My Step-Mom's a Nude Model Ch. 03

Without hesitating Andy slowly kissed lower and lower across her stomach while the fragrance of her arousal became stronger. Gently he spread the outer lips of her pussy and slid a finger across her clit. Instantly, he was rewarded with the sound of Carol's moan as she grabbed the bedding and arched her hips upwards towards him. Teasingly slow, he kissed the patch of hair above her womanhood before descending to her inner thighs.

"Yesssssssssss," she hissed. "Please, baby. Don't stop. Kiss me all over. I'm so horny. Ohhhh, you're going to make me cum if you keep doing that. Kiss my pussy. Stick your tongue in me and lick it. Eat my pussy. Oh god, I need to feel you eating my pussy. I feel like such a fucking slut and I love it. Come on, lover. Eat me; tongue-fuck me until I cum all over your face."

Andy quickly shifted so he was spread between Carol's open legs and continued to kiss her inner thighs as he moved closer and closer to her pussy until he lightly brushed against it with his lips.

Carol's response was instantaneous as she cried out, "Yes, yes, yes. That's it. Kiss my pussy. Lick my juices. Oh fuck. Lick me. Please, don't tease me any more. I can't take it. I need to cum so bad. Oh god, oh god, oh god, now, please!!"

Slowly, Andy began to lick the juices from Carol's pussy before finding her clit and sucking on it as he slid two fingers inside of her and began to pump them in and out.

Her response was purely primal as she grabbed his hair and pulled him tight against her. Her body bucked and swayed as she ground herself against him until she felt her orgasm start deep inside and flow outwards, "Going to cum, lover. Going to cover your face with my juices. Just don't stop. Oh god, I feel like such a fucking slut knowing that I'm doing this with my step-son but I don't care. I need this ... I need you. Ohhhhh, lick my clit, suck on it, nibble on it, pull on it with your teeth, finger-fuck my pussy, push your fingers deep inside of me ... ohhhhh yessssss, ... yes ... yes ... noWWWWWWWWWW ... CUMMMIINNNGGGGGGG."

Andy continued to hold on as her body quivered and jerked while her orgasm overtook her spiraling her into her personal bliss. I was only when she slowly came back to reality that he pulled his fingers from her and replaced them with his tongue sending her off into a second smaller orgasm while licking the juices that were now dripping from her.

Slowly, Carol returned from her orgasmic trip and vaguely felt Andy tenderly kissing her breasts and nipples as his hand roamed across her stomach sending shivers throughout her body. Reaching down she lightly stroked his hair as she pulled him upwards and over her until he was stretched out between her spread legs; the feel of his hard cock resting on her pussy lips triggering her desires as she reached down and nestled it between them. "Fuck me, lover. Slide your cock across my clit and fuck me like that. Rub your cock across my clit and make me scream again. Fuck me like the mommy-slut I fantasize about and cum all over me. I want you to spray your cum all over my stomach and my tits. Coat them with your special cream, baby," she whispered in his ear as she wrapped her legs around his waist and pulled him tight against her.

Through his lust filled haze Andy heard Carol and instantly began to pump his hips back and forth until he felt the hot juices from her aroused pussy coating his cock while her distended clit rubbed against the nerves under his cock head. Any hope of going slow was lost as he felt his orgasm surging forward, "Gonna cum, Carol. Can't hold back. Gonna cum all over you just like you asked. Gonna make Goldie my personal slut. Gonna coat you with my cum and make you my mommy-slut," he yelled as it burst from him like a volcano spewing strand after strand of his lava cream over Carol's stomach and tits. When the last strand rocketed from the tip of his cock he collapsed in her arms where he suddenly became a young boy again. "I'm sorry. I wanted to make this special and take my time but you had me so turned on I just couldn't hold back."

"Shhhhhh," she replied, "There's nothing to be sorry about. You did exactly what I wanted you to do. I haven't felt like this in a long time," she continued as she pushed upward and kissed him.

Rolling off of her, Andy moved up the bed until he could slide his arm under her head and draw her into his arms as they slept.

Over the next several weeks they became closer and closer in every way except in bed. Though they still 'played' almost every night they had mutually decided to wait for news of John and then see what would happen.

To help pass the time, they took frequent drives to out of the way locations and Carol helped Andy perfect his photographic skills by taking pictures of her in different scenes and settings. She taught him about the use of filters and lighting, shading and contrast, content and posing all the while allowing him more freedom with her body until he was now taking full-frontal nude photos of her.

When the news finally did come it was almost an unexpected relief. Andy and Carol had just finished breakfast when Mr. Henderson appeared again. He quickly explained that John's body had been found but that due to the circumstances of his death an investigation was still underway. He, unfortunately, couldn't tell them anything more due to the investigation but wanted them to know and deliver his deepest sympathies. Then just as quickly he was gone leaving Carol and Andy sitting in the livingroom.

Carol finally broke the silence as she turned to look at Andy, "I'm not sure about you but I've been expecting something like this. Your dad loved us and would have done everything in his power to let us know he was ok."

Andy nodded his head but didn't say anything as he once again thought of what the information would mean to their future. Originally it had all been "what if's and could be's" but now there was no doubt that his dad was never coming back and it was up to him and Carol to decide what their future would be.

"Andy? Andy, are you listening to me?" Carol asked.

Startled Andy looked at her, "I'm sorry. My mind was wandering."

"And just what were you thinking about?"

"Us, our future, the baby."

Leaning closer Carol and took his hands in hers as she continued, "I'm glad you're thinking about those things because that is exactly what I wanted to talk to you about. When this whole thing started I told you that I loved your dad but wasn't sure that I was in love with him, do you remember?"

"Ya, I remember."

"Good because I've thought about that a lot and I realize that I'm in love with you, not as my step-son but as the man that I want to be my photographer, my partner, my lover, and at some time in the future ... if you want me ... I'd like to be your wife."

Andy sat on the couch barely able to believe what he has hearing. This gorgeous woman was offering him everything that he had ever wanted and far more yet the only words he could think to say seemed trivial, "I love you, Carol, and only hope I can make you as happy as you've just made me."

A mischievous smile formed on Carol's face as she leaned closer and whispered, "I can think of one very special way we can both make each other happy right now. Let's go back to bed and make love. I want to feel you in me. I want to feel you stretching me and filling me and then I want you to cum deep inside of me."

"But what about the baby? Can't that hurt it?"

"No. In fact, most research says there's absolutely no danger to the baby and that it is very healthy for the mother to continue to have sex during pregnancy unless she is told not to by her doctor. So ...?"

Andy stood and helped Carol up since his future brother or sister was now forming a pronounced bulge, a large smile on his face. Then he took her hand and led her down the hallway to her bedroom before turning and scooped her up in his arms. "I know this isn't a threshold in its truest form but ..."

Carol never let him finish as she kissed him, "This is just fine, my love."

Carrying her to the bed, Andy gently set Carol down and wrapped his arms around her as he returned her kiss. Their hands roamed over each others body's as they opened buttons, belts and snaps until their clothing lay at their feet. Reluctantly they pulled away from each other and kicked their clothing out of the way.

Andy stared at her as if seeing her for the first time and sighed, "You are the most amazing, beautiful woman I've ever seen." Her skin was tanned from her time in the sun and there was only the faintest outline of tan-lines across her chest and between her legs. Since beginning to 'show' her pregnancy she had begun to wear thongs so even her buttocks were a golden-brown.

Carol simply smiled as she moved back against him and wrapped her arms around his neck pulling his lips to hers. She could feel her tits pressing against his chest and her nipples begin to harden sending thrilling sensations to her pussy. Almost instantly she could feel herself getting wet and the heady fragrance of her arousal drifted up between them.

Without even thinking about what he was doing Andy reached around behind her and grabbed her buttocks pulling her closer until his hard cock rubbed against the velvety-soft strip of hair above her pussy. Love, passion, lust, and desire all filled Andy as he pressed himself harder against her and began to kiss along her neck.

Carol responded by tilting her head backwards as she raised her left leg and wrapped it around his right leg for support while rubbing his cock against her.

Andy's right hand moved as it had a mind of its own as it cupped her breast and squeezed it gently. It felt warm and firm and heavy as he moved to the nipple and pinched it between his finger and thumb. Andy was never sure afterwards which surprised him more; Carol's moan or the creamy-yellow fluid that sprayed from her nipple and slowly dripped down his chest. "What the fuck?"

"Shhhhh, don't worry, sweetheart. It's known as 'first-milk'. It started last week. It means that my tits are starting to produce milk for the baby. I've already talked to the doctor about it and he said it's unusual for a woman to start this soon but that it's nothing to be concerned about."

"Does it hurt?"

"No, in fact, it feels fantastic."

"What does it taste like?"

"I don't know," Carol whispered seductively. "Why don't you try it and let me know."

Andy quickly scooped Carol up in his arms and laid her on the bed before leaning down and taking a nipple in his mouth. The nipple seemed to become fuller and plumper as he sucked the thick, sweet milk into his mouth and with each suck a pleasurable moan escaped from Carol.

"That feels so good. I can feel it tingling all the way down to my toes and then back up to my pussy"

Hearing this Andy continued sucking until first one and the other tit was dry before slowly descending down her stomach, kissing as he went.

"Mmmmm, that feels so good. I can't believe how horny you're getting me."

Looking up, Andy replied. "Dad told me when we had the 'birds-and-the-bees talk' that there are two types of men when it comes to being with a woman. There are the 'fuckers' and the 'lovers'. The first is only interested in getting himself off and fulfilling his needs while the second one knows that the more pleasure he gives his lover the greater pleasure he'll get in the end. So, tonight I want to be the best 'lover' you've ever had."

"I love the sound of that but you should also know that there are times when I like a fucker in my bed. Sometimes I like to be taken hard and fast. I like to have a man pound his cock into me and use me like a slut."

"I'll keep that in mind," Andy sighed as he returned to kissing her until he came to the patch of hair above her pussy. Gently he blew on it and if by magic Carol's legs opened to expose the cleft between her legs. "Her pussy is beautiful" he thought to himself as he shifted until he was kneeling between her legs. He knew that she wanted him in her as badly as wanted to be there but the lust-triggering aroma drifting from between her legs quickly overcame him and sparked an irresistible need to taste her. Leaning forward he gently spread her pussy lips as he descended towards them.

"Andy, what ... ohhhhhhhhhh ... yeeesssssss."

Just as he had done earlier Andy lightly blew on Carol's aroused pussy causing her to moan louder. Reaching under her he caressed her ass and lifted it upwards as he slowly extended his tongue, slowly inserting it into her causing her sweet juices to flow over it. Once inside he began to move his tongue in and out slowly as he moved from her lower pussy to her hard distend clit.

Carol screamed, "Yesssssss, oh god, yesssss. Eat me. Eat my pussy. Make me cum!"

Andy continued to tongue-fuck her pussy and suck her clit into his mouth, alternately flicking the nerve bundle with his tongue and gently biting it. Sliding his hands up her sides he squeezed her tits and rolled her nipples between his thumb and forefinger causing her to shiver in arousal. Reaching back under her he slid his fingers along her ass crack to spread her pussy juices over them before reaching back up to rub on her nipples as more 'first milk' leaked from them to coat her tits.

"More, lover. Suck my pussy more ... harder. Rub my pussy juices all over my tits. It feels so fucking good. Please don't stop. Make me cum ... please make me cum. I'm getting so close."

Andy sucked her like a man possessed. Pulling her clit into his mouth and licking circles around it before running his tongue up and down the length of her pussy and plunging it deep inside of her.

Carol quivered and squirmed under him as she body responded. Sliding her hands down into his hair and pulling him tight against her as she felt her orgasm getting closer. "Now baby. Now ... I'm going to cum ... gonna cum ... Andy... now ... yessssss ... nnnnNNNOOOWWWWW!!"

Andy quickly reached one hand beneath her and slid two fingers into her pussy. Pumping, licking, pumping, rotating his fingers inside of her as he felt her pussy muscles tighten around them as her orgasm overtook her and she screamed.

Moving quickly he got to his knees and pressed the tip of his hard cock against the opening of her quivering pussy. Leaning over until he was able to whisper in her ear, "I love you, Carol," as he slowly slid past her outer lips and into her pussy. "Soooo hot ... so wet ... oh fucccckkkk," he sighed as he pushed into her with one long, slow stroke until he felt himself imbedded in her.

"Yessssssss," she exhaled as she wrapped her legs around him and pulled him in as deep as she could while her pussy muscles began to rhythmically milk his cock.

Andy immediately began to slowly pump in and out of her as she responded by raising her hips to meet his downward thrusts.

"It's been so long, lover. Mmmmmm, yesssss. Make love to me, Andy. Make me yours. I need you to make love to me and cum deep inside of me. Hold me, take me, possess me, Andy. I'm yours ... now and forever."

"And I'm yours, forever and ever. I love you, Carol. I want to be with you forever and when we can I want to make you my wife."

"Yes, darling. Yesssss, you're so good for me. I feel so safe with you. I never want this to end. Love me, Andy. Fill me. Fulfill me."

Carol's words excited Andy more than he thought possible as he increased his tempo only to feel her matching it stroke for stroke. The sound of the flesh slapping against each other soon filled the room as his cock drove deep inside of her waiting pussy.

"Carol ... you feel ... so good. I can ... feel ... your ... pussy grabbing ... me ... and pulling me ... in. I don't ... know how ... much ... longer I ... can hold ... off. Gonna ... cum ... soon. Gonna ... fill ... your ... pussy with ... my cum!"

"Yes, darling. Cum in my pussy. Fill it with your cum. Let me feel it burning deep inside of me. Pump it into me until it floods me and drips from my pussy. Pump your cock in me deep, sweetie," she pleaded as she lifted her legs and locked them behind his back. "You fill me so good, baby. Your cock feels like it was made to be in me. It fits so perfect I can feel every vein rubbing against the walls of my pussy. Mmmmmm, I'm for you lover ... only for you. You fit so perfect and you're so fucking deep in me. I've never felt any man as deep as you are now. Just keep pumping, lover. I'm gonna cum again too ... real soon."

Andy's tempo increased even more and he plunged in deeper with each stroke until Carol put her hands on Andy's chest to stop him. "Wait, sweetheart," she said as she pulled her legs from around behind him and rolled them over so she was on top. "I want this to be special for both of us but especially for you," she said as she put her hands on his chest and began to slowly raise and lower her hips, impaling herself on his hard cock each time.

Andy watched his cock disappear into the warm, wet confines of her pussy and immediately noticed how her tits were swinging and swaying in front of him. Reaching up he cupped them and squeezed on the nipples.

"Be careful or you're going to get tit milk all over everything," Carol said with smile.

"So, what's wrong with that," he replied as he pulled on the nipples, watching as the milk leaked from them to cover his hands and her tits.

Carol quickly sat up so she could take Andy deeper, driving herself down until she felt his cock pressing against her cervix. All too soon she felt her orgasm start to build deep inside of her again, "So fucking good. I can feel your cock pressing against the back of my pussy. I can feel it pressing against the opening. I gotta slow down, lover, or I'm gonna cum."

Pulling her back down, he looked into her eyes. "Isn't that the idea," he said as he slipped a hand between them and stroked her aroused clit while latching onto a nipple and sucking it into his mouth.

The multiple sensations were more than Carol could withstand as her orgasm overtook her. "Ohhhhhhhh, fuck. Don't stop ... cccuummMMMMMIIIINNGGGGG!!" she screamed as the muscles of her pussy pulled and sucked on Andy's cock. "Suck it. Suck my tits. Drink my milk," she murmured as her body continued to shiver and shake.

Wrapping his arms around her, Andy held her as she spiraled off and fought the desire to release his own orgasm. Slowly, he felt her body relax against him and barely heard her when she whispered, "Doggie."

When Andy didn't respond Carol pulled herself off of him and moved to the side of the bed where she knelt on her hands and knees. "Come here, baby. I want you to fuck me, doggie style. Fill my pussy with your cock and cum deep inside of me. Fuck me hard and deep. I want to feel your cock in me ... crush my clit ... bury your cock all the way in me ... cream inside of me. Don't stop no matter what. I want to feel your cum. Fill me with it until it drips from my pussy."

Andy slid off the bed and stood behind her. He loved the site before him. Carol's ass was sticking up in the air, her pussy lips glistening from her pussy juices and his saliva, her milk-laden tits swaying beneath her as she moved her ass enticingly.

"Don't just stand there ... fuck me. Shove your cock back inside of me and ride me," she jeered.

Grabbing Carol's hips, Andy moved closer and watched as he shoved his cock into Carol's depths. "MMMMMmmmmmmm, you're so fucking hot."

"Yessssssss, fuck me. Fuck my pussy. Make me yours. I can't wait any more. I need to feel you fucking me hard. Use me like a fucking slut. Make me your mommy-slut like I've dreamed about," Carol whimpered.

Andy was shaking as he pulled back, "Gonna fill your hot pussy with me hard cock. Gonna make you mine and fill you. Gonna cum deep inside of your pussy," he stammered as he slammed forward burying his cock deep inside of her.