Barbaras Cabin Boy Ch 02

A continuation of my first story. The first chapter was an introduction to see if this story had legs. Hope you enjoy and please give me feedback. All characters are over 18.

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Having intrusively measured up the poor boy Barbara immediately felt as though she should abscond and leave him to sleep. She felt extremely ashamed with herself for allowing intrigue to override her normal decency, yet still her gaze was focused on the boys penis. She watched closely as a teardrop of precum pushed out from underneath the boys prepuce and ran down his little shaft. He let out a small whimpering moan, making Barbara recoil back a little as the precum flowed down to the base of his penis. Waiting until he was still again, Barbara leant back forward; hands hovering over his body, desperate to touch him again. Slowly she dipped a finger into the pool of precum that had gathered at the base of his penis. Holding it back up to her face, Barbara licked the glistening fluid off her finger. The old woman felt a little flutter in her stomach as she relished the salty taste of the young man's precum. The boy started to stir again, turning his head and moaning a little more. Although desperate for more of his juices, Barbara was afraid he might wake up, slowly she moved away and scooted herself off the bed. Carefully she folded the sheet back over him, leaving him to rest a little longer.

Feeling a little flustered, Barbara sat herself down on her little couch outside the bedroom. Although a she felt a little guilty, oddly she also felt a feeling of accomplishment, as though proud of having reacquainted herself with a man's flesh after so long. And try as she might to get the naked young gentleman out of her head, Barbara continued to peek on him several times in the following hour and listened carefully for when he woke up. At around midday Barbara could hear stirring from the behind the curtain and the rusting of sheets as the boy awoke.

'Hello?' his weak voice cried from the bedroom. Barbara's heat leaped with excitement and began moving to the door as quick as her old body could carry her.

'Hello miss.' He said again as she appeared at the door.

'Good you're up.' Barbara said, bluffing her surprise.

'Are my clothes dry yet miss?'

'No not dry yet' Barbara said. 'And stop calling me miss, it makes me sound so old. Call me Barbara.'

'Sorry mis... I mean Barbara.'

'So what's your name then?'

'It's Charlie.' The boy replied. 'Thanks for all your help Barbara but I really should leave now, I don't mind if my clothes are still a bit wet.'

'Nonsense you're not going anywhere, you haven't had anything to eat yet'. Barbara said blowing him off. Before he could protest further she had left to prepare him something to eat.

'You relax and I'll feed you.' Barbara said as she returned minutes later with a bowl of soup and bread. She sat down on the bed close to the boy setting aside the tray for a second to pull themselves closer with his head pressed against her bust and her left arm wrapped around his back, tucked under his armpit. Placing the tray on his lap, Barbara began to bring spoonfuls of soup up to his mouth. With her left hand she could not help but to brush his downy underarm hair and lightly graze his nipple.

'Thank you Barbara.' Charlie said after he had had his fill. Barbara hugged him closer, intentionally pressing her breasts into his side as she kissed him on the cheek.

'You're a very handsome young man Charlie.' Barbara smiled at him.

'Err...thank you Barbara. You're a very attractive woman.' Charlie replied.

'Nonsense, I'm an old hag' she protested. 'Maybe it's these that have you confused.' She laughed as she gave her massive boobs a squeeze. She noticed him blush a little, perhaps an indicator that she hadn't lost all of her sex appeal.

'Do you have a girlfriend?' Barbara suddenly asked.

'No, I don't.' Charlie said shyly.

'Well who were you thinking of whilst you were sleeping?'

'Whu...what do you mean?' he blushed.

'I mean you're penis was erect when you were sleeping.'

'Err I don't know, it just does that sometimes.' Just as he said that Barbara noticed a little jump in the sheets. She watched delighted as his penis began to bob up and down underneath the sheets as he became aroused again.

'Im sorry' Charlie said going even redder than before and tried to push his penis down.

'Don't be, it's perfectly natural' Barbara said. She delicately removed his hands and peeled back the sheets.

His penis stood almost perfectly bolt upright at ninety degrees from his body, it was also nearly perfectly straight. It was small in length but also very skinny. They both looked at his small thin penis together, one in embarrassment the other in fascination. It truly was the most beautiful thing Barbara had ever seen. She moved in for a closer look, his foreskin still fully covered the head of his penis which looked like an unopened flower. It was weird, his penis looked delicate and effortless but at the same time it looked strained and taught with lightning bolt like veins full of blood.

'You have a beautiful penis Charlie' Barbara said.

'It's too small, all the guys at school have bigger ones.' He replied.

'No no its fine, It looks about average to me.' She lied unconvincingly, unable to wipe a sympathetic smile from her face as she recollected some of the more than ample sized cocks she had sampled in her past.

'Can I touch it?' Barbara finally dared to ask. Charlie couldn't manage a response, only able to take a nervous gulp of the throat. Barbara didn't need a reply anyway, already beginning to pull his foreskin down between her thumb and forefinger. Charlie let out a small whimper as the old woman pulled back the tight skin as far as it would go, revealing a glossy red helmet glistening with precum. Grasping his cock with her entire hand, she covered all but the head. His pencil thin penis was as hard as a rock, she could feel it throbbing with blood. She lowered her head and rolled her tongue in-between foreskin and helmet. Another whine emitted from the boys mouth as he flinched and his abs tightened. Barbara continued to lick the head of the boys penis, moist with a layer of precum.

Barbara then slid her mouth over his entire penis, slim enough to keep her lips slightly pursed as though fellating a fat pencil. As she sucked him up and down, the boy trembled beneath her. Barbara stopped to look up at the boy's sheepish expression, she felt sure he must be a virgin and was set to blow any second. Not wanting him to cum yet she moved her attention to his abdomen, kissing her way up to his nipples. They stood erect and pink as she sucked on his firm lean chest. Hastily Barbara threw off her top, in the heat of the moment, carefree of her fat aged body. Her massive breasts flopped down, Barbara grabbed one with both her hands, leaning forward she offered it up to Charlies face. Obediently he took her large nipple into his mouth, sucking at the loose skin.

Barbara then straddled the boy, moving her shorts out of the way she exposed her pussy, which despite an earlier clean up was still covered in a thick thatch of hair. She gave him another couple of seconds for his imminent orgasm to die down, kissing his quivering lips whilst she played with her pussy. Unable to wait any longer, Barbara reached back and slid herself over his penis. With his small member fully bedded in so easily, Barbara began to bounce her huge hips as gently as she could. In her life she had been used to men doing all the work in bed, often being quite rough. She enjoyed it rough, however it was nice to just once be in control. Bouncing at her own pace, Barbara tried to keep her weight mainly off his slender body.

Barely a minute in, Barbara could see Charlie was set to bust his load. She jumped of as quick as her fat body could, instantly grabbing him with her fist she began to jack his little cock before switching to just her thumb and two forefingers. Charlie let out a little gasp as his jets started flying, cum shooting all the way up to his chest. 'Big load for a little guy' Barbara thought to herself as she flopped down next to him.

'Wow, that was amazing!' She said.

'Oh my God.' Charlie sighed relieved.

'Did you like that.' Barbara asked.

'Yeh, I...I've never had sex before.'

'I can tell.' Barbara giggled, pointing at the load on his chest.

'Sorry, I wasn't very good. I came really fast.'

'Don't you worry about that, I can teach you for next time.' Giving him a cheeky nudge.

Charlies eyes widened 'There's going to be a next time?' He said in surprise as Barbara leaned over to grab a tissue, cleaning the cum off her fingers.

'If you can stand to fuck my big old body that is.' She joked, slapping her flabby belly.

'Yeh I like your body.' Charlie laughed back. 'I..I like your... boobs.' He said, unable to take his eyes off them, even as Barbara mopped up the cum on his chest. Barbara laughed as she watched him stare at her wobbling flesh.

'Go on you can touch them, don't go all shy on me again.' She said, snapping Charlie out of his trance. She knew he wasn't so bold, so she grabbed his hand and placed it on her breast. Charlie, starting to get a little more confident traced his hands down to her nipple, feeling the rubbery skin in between his fingers.

'Give it a squeeze.' Barbara suggested. Charlie complied, cautiously pinching between his fingers.

'There you go.' Barbara moaned with pleasure as she watch the wrinkled area of flesh squeezed between his smooth hands. He then started to play with them and fondle her whole breast, Barbara smiled at how sweet he looked, his fingers struggling with their size and weight.

After giving him a good feel she rolled over, Charlie held his arm away for a second, confused as she turned her back to him. Then giving her ass a big slap, Barbara asked.

'What about this then, do you like my bum?' Inviting Charlie to give it a grab. He reached over giving her mighty cheeks a squeeze.

'Yeh, I kinda do I guess.' He smirked, allowing Barbara to turn back to face him.

'I love your foreskin.' Barbara said feeling as though she also owed him a compliment. 'Delicious' She added as she reached for his shrunken penis, rolling it between her fingers. Charlie laughed, still a little shy but now realising he had nothing to hide with her. Suddenly beaming into a huge smile as it dawned on him that he'd lost his virginity. For a second he pondered being able to brag about it to his friends but quickly realised having sex a woman three times his age maybe wasn't so cool.

Barbara slumped back, closing her eyes for a second, imagining the possibilities of her new found friendship. She felt herself drifting off, her mind peaceful and content for the first time in forever.