Carl, meet Joan Pt. 05

"Yes?"

"I meant what I said about taking care of Joan, you know."

"Yes, Bets, I think I know that. And I meant what I said, I'm planning to take good care of her."

Joan gave me a "you better explain that later" look.

"Joan, dear, I also meant what I said about Carl. You look after him, too."

"I will, Mom, even if you don't tell me to! Good night, Mom, I love you!"

"I love you, too, sweetheart. Remember, I'm a light sleeper!"

Joan and I headed into her bedroom. As soon as the door was shut, Joan had me in her arms and kissed me.

"OK, spill it, what did she tell you?" she wanted to know.

"Basically she said that she thinks that we go well together, and that I need to help protect you, and take care of you, too."

"What else?"

"I told her that I am head-over-heels about you. Actually, I was talking about us, and she was just smiling at me, and I finally asked her what, and I think her words were 'You are totally smitten with her, aren't you?'"

"And?"

"Oh hell yes, I am!"

We got ourselves undressed. Joan was still wearing her bra and panties and headed into the bathroom. I stripped down to my boxers and awaited my turn. She came back into the bedroom completely nude.

"You stun me every time!" I said, trying to decide whether to watch her tits sway or to get behind her and watch her ass twitch as she walked.

"You," she said to me quietly as she got close to me, "are a horny goat!"

"I'm not denying that, but it does not negate that you stun me every time - especially when you are walking around in your birthday suit!"

"Go get ready for bed!" she said to me.

I headed into the bathroom to pee and brush my teeth. When I walked back into the bedroom still wearing my boxers, she gave me a pout.

"Hey, where's my show? I gave you one!"

"I thought it would help us behave," I said to her.

"To hell with that! Drop those shorts and get your cute ass over here!"

I dropped the boxers and crawled into bed.

"You need a reward for being the best boyfriend on the planet - probably in the whole galaxy!"

"But, your light-sleeping mother is right through the door!"

"I know, so you need to keep quiet!"

She pushed me on my back and started to kiss her way down my torso. She took my cock in her mouth and I felt her tongue running around the head of my cock. It was all I could do to keep from moaning loudly as she used her hands to stroke me at the same time.

After a few minutes of this, I pulled Joan's shoulders.

"You want me to stop?" she asked, letting me slip from her mouth.

"No, no, I just want an adjustment!" I replied.

I maneuvered us into a side-by-side 69 position and took her cock into my mouth. She responded my taking me into her mouth, too. I wrapped my arms around her and grabbed her ass as my head bobbed on her dick. I let a finger wander over the cleft between her cheeks and down over her butthole. I pushed against her opening and she moaned with my cock in her mouth.

As our passion grew, her finger also found my back door and we mutually sucked and finger fucked each others bums. As her finger pushed on my prostate, I lost it and shot my cum in her mouth, with a loud groan. Joan swallowed with an audible gulp, and I let my head fall back and enjoyed the relief of the orgasm.

After a bit, I looked at her stiff cock in front of me and started to stroke it again.

"Now, it's your turn, m'lady!"

I again took her into my mouth and stroked her balls and pushed a finger back into her ass. She began to rock her hips into my face especially with the thrust of my finger into her beautiful bum.

As the pace increased, so did her breathing and I knew that she was close.

"Oh Carl, I'm gonna cum! Oh baby, you're making me cum! I'm cumming!"

Her hips pushed into me and her cock spewed a stream of warm cum in my mouth. I wrapped my arms around her and pulled her into my face, savoring the taste and texture and the thrusting hips. As her orgasm subsided, I caressed her buns and her balls and I licked and sucked on her softening cock, gathering every drop.

"Come here, lover!" she said to me.

I crawled up to her and we met in a sloppy cum slathered kiss. She moved on top of me, and our soft cocks leaked out the last dribbles of semen on each other.

"I love how kinky you are, tasting your own cum!" she said to me.

"I learned it from you!" I said back to her. "I love you so much!"

She looked down at me with an enormous smile on her face. "Oh, Carl, I love you so much more!"

We kissed a bit more, and settled into the bed. She pulled the sheet up and over us as we fell asleep.

At some point in the night, I sensed light and movement in the room. I woke with a start and half sat up.

"Carl, it's just me, Betsy! I'm sorry, but I needed to go to the bathroom!"

She had just turned off the light in the bathroom.

"Oh, OK. I'm not used to people moving around!" I whispered back to her.

I realized that my arm was draped over Joan, but the sheet was down around our waist, so if Betsy had just turned off the light, she probably was aware that, at least from the waist up, we were both naked.

"Good night, again!" Betsy said as she left for the living room again.

"Good night, Bets!"

I fell asleep again and when I awoke again it was to Joan coming back to bed.

"Hey, morning!" she said, kissing my cheek.

"Hey sexy lady!"

"I'm going to get dressed and start some breakfast. I think Mom would probably like it if you got dressed and let her have the bedroom so she can change, too, OK?"

"Yeah, sure. I'll go wash my face and brush my teeth after last night, though?"

I quickly did and put on some sweat pants and a t-shirt and headed to the kitchen to see if I could help.

"Morning, Bets!" I said when I entered and saw Betsy sitting at the table sipping her coffee. "The room is free if you want to go change."

"After my coffee, thank you. And again, sorry to wake you last night!" she replied.

"Last night?" Joan asked.

"Yes," Betsy replied, "I needed to use the bathroom, and when I came out I guess he heard me and woke up."

"You gave me a bit of a start, but it was fine."

Betsy excused herself to go change, and Joan and I finished putting breakfast together and on the table. We had a nice breakfast and Betsy finished packing up her things to go home. We walked her down to her car, I got the suitcase down the building's front stairs and into her car.

"Carl, it was wonderful to meet you. I can see why Joan is so enamored with you, and I can see how you care for her. Joan, I couldn't be happier for you. Now that being said, you kids deserve some kind of punishment, though, for being naughty and disobeying your mother last night, but I do think that you both enjoyed yourselves!"

Joan and I looked at each other, and then back at her mother. I think we both thought about protesting, but we knew we'd been caught.

"Sorry, mom," Joan said. "He wanted to postpone, but I was just too, well, too, excited, I guess."

Betsy kissed her daughter's cheek.

"I remember being young and horny, too, dear. It's just a bit much for a mother to have to listen to! I love you dear, and Carl, since she loves you, I love you, too! You two be as good to one another as you are good for one another!"

With that she got in her car and drove away. I put my arm around Joan as we walked back to her apartment.

We cleaned up, taking sheets off of the sofa bed and getting things washed. I had clothes that needed washing if I was not planning to go back to my place.

As things got settled a bit, I sat on the couch, and Joan snuggled up next to me.

"She likes you, and that's a good thing. I guess we got a little carried away with being vocal last night!"

"We got vocal?" I asked, "You were the one being loud!"

"I know, I couldn't help it. I love it when you suck me off that way!"

I leaned in and kissed her.

"I love doing it for you - and for me!"

She kissed me hard.

"I love you so much!" she said.

"Joanie, I've never felt about anyone like I do about you. I don't even want to imagine life without 'us' being at the center."

We kissed and snuggled on the couch and both drifted off. It had been a stressful few days that had worked out better than either of us dreamed.