Billy Turns Tables on Step Sister Ch. 03

The restaurant was boisterous and noisy, but Billy could hear his father John's stare above the noise of place. To say that John was angry with his decision to enroll in SUNY New Paltz for electrical engineering was an understatement. He had long ago been accepted to UT at Austin, and this last minute change had enraged the old man.

"How very convenient for Emily and Carla," snapped John.

"What is that supposed to mean? You gave Emily the house. What difference does it make if I live there too? It's actually convenient for me, and we'll save money on room and board with me commuting from the mountain house. Hell, with Carla going there too, we can even save money on commutation expenses. I don't understand why you're so freaking angry."

"No? I was only married to that bitch for a few years, and you choose to live with her over me? And you can't understand why I'm angry?"

"YOU were the one that left, dad. You were never around, running all over with that secretary of yours. Come on. You didn't want me around. If she was still with you, we wouldn't be having this conversation."

"That's bullshit, Billy."

"Really? I didn't see you for two weeks after you left. You called me...what...two times to see how I was doing? What do you think I thought about that? How do you think I felt? And there was Emily, standing by my side. She isn't a bitch. She's a nice lady. Carla and I are really tight too. I think you're forgetting something. You left me too, Dad."

"Well, I needed to get away from Emily for a while. I knew you would be okay there for a short time."

"Short time? Come on, Dad. It wasn't until Sarah dumped you that you called to ask me when I was coming back down to the city to live with you. You didn't want me around while she was there. Truthfully, I get it Dad. Sarah is a hot young thing, and you were...let's say...enjoying yourself a hell of a lot. Me being around was going to be a problem for you. I'm okay with it. But please don't make it out to be my fault. As far as school, I could do worse than New Paltz. I love it up there too. So please, just let it go."

John sighed and resigned himself to the fact that he wasn't going to change Billy's mind. They finished their dinner, and Billy gave his dad a hug outside the restaurant before hopping into his car for the drive back upstate. His dad watched him pull away from the curb, and started walking up Columbus Avenue toward his apartment.

******

Billy walked into the house and found Emily sitting on the couch watching one of the Twilight movies on television. He ambled over and gave her a quick kiss on the lips.

"Hi Mom," he said.

"Hi. How did it go, Billy?"

"About as well as can be expected, I guess. He's pissed, but he'll get over it."

"Good. I don't want you fighting with your father."

Billy looked at the television and rolled his eyes. "You're watching this again," he asked.

Emily gave him a crooked grin and bit her lip. "I know. It's horrible, but I can't help myself. If I'm flipping through the channels and I see it, I just have to watch. And Billy, you know what watching it does to me, don't you," she said. He grin had changed now into a leer.

"Yes I do, Mom," Billy replied as he leaned forward and kissed her lips gently.

"You've been fucking me for months, Billy. Don't you think you should start calling me Emily?"

Billy reached under her blouse, happy to find her braless. He took one of her tits in his hand, gently pinching and pulling on the nipple. "But I like calling you Mom," he replied. He leaned in and kissed her again, biting her bottom lip as he did so.

"Mmmmm. I was thinking about you while you were gone, Billy. I was thinking about your big, stiff cock fucking me."

Billy continued to fondle and kiss his mother. He grabbed Emily's hand and rested it on the front of his shorts. She could feel his huge cock already fully erect, and she let out a little grunt. Since the first time Billy had fucked her, Emily was his. She had virtually no control over herself when it came to him. Her desire was overwhelming, and rather than dissipating over time, it had become more so.

Emily broke the kiss and pulled her blouse up over her head, revealing her full set of tits to her stepson. Billy pushed her onto her back and brought his face down to her tits. He alternated between them, kissing, licking, biting and pinching. Emily cooed and groaned and squirmed under him, enjoying it but intent on feeling him filling her insides with his cock. He got onto his knees and pulled off her shorts and panties in one motion, then buried his face into her drippy cunt.

Emily moaned with pleasure, looking down at her son as he licked and sucked her pussy. She was enjoying it, but there were times, like now, when his cock inside her was the only thing that would satisfy her.

"Billy....I really need you to fuck me honey."

Billy looked up at her and smiled. "Do you not like, this, Mom?"

"I love it Billy, but I need you to fuck me right now. I've been thinking about it all day. Please, don't tease me honey. Just fuck me with that big cock of yours, Billy."

Billy got up onto his knees and looked Emily in the eye. She loved when he got serious like this.

"You know what the difference between a whore and a slut is, Mom? A whore gets paid for getting fucked. A slut just needs to be fucked. You...are a slut Mom, aren't you," Billy asked as he removed his cock from his shorts and rubbed it all over Emily's cunt.

"Fuck, yes Billy. I am a slut. I am your slut, baby. Fuck your slut, honey. She needs it so fucking bad right now. Please honey."

Billy smiled with satisfaction. He used the fingers of his left hand to pull the lips of Emily's cunt apart, and used his other hand to guide his cock into her. Emily tossed her head back and let out a huge moan as Billy slid deep inside her. He watched his cock disappear into her, as he often did. He loved listening to her as her filled her deeper and deeper. Once fully inside her, Billy started to fuck her hard and deep. He knew Emily. When she was in this kind of mood, there was nothing else she wanted more than a good hard fucking.

Emily dug her nails into Billy's ass as he plowed into her. She was so close to cumming, but was trying to hold off until Billy was ready himself. She failed, wrapping her arms around Billy's muscular back as her first orgasm hit her. Billy didn't slow down at all, keeping up his rhythm as she came.

After a few more minutes, Billy suddenly got more serious. He grabbed Emily by the hair and kissed her hard, and his strokes were longer, deeper, and harder than before. Billy groaned into her mouth as his body tensed up and he started cumming. The feel of his seed filling her insides pushed Emily over the edge again, and she bucked and moaned and grabbed at her son.

When they had cooled down a bit, Billy sat down at one end of the couch and Emily snuggled up next to him, her back against his side and her legs stretched out down the couch. Billy had one arm around her, cradling her tits as he nuzzled her neck.

They were watching television when Carla came in. She had gone to the movies with her friend Janey, and then had a bite to eat. She looked at her naked brother and mother on the couch together and rolled her eyes.

"You two are unbelievable," she teased. "Good thing I didn't invite Janey back here. That would have made for quite a scandal."

She walked over to the couch and gave her mom a peck on the cheek, and then gave Billy a deep, lingering kiss. "I hope you saved some for me," she said. "I'm a little jealous and want mine too, brother."

"I'm always here for you sis," replied Billy.

Carla got up from the couch and stretched. "You kids have fun. I'm heading off to bed." She leaned over and gave Billy a deep, wet kiss. "Goodnight, honey. Thank you," she said and smiled. She kissed Carla on the cheek, and headed off into her bedroom.

Carla sat on Billy's lap and necked with him for a while. The kissing had reinvigorated Billy, and Carla could feel his stiff cock under her shapely ass.

"Let's go into the bedroom, Billy. I want to taste you."

Not one to pass up an invitation like that, Billy stood up, lifting his sister and carrying her into the bedroom. He put her down on her feet, and Carla pushed him back against a wall. She dropped to her knees in front of him and started kissing and licking his cock. She loved Billy's cock. Her only wish was that she could take more of it into her mouth. His cock was huge, and her mouth wasn't. That being said, she certainly did fine with it.

Carla used both hands to stroke Billy as she used her mouth on the head. She sucked and slurped and licked it as she pumped him. She could see a look of ecstasy on his face, and it thrilled her. Carla adored pleasing her brother in every way. She couldn't help it. She would do anything he asked of her. Anything.

Carla moaned when Billy grunted and filled her mouth with his cum.

"Don't swallow yet, Sis. Show me," commanded Billy.

Carla looked up at him and opened her mouth wide, careful not to let any of his cum drip out. She lifted up her tongue, and Billy could see it covered in his creamy white seed.

He smiled at Carla. "Good girl. Go ahead and swallow now, Carla."

Carla looked into his eyes as she dramatically swallowed his cum.

"You really are as much of a slut as your mother is," Billy chided.

"You say that like it's a bad thing, Billy."

"It is not at all a bad thing, Sis. It's a very good thing."

"Good. Because I fucking love being your slut. Love it. I live for it, Billy.

Carla stripped down naked and jumped into the queen bed in the room. A month ago, they had removed two of the four twin sized beds and added the queen. Carla and Billy frequently shared a bed, or at least they did on the nights that Billy didn't sleep with Emily.

Billy joined Carla and the two started kissing and touching each other. By now, Carla needed to feel Billy inside her pussy, and she made that clear to him. She turned her back to him and pressed her ass into his side. Billy rolled over and came up behind her. Carla lifted her top leg, giving Billy access to her cunt. He rubbed his cock on her, finding the entrance and slowly filling his sister with his meat. He reached around and grabbed her tits as her fucked her.

Carla fucked him back, moving in perfect time with his rhythm. Her brother owned her body, and that made her insanely happy. Billy kissed and nibbled her neck as they fucked, and before long Billy filled his sister with his cum. He wrapped his arms around Carla and pulled her in tight, and they fell asleep like that, with his softening cock still inside her.

*******

Over time, Billy had come to realize that these two beautiful women would do anything for him. One might think that Billy would be satisfied with things as they were. After all, he had two insanely hot women as his service whenever he wanted. But he was eighteen, and there was still much for him to experience in life. One night, Emily had confided in him that she had engaged in a lesbian affair when she was younger. The thought intrigued him, and he began to fantasize about Carla and Emily together.

He had made up his mind that he would try to make that a reality. Most of the time, Billy would have sex with either Carla or Emily. Once in a while, the three of them would fuck together, but the women had never touched each other during those times. Billy aimed to change that.

One evening, Billy was lying in bed with Carla. They had just completed a marathon sex session, and Carla was spent and clinging onto Billy, purring and cooing at him. He looked down at her and smiled.

"Hey Sis. Can I ask you something?"

Carla raised her head and looked up at him questioningly.

"Have you ever thought about being with a woman? I mean, would you ever do such a thing?"

"You are such a typical male, Billy."

"Maybe so. But you didn't answer the question."

"I've thought about it, okay? Let's just say it's on my bucket list."

"So how about we check that off for you?"

She looked at him with a bit of suspicion. "I'm assuming you have someone in mind?"

"C'mon Sis. You know who I'm talking about. We've all been in bed together enough. Can you really tell me that you didn't at least think about it?"

"Billy...she's my MOM!"

"I know. It kind of turns me on even more. And you two look so much alike. Are you really going to tell me that you've never once had the urge to at least touch her while the three of us were all tangled up naked?"

Carla sighed. "Okay, yes. The thought has crossed my mind." Carla was still pressed against Billy, and she could feel his cock rising rapidly as they talked. She reached between them and wrapped her hand around it. "The thought seems to be having an effect on you Billy."

"It's fucking hot, Sis."

Carla was slowly stroking Billy's cock. "Damn you, little brother. Are you really going to make me eat Mom's pussy?"

"I am," Billy replied. "And you're going to like it."

Carla moaned and got up and mounted Billy, letting out a huge breath as his cock filled her insides. "Okay, Billy. For you. I'll do it for you. Now just hush up and fuck me."

*******

Emily was bent over the island in the kitchen, moaning with pleasure as Billy pounded into her from behind. He reached forward and grabbed Emily by the hair, pulling her head back near his. He bit her earlobe and rubbed his unshaven face across her cheek. Emily loved it when Billy played rough with her, and he was playing rough now.

"Mmmmm, Billy. What's gotten into you today," Emily breathlessly asked.

"I decided something today. I decided that I'm going to watch you eat Carla's cunt while I fuck you from behind."

"What?" Emily turned her head to look at him. "Billy!"

Billy yanked her head back by the hair with one hand and twisted one of her nipples with the other. "I need to watch that, Mom. I need to watch you and Carla fuck each other. I WILL watch it mom."

"Billy...I can't. How can you ask me to do that?"

Billy pulled his cock out of Emily.

"Dammit Billy. Don't stop now."

"You know, Carla has already agreed, Mom. You've been with a woman. What's the big deal? Are you afraid you'll like it?"

"I know I'll like it Billy. That isn't the point," Emily said, turning around to face him. "She's my daughter. I...she's my daughter!"

"I know," said Billy. "That makes it even hotter."

"You can be a real bastard, Billy. I can't deny you, and you damned well know it. I'll do whatever you want, Billy. Okay? Can you please just fuck me now?"

Billy broke into a huge grin and lifted Emily up and onto his cock the same way he had the first time he had fucked her. She closed her eyes and clung to him as he raised and lowered her in a steady rhythm, essentially masturbating with her cunt instead of his hand. Emily came twice before Billy grunted and unloaded into her hungry cunt. He didn't stop until he had drained every drop inside her.

*******

The next evening, the three of them were naked in the big bed in Emily's room. The sexual tension in the air was electric, as they each knew tonight would be the night. Billy was sitting on the edge of the bed, and the women were sitting on either side of him pawing and nibbling at him. They each had a hold of his cock and were stroking it in unison.

"I want to see the two of you kiss," Billy commanded.

The women paused for a moment before moving towards each other in front of Billy. They were very tentative at first, giving each other soft little gentle kisses before Carla boldly held her mother in place and probed her mouth with her tongue. The women continued to stroke Billy's huge cock as they kissed. The more they kissed, the more they seemed to enjoy it. Billy was so turned on that he came for the first time, causing both Emily and Carla to giggle. Carla brought her cum covered hand up to her mouth and licked some off, then offered her hand to Emily. Emily licked the rest off and then leaned in and kissed Carla some more.

What had started as something to please Billy had now evolved into something the women were very much enjoying. Billy sat back and watched the women kiss and fondle each other with delight. He thought it might be the hottest thing he had ever seen.

"Move up on the bed and lay back on the pillows," Emily said to Carla. "If we're going to do this, it's time to do it."

Carla squirmed up the bed and lay there looking down at her mother. Carla was breathing very deeply and trying to stay calm as Emily covered her pussy with her mouth. Carla gazed into Billy's eyes as her mother started to lap at her clit. "Fuck," she whispered. She closed her eyes and let the feelings carry her away.

Billy decided that it was time to participate as he watched. He got behind Emily and lifted her ass in the air. She parted her legs enough for him to move in and fuck her. Emily gasped into Carla's cunt when she felt Billy fill her insides with his cock. Carla alternated between looking at her mother's face buried in her pussy and watching Billy fuck her with a slow steady beat. Before long, Carla gasped and came, bucking up against her mother's face. Emily didn't stop. She continued licking and sucking Carl's cunt, thinking how much her daughter tasted like she did. Billy didn't last much longer, filling Emily with another load of his seed. Emily made Carla cum again and then rolled off onto her back.

"My turn now, Carla. Come lick Billy's cum out of my pussy, honey."

Carla was literally shaking, but she did as her mother asked. She used her fingers to pull the lips of Emily's pussy open, and watched as some of Billy's cum oozed out of her. She leaned forward and lapped at it, causing Emily to ooh and ahhh with pleasure. Wanting more, Carla probed deeper with her tongue, lapping at Emily's insides and making her squirm on the bed. When she was satisfied she had eaten all there was to eat, Carla slipped a couple fingers into her mother and started kissing her clit.

Having never done this before, Carla tried to emulate what she most enjoyed Billy doing to her. She must have been doing it right, because before long Emily exploded into an orgasm. This gave Carla some confidence and a feeling of empowerment, and she boldly went on, bring her mother to orgasm several more times. The three of them spent most of the night engaged in one act or another, finally passing out shortly before dawn.

Carla winced as the sunlight covered her face as she lay in bed the next morning. She got up to pee, then quietly came back to bed. Billy stirred and looked over at her. Carla curled up onto his chest, looking up into his eyes.

"Thank you, Billy," she said. "Thank you so much."

Billy pulled his sister in close and smiled as Emily cuddled up on the other side of him. If life could get better than this, Billy thought, he couldn't imagine how.