A.C. Delaney stared up at the tree that had been the bane of his teenage years. Not many blocks in this part of Brooklyn had trees like this, so a lot of activities had circulated around it. It was home base for playing hide and seek. It was the place you all hung out under on a hot summer day. Most importantly, it was the site of "the dare". Ten years ago at the age of twelve, that had been the focus of the most terrifying moment of his young life. That was the day he'd completed one of the neighborhood rites of passage and had climbed to the top of the old oak tree.

Funny, the tree didn't seem so imposing now. Then again, the last decade had seen him go from a skinny 110 pound teenager to a six foot 190 pound adult. He'd discovered a passion for baseball in high school and long hours practicing with his father had transformed him into a starting first baseman both in high school then later at State.

Sports had only been a means to an end however, a way out of the old neighborhood. The degree in business he'd earned last year had been his highest priority. For a while it looked like it was going to be a hard decision turning down the offer to turn pro, but a leg injury his senior year took that decision out of his hands. In a way he was glad that fate had intervened, it meant he'd never have to look back with regret.

A group of teenagers were playing stickball, using the manhole covers as bases. It seemed like a hundred years since he'd played that game.

"Hey mister, the ball!" one of the kids yelled as the rubber ball bounced in front of him.

In a quick motion he caught the ball on the first hop and tossed it back to the batter. The action had been instinctive. A smile came to his lips as he thought some things you never forgot.

Watching the game for another ten minutes, A.C. was glad he decided to spend an extra day here. After he came home for his father's funeral over a year ago, he decided that there was never going to be a reason to again walk these streets. But Arthur Charles Delaney Sr. had been buried over sixteen months before and it was only now that the lawyers had finally settled his estate. He'd come all the way up from Florida just to close on the sale of his family's house. He could've just left it all to the lawyers, but he felt it was something he owed to his dad to see done personally.

The block held so many memories. His own house was down on the corner. On the other end of the block was Jerry Burke's house. He and Jerry had gone off to State together. A grin filled his face as he looked at a second floor window across the street from the tree and remembered when it was Jenny Burke's bedroom.

How long ago was that night he and Josh Austin were using Josh's new telescope to look at the moon. They accidentally turned it right into Jenny's room - just when she was getting dressed for bed. They couldn't have been more than 13 or 14 at the time. Jenny had been one of the first neighborhood girls to develop breasts and that had been the first time A.C. had seen a topless girl in anything other than a magazine. He laughed softly as he remembered how angry Josh had been cause he waited so long to give him a turn that Josh only got a brief glimpse.

A few years later A.C. got repeated opportunities to examine those breasts more closely. He dated Jenny all through high school as his own body developed into that of an athlete. She was the first girl who ever gave him a blow job and on the night of the senior prom they traded cherries. Things went downhill between them after that when they went to separate school. Last he heard, she was married and already had two kids.

Thinking of Jenny made him think of her older sister Karen, or as most of the boys thought of her "Kleenex Karen." Two years older than Jenny, she was nowhere near as developed as her little sister. In fact, she really never passed an A cup. Talk about mixed genes.

Anyway, Karen's solution was to stuff an oversized bra with tissues. Not the most original of solutions but one that was time honored. The problem was that she wasn't satisfied with just giving herself a slight improvement. No, she had to be as well endowed as Jenny. It became a big joke among everyone in school as she always denied it. Finally someone decided to settle the matter.

One day during her senior year Sally Johnson bumped into her and stuck a inch and a half straight pin into her left breast. By the time the afternoon bell rang, almost everyone in school had heard about it. Jenny had told him that when Karen found the pin that night she was furious, but she'd never mentioned it to anyone else. She just went on as she was and made believe that it had never happened. Rather than go to college, Karen had used her savings to get a boob job and now worked as a receptionist somewhere in the city.

"I should get something to eat." A.C. said to himself as he realized that he'd skipped both breakfast and lunch. "Might as well make the day complete and have dinner up at Mario's"

Mario's was the diner on the corner. Calling it a diner used to be a charity when A.C. was younger. The food sometimes bordered on the inedible. But it was a neighborhood classic and had been there since his father had been a teenager. Generations had brought their dates there after the movies or some other activity. That, A.C. knew, was due more to the big dark booths in the back of the restaurant than the dinner fare.

"Who am I to argue with tradition." he finally concluded as he began to walk up the block.

It came as a surprise to find that the diner was closed. He couldn't ever remember a day it hadn't been open. In fact, it look like it hadn't been opened in months. Then he noticed a small notice in the window. It looked to be well worn but he could still make out the words Department of Health.

"Why am I not surprised." the sandy haired young man chuckled. "I hope the deli over on 13th is still open."

"You weren't really planning to have dinner there were you?" asked a female voice from behind A.C.

The voice was very familiar and A.C. turned with a smile on his face.

"Hi Mrs. Austin." he grinned.

The woman in front of him was in her mid 40's, about 5'7" and weighed in at 152 lbs. Very attractive for her age, she had dirty blonde hair cut short and carefully styled. A full figured woman, her weight was pretty evenly distributed across her body as to give her a full bodied figure. The most striking feature of which was a set of 38D breasts.

"Hi Mrs. Austin..." the short blonde haired woman repeated. "That's the way you say hello? Is that what they taught you up in that fancy school?"

With that, A.C. practically picked up the smaller woman and gave her a hug and affectionate kiss on the cheek.

"That's better." Mary Austin said. "And what's with this Mrs. Austin crap. You're an adult now, you can call me Mary."

"Okay Mary." A.C. said, feeling very strange to have her first name come from his lips after a lifetime of referring to her as Mrs. Austin.

"My, you have filled out." the 45 year old noted as she took a good look at her son's friend. "And I know you didn't get that way eating at places like this."

"Well, I was hungry and..."

"And you couldn't take five minutes to stop by the house." Mary interrupted.

A.C. considered lying for a moment, saying that he'd rang the bell but got no answer. After all, she had obviously been out shopping and hadn't been home. Then he thought better of the idea. Mary had known him since he was 6 years old and always knew when he'd been lying.

"I'm sorry..." he said.

"And well you should be, I know your father raised you better than that." Mary replied.

"Can I make it up to you with dinner?" A.C. said, displaying the charm that worked his way into dozens of beds back in college.

"Only if I make it." Mary answered, ignoring his obvious charm. "What would Josh say if I let you go without bringing you home for dinner. I know he'd love to see you."

"OK, you win." A.C. surrendered. Actually the idea of seeing Josh again seemed like a pretty good idea. In fact, just seeing Mrs. Austin again made him feel pretty good.

"That's settled then." Mary grinned triumphantly. "Now make yourself useful and take some of these packages."

"Yes Ma'am ... err Mary." he quickly corrected himself as he picked up the two largest bundles.

Half an hour later, sitting at the kitchen table of the Austin Household, A.C. could honestly say he was enjoying myself. How many dinners had he had at this very table. Mary Austin had been like a second mother to him. He probably spent more time in this house as a child than his own. Lost in thought he didn't hear the phone ring at first.

"Could you answer that, A.C.?" Mary asked as she stirred a boiling pot.

"Sure." A.C. said as he got to his feet and reached for the wall phone.

"Josh!" A.C. said excitedly as he recognized the voice on the phone, "How are you?"

It took Josh Austin a few moments to realize who he was talking to, then his voice became just as excited.

"What are you doing there?" his old friend asked.

A.C. explained why he'd come back to New York and how he'd run into Josh's mother.

"Your Mom invited me to have dinner," he said. "Actually it was more like a command." he laughed.

"That's my Mom." Josh laughed back.

"So when you gonna be home, pal?" A.C. asked. "Your Mom's making enough food to put another ten pounds on me."

"Shit, this timing sucks." Josh lamented. "I'm stuck at work, we have to redo a magazine layout from scratch. I'm gonna be here all night."

"Damn, that does suck." A.C. agreed. "I was really hoping to catch up a little."

"Better let me talk to my Mom so I can explain it."

"OK buddy." he replied as he handed off the phone.

The conversion between Josh and Mary was brief. She listened for a few minutes and then simply said. "All right honey, take care of business and I'll see you in the morning."

"Well looks like it's just you and me kid." Mary said as she hung up the phone.

"What about Dawn Marie?" A.C. asked.

"Dawn Marie moved out and in with her boyfriend the day after she turned 18." Mary said in a tone that said that it wasn't a subject for discussion.

"Two it is." A.C. said as he opened a cabinet and took out table settings for two.

As he laid out the dishes and utensils, A.C. looked into the living room to see if the pictures of a younger Dawn Marie were still on the wall. They were. Whatever had happened between her and her mother hadn't gone that far.

Dawn Marie Austin had been another of those early bloomers. By the time she was 14 she'd put Jenny Burke to shame. By the time she was 16 she'd lost her virginity in a big way. Every guy in the neighborhood was trying to get into her pants and more than a few succeeded. If A.C. was totally honest with himself, he admitted that if he was younger and Dawn wasn't Josh's sister - he'd want to fuck her too.

"Dinner's served." Mary said as she carried two full dishes to the table.

The meal was as good as A.C. remembered meals at the Austins to be. It was only the absence of familiar faces from around the table that made him a little sad.

"Something the matter?" Mary asked as she noticed the look on his face.

"I was just thinking that I'm sorry I wasn't able to be here when Mr. Austin ... I mean."

"That's all right A.C.," Mary said in an understanding tone. "We all knew how hard it was on you when your own Dad died. No one wanted to see you go thought all that again so soon."

"Still, maybe I should've..."

"I'm not going to hear anymore of that, Arthur!" Mary said in a strong tone. The fact that she called him Arthur instead of A.C. produced a more serious reaction than the tone.

A.C. closed his mouth without finishing the sentence.

"Besides, you did send that beautiful letter saying how much the time you spent in this house still meant to you. I really loved that letter, it made me think of much happier days."

"It wasn't enough, just words." said A.C.

"Sometimes just words can mean a great deal. I saved that letter you know, I keep it in my night table. I've read it many times." The rest of the conversation was confined to more mundane topics. How did he like where he lived. Was he seeing anyone? Why not? "That was a great meal, better than I've had in a long time." A.C. said as he put down his fork for the last time. "I couldn't eat another bite."

"Well it's nice to hear someone say that for a change." Mary beamed.

A.C. remembered that Josh wasn't known for noticing the little things his mother did for him. Things like cooking his meals, cleaning his clothes, cleaning his room and basically being there whenever he came up short of cash. Which in Josh's case happened quite often.

"I really hate to eat and run, but I still have to get a motel room for the night." A.C. apologized. "My flight doesn't get take off until tomorrow afternoon and I don't have a place to sleep."

"Motel room indeed, not when I have two empty bedrooms upstairs." Mary cut him off. "Now you go out to that rental car of yours and get your bag. You can use Josh's room and hopefully he'll be home in time for the two of you to have breakfast together."

Sixteen years of dealing with Mrs. Austin told him this was another argument he was going to lose. All things considered, a comfortable bed and the prospect of one of Mary's breakfasts didn't seem like a bad consolation prize. He thanked her and went out to get his bag. "You know where the room is." Mary called out from the kitchen as he came back into the house. "Unpack your stuff while I put these dishes in the washer." Josh's room was immaculate, something which surprised A.C. They'd gone away together once his first year in college and by the time the week was over, Josh's half of the room looked like a flop house. If he ever decided to marry that girlfriend he was always mentioning in his letters, he was in for a big awakening. A.C. was sure she wasn't the type to pick up after him like his Mom.

"Hmm, I wonder." A.C. said as he slid the top draw of Josh's desk all the way out and looked at the small space beneath it.

Hidden there were copies of Hustler, High Society and Playboy. Some things never changed he thought as he laughed. That was a great advantage of having his own apartment, he didn't have to hide such things if he wanted them.

A.C. took the time to change into a comfortable pair of shorts and a T-shirt. No sense sitting around the rest of the night in a shirt and tie. "It's going to be a hot night." Mary said as he walked back into the kitchen. "There's a good movie on HBO and I've already turned up the air conditioner so we can relax and enjoy it."

"Sounds great." A.C. said. "Any popcorn?" he asked, remembering all the movie nights they'd shared over the years.

"Of course, what would a movie be without it." Mary said as she held up a microwave popcorn bag.

Back when they were kids they'd took turns making Jiffy-Pop Popcorn on the range top. Oh well, the price of progress.

They watched the end of some silly comedy and chatted some more. A.C. was really enjoying himself. This was what he missed in his life, just having someone to talk to. "I'm going to get some wine before the movie starts." Mary said as she got up, "Can I get you anything?"

"Wine would be fine." A.C. said, remembering the tongue lashing the first time Mary had caught Josh and him after they'd had a few cans of beer. He guessed he really was an adult after all.

Mary came back fifteen minutes later with a bottle of wine and two glasses. She'd also taken the opportunity to change into a more comfortable outfit. She had discarded the dress she'd been wearing and now wore a oversized T-shirt which stretched down to just above her knees. In the cool air conditioned environment her thick nipples were clearly evident beneath the thin material. Taking a seat next to Mary on the couch, A.C. kept sneaking peaks at those erect nipples. Unbidden, the memories of the night he had gotten a very good look at the bountiful breasts beneath filled his mind.

It was July 7th, 1990, a night he would always remember. Josh, Jerry Burke and he were camping out in the backyard of Josh's house. Close to midnight, nature called and A.C. went back in the house to answer.

The first floor bathroom was being fixed so he had to use the one up on the second floor. Once he got up there, he heard sounds he couldn't identify coming from Dawn's room. Curious, since Josh had told him his little sister was spending the week at their grandmother's, A.C. quietly walked down the hall.

It wasn't until he got to the door of her room that he realized that the noise was coming from the open door next to Dawn's. Silently, the 16 year old inched along the door and peeked in from the dark corridor.

The lights in the room were off but there was more than enough illumination from the streetlights outside for A.C. to get the surprise of his young life. Mr. Austin was laying on the bed, his hands interlocked behind his head. He was totally naked and for the first time, A.C. saw an adult erect cock.

Not that this milestone ever entered his mind. Because at that moment, Jim Austin's cock was buried in the mouth of his equally naked wife. A.C. stood mesmerized as he watched Mary Austin's head bob up and down as she performed a sexual act he had only heard the older guys make jokes about. Bouncing, as she moved, were breasts larger than the boy had seen in the Playboy magazines his older brother sometimes let him borrow.

"Shit!" A.C. said under his breath as he carefully retraced his steps, fearful that they would hear him. His young heart had been racing like a trip hammer and even his breathing seemed exceptionally loud.

The temptation to remain almost overrode his fear of discovery, but good sense finally prevailed. As he tip toed back towards the bathroom, A.C. realized that he had a first class hard-on. He'd have to do something about that before he went back to his friends. The last thing he ever wanted them to think was that he got that erection from laying next to one of them.

Sitting in the bathroom with his pants down around his ankles, A.C. began to gently stroke his cock. Fully erect it wasn't anywhere as large as Mr. Austin's, but then again he still had a lot of growing to do.

Gently, slowly, he ran his hand up and down his full six inches. It felt so good. Closing his eyes he imaged what it would be like if he could change places with Jim Austin. What would it be like to have a woman suck his cock.

A.C. began to pump furiously as he imagined Mary rubbing those big boobs against his cock. He could almost feel the warmth of her skin against his and the even greater heat of her mouth on his boyhood. Already he could feel a familiar fire growing in his balls. The teen was oblivious to his surroundings. In his imagination, he was laying in that bed with Mary.

A.C.'s cock was as hard as it had ever been, his hand a blur of motion. His body was jerking up and down so fast he was bouncing on the toilet seat. Moments later he felt the first surge of his orgasm race up the length of his boyhood and explode into the night air. His cock erupted again and again. Each stroke, sending white droplets scattering in every direction. He had to bite down on his lip to keep from shouting with joy. He had never felt so good before.

Finally, his eruptions subsided until only a small pearl of white appeared at the tip of his cock in response to his continued pumping. He could feel a softness growing in his hand and knew he was done. It had felt so very good. That A.C. had just jerked off to the naked image of his best friend's mother never entered his mind. At least not at this moment.

It took a few minutes for A.C. to clean up the mess on the floor tiles. It wouldn't do for them to find cum spots in the morning. When he stepped back out of the bathroom, he could hear the sound of the bed creaking from down the hall and it didn't take much imagination for him to know that it wasn't from the two of them playing leapfrog on the bed.

The familiar HBO fanfare brought A.C. back from his little trip down memory lane. No doubt about it, even with the perspective of hindsight, that had been one of the most erotic moments of his life. He smiled at Mary as she glanced in his direction. Image her reaction if she had any idea what he was thinking.

The movie turned out to be "Disclosure" with Demi Moore and Michael Douglas. A.C. had never seen it before but he'd heard about it.

When the film got to the part were Demi Moore's character was seducing Michael Douglas's, A.C. looked down and noticed that he was once again getting a major erection. Then again, what normal guy could watch Demi Moore give a blow job, however simulated, and not have a reaction.

A.C. carefully lifted the large half empty bowl of popcorn off the table and put it on his lap, strategically covering a potential embarrassment. Out a the corner of his eye he was glad to see that Mary hadn't noticed. "Interesting movie, isn't it." Mary commented as she reached into the bowl and grabbed an handful of popcorn.

"Yeah, it is." A.C. said, trying to ignore the fact that only the plastic bowl separated Mary's hand from his hard cock.

"Personally, I think she'd too perfect." Mary went on as she scooped some of the popcorn into her mouth. "It's like what a lot of people used to say about Barbie dolls. That they gave little girls a negative image of themselves because most of them were never going to grow up and have that perfect body."

Mary paused as she took a little wine to wash down the popcorn. All the time her eyes never left the television screen where Demi was now fucking Michael.

"Also she creates a bad image for guys too." she went on. "A young man spends all his time looking for Miss Perfect Body when someone who loves them and would spend the rest of their life making him happy could be right under their nose. What do you think she'd look like if she didn't have a small army of personal trainers taking care of her?"

"I guess I never really thought of it that way." A.C. said.

"Well it's something that you should keep in mind." Mary said, turning her head away from the movie and looking right at A.C... "I'll bet you've passed up a dozen girls who were interested in you because you didn't think they were perfect enough?"

"Well I wouldn't say a dozen." A.C. said, caught off guard as he wondered where this sudden conversation was going.

"I'm not trying to accuse you of anything, A.C." she said as she smiled. "It's just something I've become increasingly aware of lately. That people sometimes sell themselves and other people short because they don't think they are attractive enough."

"I don't understand." A.C. replied, more than a little confused.

"I guess it's just an old lady's ramblings." Mary said as she finished her wine.

"You're far from old." A.C. said.

"Well there are times that I feel that way." Mary replied.

A.C. put his own glass of wine down on the table and looked into Mary's face. It was obvious that something was bothering her.

"Mary, is there something that you'd like to talk about. Something that you might not feel like discussing with your friends that live around here. If so, I'm all ears."

"You'd find it very boring."

"As if you didn't find a lot of the talks we had while I was growing up a little boring." he grinned.

Mary took a deep breath and picked up the remote control. With a flick of her finger she turned off the television.

"I hope you don't mind," she said. "But if we're going to talk I'd rather it be without the distraction."

"Sure, they'll run the movie a dozen more times this month anyway." A.C. said. Mary took a few moments to collect her thoughts. Then in a quiet tone she began. "You know I was quite young when I married Mr. Austin." she began. "I hadn't even turned 18 yet."

A.C. knew they'd been married a long time but he didn't know she'd been married that young. He also knew that Josh's father was ten years older than his mother.

"I wasn't pregnant or anything, if that's what your thinking." she went on. "It's just that I had a very rough life up to that point. Both my parents died before I was even in my teens and I spent a good number of years being passed from relative to relative. I had a really poor self image back then as you might imagine. So when an older man like Jim took an interest in me, I was totally overwhelmed. He was good looking, successful and could have almost any woman he wanted. It wasn't because I was so young either. If he wanted it, I would've just been his lover, he didn't have to marry me. In fact, you might find this hard to believe, but I was still a virgin going to our marriage bed."

If A.C. was ever certain about anything during the years he spent in this house as an almost adopted son, it was that Mary and Jim Austin had been very deeply in love with each other right up to the day he died.

"You must miss him very much." was all he could think to say.

"Yes, I do." she answered. "But I know that Jim would be the first one to say that life goes on and in fact during his last months he made me promise that I'd find someone new to love. He didn't want me wearing widow's weeds for the rest of my life."

"I'm sure there are lots of men you'd want to take you out." A.C. commented.

"Oh there have been lots of offers." Mary quickly replied. "But I've turned them all down."

"Why?" A.C. asked.

"Because, as silly as it sounds, I find myself at 45 turning back into that scared little teenage girl I once was." she said quickly, as if she had to force the words out.

A quiet pause hung in the air, and Mary could tell that A.C. didn't understand.

"Do you remember what it was like the first time you went to bed with a girl?" she asked. "Jenny Burke from cross the street, wasn't it?"

"How you'd know?" A.C. asked in surprise.

"You'd be amazed at the things I've known over the years." Mary grinned. "Sometimes I can be very observant. But I'm digressing. Do you remember how you felt the first time you knew you were going to go all the way. How scared you were, whatever public image you portrayed, that Jenny might find you lacking in some way?"

Thinking back, A.C. remembered that was exactly how he had felt.

"But that was when I was a kid." he said, as if the few years in between then and now had been a lifetime. "I don't feel that way now."

"You don't, but I do." Mary replied. "Maybe it's because I've never had another lover in my life. I don't know. Maybe because even after all these years I've had this secret suspicion that I was a lousy lover but Jim would never tell me so."

"That's nonsense, I saw you..." A.C. started to blurt out without thinking and then realized what he had said.

"You saw me what?" Mary asked, now it was her turn to be confused.

With a sheepish grin, A.C. confessed his having seen her and Jim that night he had slept over. He left out the part about him jacking off afterwards and all the times he had masturbated off to her mental image, even after he'd had visions of younger women to replace it.

"Oh my." Mary said, a slight tinge of embarrassment coloring her face for a moment.

"Hey, it was a long time ago." A.C. interjected. "But believe me, from what little I saw, I can honestly say that you weren't a lousy lover."

"Even if I accept what you say as true, it was a long time ago." Mary suggested. "Even with Jim, we stopped being intimate a year after that when he first got sick."

A.C. just stared. No matter what he said, the idea that she was undesirable was so rooted in her mind that words were never going to shake it.

"Mary, do you know that I grew up with you as my fantasy lover." he blurted out, exaggerating the truth just a little.

"Me?" she responded.

"That's right." he continued. "I don't know how many nights I wished that I was older so that we could be lovers for real. So if you could have that much of an effect on me, how could you be anything but desirable."

"But I was younger then..." she shot back, unwilling to give up her belief.

"I don't feel any differently now." A.C. replied. "I think you're just as attractive now as you were back then. Maybe that's why I haven't found anyone yet. I'm not looking for a Demi or Barbie, I'm looking for another you."

A.C. let out a deep breath. He was talking without thinking, and he was walking in a very dangerous mine field. Mary sat silent for long moments as the only sound in the room was the ticking of the clock on the wall and the beating of their hearts. A.C. could feel beads of sweat on his neck that began to run down his back. What had he said? Mary finally smiled and reached out and took his hand in hers. Her grip was firm but gentle. Her voice, when she spoke, was gentle and soft.

"You know A.C., when you and Josh were younger, I sometimes wished that you were really my son. I couldn't have cared more for you if you were though. Right now, at this moment, I'm glad you're not. Because if you were, I could never say what I think I'm about to.