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Filling Dad's Shoes pt. 2

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There's a knock on the door, and stepmom Carrie (Alura Jenson) gets up from the bed to answer it. She brings Marie (Lily Larimar) inside and introduces her to her son Paul (Chad Alva) who she's been sleeping with: "This is Marie. Marie, this is my son". Marie waves timidly at him, saying "Your son?". "Well, he's my stepson, technically", Carrie clarifies. "Bob's son?", Marie asks. "No, don't worry, he's nothing like his father. You don't have to be scared, Marie", Carrie explains. Talking to Paul, mom says: "She lives up the road with her dad, and he's even worse than your father. So I told her she could come knocking anytime she wants, even in the middle of the night". "I wouldn't have come if it wasn't an emergency. He was just, he was acting all crazy", Marie laments. "Oh I know baby, why don't you stay here for a couple of days?", Carrie offers. "You don't mind, do you?", Marie says to silent Paul, and the camera moves back & forth signifying his No. "You know, she normally stays here", Carrie chimes in. Paul gets out of bed, and Carrie covers Marie's eyes with her hands so she won't see the boy's nudity. Marie declares: "I'm 20 Carrie, I'm not as innocent as I look!". "Why don't you come sleep with me", Carrie offers, and Marie responds: "Okay". Then the petite girl says to Paul: "It was very nice to meet you Paul". Carrie leads Marie off to her own bedroom, and Paul turns out the light. Next morning Paul gets up and dresses, going to the living room. He pauses to peek into mom's bedroom, and Carrie appears behind him and says: "Sh! Let her sleep -poor thing's exhausted. If her dad comes around don't tell him she's here. Keep an eye on her. I have to go -I'm going to be late. They called me in at the last minute; I'll be back in a little while". Mom gives him a little goodbye kiss on the cheek. Paul closes the bedroom door a bit, peeking at petite Marie's nude form on the bed. She notices him there and partially covers herself with the blanket, asking him: "Oh, is your mom gone?". Marie pats the bed, beckoning him to come over. "I won't bite. I just want a little bit of company", she tells him, continuing: "Sorry, I burn up at night. I always sleep like this -you don't mind, do you?". The camera moves side to side signifying Paul's No. "Your stepmom never said much about you. It does seem like she respects you a lot, though. I wish my family respected me -I wish Carrie was my mom", Marie laments. "Here, close your eyes -I'll put something on". She repeats: "Close your eyes!". Paul moves his hands up to his face, and we see Marie put on a dress through the gaps in his fingers, from Paul's POV. "Okay, you can look now". "Why are you looking at me like that?", she complains. "Is something wrong?", she continues: "I'm not used to being around boys. It's not like I'm a virgin or anything, but it would be different if I met a nice boy like you. Do you think I'm pretty? Your mom probably won't be home for a while. Don't think I'm easy or anything. I'm just lonely, aren't we all? You seem like a nice boy -I'm not used to nice. I just, I feel I really can talk to you, you know?", Marie says. "And this dress", Marie gets up from the bed and twirls around, posing. "Do you like it? I made it myself". She walks over to Paul and he clasps her waist. "Really nice material, don't you think?", she asks. His hands move up and down her body, feeling her breasts. He hoists up her dress and starts fingering her pussy. Marie starts to breathe heavily and lays backward on the bed, as Paul massages her clit. She moves, and kisses the tip of his dick, then giving Paul a blow-job. She purrs: "Please fuck me", and Paul lies back on the bed as Marie mounts his dick. After awhile Carrie returns and enters the bedroom, clearing her throat and Marie quickly gets off of Paul, caught in the act. Marie announces: "I'm so sorry, Carrie". Mom responds "Turns out they didn't need me at work anyway", as she removes her glasses. "I asked for this, I wanted this Carrie, I'm so sorry", Marie apologizes. Carrie places her glasses on the dresser and says: "I'm not mad -the people I love the most in the world finding each other". "You're not mad?", Marie asks. "Of course not", Carrie says, coming over and sitting on the bed near Marie. "I really do love you Carrie", the young girl says, and Carrie kisses her, hugging Marie. "I love you too", Carrie says. They keep kissing each other and Paul watches the two contrasting women: old and young, voluptuous and petite. "You know, we shouldn't be rude", says Carrie looking over at her stepson. "You're right", Marie agrees. They both move over on the bed to Paul, while stepmom comically wags her finger at the boy in mock disapproval. Both begin by licking his dick. Watch the threesome story unfold...

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