"Drive me home, Charlie," she said a few moments later, her voice soft and caressing. "I'm sorry if I put you uptight. It's just that you really turn me on. Maybe we can get together tomorrow night and you'll let me show you a few more things."

"I don't know," Charlie answered, buying time. "I have baseball practice tomorrow. Maybe I can meet you at the discotheque again next weekend. Would that be all right?"

Carla kept quiet for the rest of the long journey home. It was obvious that she had frightened the boy off, come on much too strong for such a young lad. Probably he would avoid her like the plague which was a pity. Still, she had done more fucking in two days than in the previous five years. The dam had been opened and Carla knew that she would no longer feel inhibited about seeking out and seducing the young men she craved.