Mom's Friend Carla

Just another quiet neighborhood in a sleepy little town circa 1978, but what went on behind some of those closed doors in Utica, New York was anything but mundane.

***

"Now I don't have to remind you about watching your manners, do I Billy?" the boy's mother asked the lad sitting in the passenger seat of their rusting 1967 Mercury Comet, one of the many nearly worthless things the man of their house left behind when he took off a few years back.

"Ma!" whined the eighteen year old young man who would always be a boy in Mommy's eyes, as witnessed by the button down shirt and shiny shoes he was told to wear by his mother.

"I know," Patty Morin replied. "I just want you to remember that the way you talk to me when we're having our special times - well, let's just wait until everything sinks in to Aunt Carla - that the things I've told her about us are true before we get started with the naughty talk we like so much. Okay?"

"Okay," Billy agreed as he looked up the driveway at the house of his mother's friend Carla Rossi, a divorced lady who was like family to them both even though she wasn't really his aunt, the title merely ceremonial in a way.

"You don't look excited Billy."

"I am Mom. I'm really excited. I'm just scared."

"You aren't going to chicken out on me are you honey?" his mother complained. "After all, this was your idea. You picked her, right?"

"Yeah but..."

"I asked you - which one of my friends would you most like to fuck, and you said Mrs. Rossi right away," she reminded her boy.

"I know."

"I had to do something honey," Patty said as she reached over and squeezed the lump in Billy's slacks, giggling as she added, "You've been wearing your Mommy out this summer."

"Sorry," Billy grinned as the hand found the target and kneaded it lovingly.

"I'm not. You're just what your mother needed," Mrs. Morin said. "I only wish I knew what an incredible man was living under my roof all this time. Ready to go in?"

"I guess so," Billy said as he reached to open the car door.

"It will be great Billy. Just think about Mrs. Rossi," she suggested regarding her plump and voluptuous friend. "You told me how much you've always wanted to see those breasts of hers."

"Yeah," Billy nodded.

"It will be a real treat for you to see a real woman's breasts after months of seeing my droopy ones."

"Mom, I love your breasts and I love you," Billy protested.

"Thank you honey. Now make me proud," Mrs. Morin said as they exited the car and went up to the modest bungalow that fifty year old Carla Rossi called home.

***

"Patty," Carla Rossi said as she greeted her dearest friend with a hug, and although she was smiling like always Patty Morin knew it was forced, an indication that Carla was just as scared as her son was about this meeting.

"And Billy," Carla said as her friend's son entered the house, offering the same nervous smile his mother got. "Looking so handsome like always."

"Hi Mrs. Rossi."

"And look at you!" Patty Morin gushed as she looked over her friend's smart looking summer dress, the bright colors a change for the woman who usually dressed in more quiet garb. "New dress I see. Dressing up for the occasion?"

"Patty..." Carla Rossi scolded. "It's just something I picked up on sale. Didn't realize it would be so..."

"Revealing?" her friend said in finishing her sentence. "It's about time you showed off your assets instead of dressing like you're in a Gulag. Do you like Carla's dress Billy?"

"Yeah," Billy said eagerly, his eyes focused on the scoop neck of the dress and the vast expanse of copper-toned cleavage it revealed. "It's really pretty."

"Come on in the kitchen. I made us some iced tea," Carla said in changing the subject from herself by leading the two guests into the kitchen, and after pouring them beverages sat down herself.

"You weren't sure we were really coming were you Carla?" Patty asked her friend who still had a bit of a deer-in-the-headlights look about her. "After I told you what I told you about me and Billy you probably thought I was lying."

"Lying? That's a strong word Patty," Carla countered. "Kidding would be a better term. After all, you do have a weird sense of humor sometimes, and this all seems so..."

"Kinky?" Patty interjected.

"Well..."

"I can't defend what we do, but I don't apologize either," Patty told her friend. "After that jerk-who-will-remain-nameless took off on me, I spent a lot of lonely nights and went on a few shitty dates with losers. If it wasn't for you I would have gone crazy. Then all of a sudden I discovered that my little boy was all grown up."

"He's a wonderful boy," Carla offered, making Billy blush.

"Remember that night of the Prom?" Patty asked her son, who nodded glumly at the memory. "He looked so cute in that tuxedo and he was so happy that he was able to get a date - even if it was with that silly horse-faced little bitch."

"Mom..."

"Sorry honey, I just get mad when somebody hurts my one and only," Mrs. Morin apologized. "She was lucky you asked her out at all and then she does that?"

"What was it she did?" Carla asked. "You said she upset Billy. Did she dance with other fellas at the dance?"

"No, it was much worse. I guess a friend of Billy's drove them to that make-out place down at the canal. Lock 20 park? Billy's friend had a blanket and took his girlfriend out into the woods and Billy and that little pig were in the back seat making out."

"Sounds nice so far."

"Billy was getting all excited and I guess she was too, right honey?"

"I guess so. Thought so," Billy mumbled.

"I guess he was feeling her up and she gets his trousers down..."

"This is embarrassing, Mom."

"Let me finish honey. So she's getting his briefs off and grabs him - and all of a sudden she starts laughing when she sees what she's holding."

"Oh my!" Carla exclaimed. "You poor baby."

"She apologized a couple days later," Billy explained. "She said she was nervous."

"Don't make excused for the little slut - ugly skinny bitch with tits even smaller than mine for crying out loud," Patty continued. "So Billy came home all upset, and when I finally got him to tell me what happened I was crushed. He told me that happened in the locker room at gym class too. Boys laughing at him."

"Boys are just as mean as we gals are sometimes," Carla noted.

"Maybe it's because I had a couple glasses of wine that night, or maybe I'm just a pervert, but with no father around who else is he going to go to," Patty explained. "Anyway, I asked Billy to let me see his - you know? I mean, I've seen a few in my time so I figured I could reassure my baby, so while he resisted he finally took his trousers off to let me see him."

"Mom didn't laugh, did I honey?" Patty Morin concluded, and when her son confirmed that she said, "After that, things just happened."

"This seems like a sort of - I don't know what it seems like," Carla responded. "This is just so different."

"After that night, Billy became my man, didn't you babe?" Patty asked and got a nod in return. "My man and my lover, and he doesn't care that I'm looking my age or anything like that. Frankly, he's insatiable. Even before I got married and was a little wild, I never had a man like Billy."

"He's always been a cutie pie," Carla agreed. "But I never would have dreamed that - well, still waters do run deep."

"So one night after he made love to me over and over again, we were chatting and I suggested that now that he had confidence in himself, he should try and find a girlfriend his own age. He told me he loved me and didn't want any silly girls his own age," Patty said. "For shits and giggles I asked Billy, if he could have sex with anybody in the world who would he pick? He didn't even hesitate. What did you say to that question honey?"

"Mrs. Rossi," Billy mumbled into his shirt, his usually pale complexion flushing as he looked down at the table.

"Imagine that Carla!" Patty chirped. "I said, really? Not Raquel Welch or Jacqueline Bisset or any of those girls in the Playboy magazines his old man left behind that he stashed under his bed? No, Billy said, and then he told me that sometimes when you and I would be out in the back yard he would peek through the blinds at you..."

"Please Mom!" Billy pleaded.

"I'm sorry. Guess I talk too much," his mother admitted before turning the her friend. "So that's when I talked to you and explained a little about what went on and what Billy wanted. When you didn't scream and call me a sicko, well here we are."

"You sure are," Carla replied with a wry smile. "Guess that proves how long it's been for me."

"I told Billy about us too," Patty revealed. "I thought it was important he know how much we care about each other."

"I think it's so cool that you two - you know?," Billy declared as he looked at his mother's lover.

"Well, your mother and I we - let's just say we help each other," Carla added. "We love each other but we also love - you know?"

"Getting laid," Patty Morin said bluntly, causing them all to laugh and helping ease a little of the nervousness.

"Leave it to your mother!" Carla tittered.

"And now I want to show my little man off!" Patty chirped, but Billy interrupted

"Mrs. Rossi? May I use the bathroom first?" Billy asked.

"Of course honey. You know better than having to ask," Mrs. Rossi replied, and after Patty's son went down the hall the two friends began whispering to each other.

"Patty, I'm not sure I can go through with this," Carla admitted.

"Carla, if you back out it will break Billy's heart," Patty explained. "He's every bit as scared as you are."

"Don't be so sure."

"You know you want it Carla. Remember that night we went out and you almost let that dirt bag take you out to the parking lot to fuck you?" Patty reminded her. "You've been a good girl for too many years, settling for me and my strap-on instead of the real thing. And you love Billy."

"Of course."

"Just be sure that when you first see him naked, you don't laugh at him or anything," Patty told her friend. "He's VERY self conscious. As a matter of fact he's probably in the bathroom pulling on himself because it shrinks up when he gets nervous."

"Oh dear," Carla said as the faint sound of the toilet flushing and the sink running down the hall made the middle aged woman jump.

"Let me handle everything," Patty said as the bathroom door opened and the three were together in the kitchen again.

"Don't sit down just yet honey," Patty told her son as he stood in the middle of the kitchen. "It's time we get more comfortable, and since you're the man of honor I've decided that you should start. Take off your shirt for us baby."

"Here?" Billy asked, and after his mother nodded he slowly went down the row of buttons with fumbling fingers.

Reaching the end Billy pulled the shirt off and set it neatly on the back of his chair before nervously covering his pale scrawny chest with his hands.

"Put your hands down honey. Don't be silly," his mother playfully scolded him, and after he did she added, "Isn't he beautiful Carla?"

"He is - Billy's so slim and smooth," Carla said of the hairless chest and the tiny nipples that were the only breaks in the creamy white skin.

"To think when I asked Billy wanted for his 18th birthday he said he wanted a tattoo!" Patty informed her friend who shook her head. "Imagine scarring that gorgeous body?"

"I'm glad you didn't Billy," Carla told him.

"A pleasant change from what you were used to isn't it Carla?" Patty asked in referring to her friend's ex-husband, a tattooed, beer-bellied hirsute brute of a man. "Lift your arms for Carla baby."

Billy very reluctantly raised his arms over his head briefly, exposing the tiny wisps of hair in the center of the otherwise creamy hollows before lowering them quickly.

"I think that's sexy," Patty said with a wink to her son, who spent many years being ridiculed by his friends growing up for his practically smooth legs and armpits while they all got hairy.

"Me too," Carla agreed. "This is one Italian lady that's jealous."

"I notice you got the razor out for the occasion," Patty quipped to her friend, having noticed her friend's underarms were shaved, something she only did occasionally because as Carla always said, who looks?

"Patty!" Carla blushed.

"It's okay. We're all friends here. Billy here told me that he loved it when you would wear that blue short-sleeved top to our house," Patty revealed as it was her son's turn to be embarrassed. "Billy admitted that he would hang around trying to get peeks under your arms to see if you shaved recently or not."

"Oh dear."

"I think he kinda liked it if you hadn't," Patty said. "Said you looked like some hippie girl in his class at school he was fond of."

"I had no idea I was being looked over so closely," Carla said as she shook her head once again over her friend's bluntness before lifting her own arms briefly and adding, "Well, it's too late now I'm afraid."

"Yeah, but since you have 5 o'clock shadow and it isn't even noon yet, Billy might not have long to wait," Patty said of the round hollows under Carla's arms, one of the Mediterranean features of her olive skinned friend that she adored. "Back to my baby now. Take your slacks off for Carla honey."

Billy took a deep breath and dropped his slacks, folding them neatly before standing there a few feet in front of the two women he loved clad only in baggy boxer shorts and socks, and after her mother had him take off the footwear he was almost naked.

"Now the boxers honey," his mother instructed as the two exchanged glances while Carla set his glass of iced tea down because her hand was shaking so badly. "Nice and slow like you did it for Mommy that first time."

"It's okay my little man," Patty said when her son hesitated, his 5'6" frame looking even tinier with only baggy boxer shorts on. "Nobody will laugh at you here, right Carla?"

"Of course not," Carla whispered, her voice barely audible as her friend's son grabbed the elastic of her briefs and brought them down, exposing first the smooth skin under his belly button and then passing the modest tuft of curls over his penis.

The kitchen was deathly silent except for the loud ticking of the kitchen clock and the boy's frantic breathing, but that silence was broken by the gasp that came out involuntarily from Carla Rossi when the boxers dropped down to the floor, this despite her best efforts not to.

"Well Carla?" Patty was saying as she knelt next to her friend, putting her arm around her shoulder as she gaped at the lad, his bony knees knocking as he stood naked a couple of feet away.

The only person who understood what Carla said next was the woman who uttered the string of words of her native Italy, but Patty Morin brought her friend back to earth by reminding her, "English Carla."

"Amazing. It... doesn't seem... possible," Carla mumbled as she gaped open-mouthed at the long flaccid organ which looked wildly out of place on the waif-ish looking boy, and while it was not outrageously thick, even shriveled and limp it was mind boggling to a woman who had seen her share of them over the years as well.

"Told you Aunt Carla would love it," Patty told her son, who seemed to be shaking less when he saw the reaction he was getting. "You don't remember this of course honey, but Carla changed your diapers many a time back in the day."

"That was 18 years ago," Carla responded weakly.

"Your nipples are about to rip through your bra and dress," Patty added quietly as she looked at the obviously engorged swellings in her friend's dress. "Go ahead - touch it - hold it - watch how much bigger he gets."

"Ah," Billy moaned weakly when Carla's friend's shaking hand made its way to his organ, gripping it awkwardly and lifting it as best she could, finally holding her palm on the underside of the pale snake and raising it straight out.

"Bigger than your old man isn't he?" Patty asked.

"You kidding?" Carla snorted at the comparison to the man who had considered himself well endowed.

"Pull on it," Patty instructed, and as Carla began to tug on the rubbery tube the wrinkled organ began to length and stiffen as the tip of the glans played peek-a-boo from under the foreskin. "See?"

Carla nodded, seemingly hypnotized as the end of the cock got closer and closer to her face, the tender opening of the head parting and closing.

"Suck it," Patty hissed in her friend's ear as she cupped Billy's butt and brought him a little closer to them. "Take my boy's gigantic cock into your mouth."

Carla's full red lips parted, taking the conical head into her mouth as she left a little lipstick trail down the sleek weapon, making it about halfway down before her throat got poked.

"That's it," Patty encouraged as her friend's face began to move forward and back, and she reached down under her friend's chin to fondle her son's balls, the hairless sac almost comically small beneath the monster it fed. "Suck it. This is so sexy."

"You like the way Carla is sucking your dick honey?" Patty asked her boy whose face was contorting wildly while shifting his weight from foot to foot.

"Yes Mom!" Billy cried out. "Can't hold back much more!"

"Don't worry baby, this is only the beginning," Patty said as she eased her friend's mouth off of the now throbbing cock. "Cum for Mommy."

Patty swung the arching member her way, and as her mouth swooped down on Billy's manhood he let out a howl. Carla was watching her friend as she blinked while Patty's lips continuing to slide up and down, not stopping as semen first trickled out the corners of her mouth and then poured down her chin in thick creamy waves before landing onto the linoleum.

Carla was mumbling in Italian as her friend sucked her son's penis until it was limp, and after she let go of the semen and lipstick covered cock Patty told her, "Didn't think you would be ready for that yet, but don't worry. He's got a lot more rounds in the chamber. Let's go into the bedroom."

***

Patty had half her clothes off by the time the three of them made it to the bedroom, but after getting down to her bra and panties she stopped and gushed, "Look at me acting like a loon, and I should be the one keeping their clothes on here. I think Billy wants to see his Aunt Carla a whole lot more than he wants to see me."

Patty looked over at her son who was all eyes, his hand pulling on his now limp dick as he said, "I want to see both of you."

"Want do you want us to do babe? You tell us. After all, it's your party," Patty told her son. "Time for being shy is over. Tell us."

"I want Aunt Carla to take your bra and panties off first," Billy said, and as Carla stood behind Patty and undid the hooks of the harness she looked over her shorter lover's head and watched Billy pulled on himself while watching, the size of the accordion-like organ still stunning to her.

"Oh yeah," Billy groaned as Carla undid the bra and then reached around Patty, replacing the cups with her palms, her copper-toned hands kneading the very loose flesh roughly, just as she knew Patty liked her banana boobs handled. "Now the panties."

Carla slipped the satin undies down, rubbing her hand through the faint wisp of hair that framed her large labia which glistened with wetness.

"She's wet isn't she Mrs. Rossi?" Billy asked and Carla laughed as she nodded.

"Now I think that after you've had your dick in her mouth I think we can stop with the Mrs. Rossi bit, can't we Billy. After all, you're 18."

"Okay. She is wet though isn't she Carla?"

"Very wet."

"Now I want Mom to undress you," Billy said, and as Patty moved out of Carla's grasp and went behind her friend, Carla Rossi panicked again.

"I was regretting this," Carla said. "Can't we at least close the blinds?"