When I graduated from high school I was only 17 years old.  I could not afford to go to college and my grades weren’t good enough for a scholarship.  Jobs were scarce in the small town that I called home, so I enlisted in the US Army.  I liked the Army and the way of life that kept one in good physical condition and I swiftly learned a trade.  After a few years I applied for and was accepted in the Warrant Officer program and became a helicopter pilot.  I would have stayed in the Army for 30 years, but at age 39 I was injured that left me partially blind in one eye and a 90% disability check – but no more flying.  I took my pension and went back home to work for my father as a maintenance man for his apartments.  In the 21+ years I was in the Army my father had done well for himself and owned an apartment complex of 10 buildings with 20 apartments in each building.  Dad and Mom lived in a nice house about a block from the apartments and to my surprise everything was free and clear.  I had a nice large apartment made from knocking out a wall and making one apartment out of two apartments and it was next to one of the pools.  The apartment complexes were divided into three sections:  No children under 12 years old, Family units, and seniors.  I was in the section with no young children.  The view of the pool was nice since everyone that used the pool were either adults or teens.  Two years after moving into the section my parents were killed in a car wreck and left everything to me.  I stayed in my apartment and rented out the house.  I hired a couple to take care of the maintenance and cleaning of apartments when someone moved out and I became the landlord.  The government subsidized all rents so no one paid more than they could afford.  Now, these are nice apartments and should not be considered as “the projects”.  It was the way my dad got the funding to build the units and get them paid off so quickly.

About a year after my parent’s death we had a vacancy next door to my unit.  My maintenance team had to repaint the unit, replace the carpets, and replace the stove and refrigerator.  Not from misuse, just due to wear.  As the cleaning and repairs were being finished, I advertised the apartment and had a lot of interviews.  One lady came into the office that was stunning.  Long red hair, perfect makeup, and dressed nicely but not too nice, if you know what I mean.  Her clothes were clean, but not fancy.  She told me her husband had been a police officer and had been killed in the line of duty.  She could not afford the house any longer and the life insurance barely paid off the bills and got him buried.  She was working during the day and going to school at night trying to better herself.  She had a 13-year-old daughter and no pets.  With her bills for school and a car, she qualified for the subsidization so she wound up with the apartment. 

A month later Debra moved into her apartment.  Several men from the police department’s union helped her get everything set up.  I went next door to welcome them to the neighborhood with a crock-pot full of stew.  When she let me in, I naturally looked around and did not see a television.  Since I had just bought a new LCD HD TV, I asked her if she needed a TV.  Hers had been broken and she bought her daughter a PC instead of a new TV since it could be used for homework for herself and her daughter.  I brought over my old TV and hooked it up for her since basic cable came with the rent.  As I was finishing, the door opened and her daughter came in.  She was gorgeous!  She was a younger replica of her mother with piercing green eyes and long red hair.  She walked erect with her shoulders back and head up.  When she shook my hand she looked me square in the eye and did not look away.  I immediately liked this girl.

When I left I found it difficult to get either the mother (Debra) or the daughter (Rebecca) out of my mind.  About 7 pm they both came to my door to return the crock-pot.  I invited them in and noticed they both had on a terry cloth wrap and shower clogs.  They thanked me for the meal and said they were going to go swimming.  As they left they dropped their cover-ups on the lounge chairs in front of my apartment and walked over to the pool.  Both were wearing thong bikinis.  What a sight.  Neither of them had any extra fat on their bodies.  They both had long, well defined legs, small waists, and smallish breasts.  Debra was about a 34B and Becky about a 32B.  Both were quite a sight and I found I had the start of a boner just looking at them.  I put on my suit and decided to join them in the pool.  We were the only people in the pool for about an hour when some other teens came out to play.  Becky was the center of attention of all the boys and the group started to get larger while she was there.  When she and her mother went in, so did the boys.  I imagine they had a lot of thoughts about Becky as I did about her mother.

We became pretty good friends and after about a year I invited them out to dinner.  We talked, had a good dinner, and drank a little wine (Becky, of course had none).  Debbie drank a little too much wine and I almost had to carry her into her apartment.  I was the first person she had dated since her husband died just over a year before.  I helped put her on the bed and Becky asked me to stay for a bit while she undressed her mother and got her into bed.  I went into the living room and sat in a chair that had a partial view into the bedroom.  I could see Becky helping her mother out of her clothes and got her into bed.  Then she came into the living room where she sat on the couch pulling up her feet and setting Indian-style on the couch.

“Mr. Kelly, I want to thank you for tonight.  Mother has been so lonely since Daddy died and you have been a good friend to both of us.  As you know it has not been easy on her working and going to school and trying to raise me.”

“I know it hasn’t been easy for her or you, either, without a man in the house.  I imagine you miss him a lot.”

“No, not really.  Dad was a strict disciplinarian but he did things that if Mom knew, it would kill her.”

“What sort of thing?”

“Dad was a child molester.  I don’t know if he did anything away from the house with girls he stopped, but there were rumors he would let teen-aged girls settle a traffic ticket by having sex with him.  He started molesting me when I was 8 years old.”

“Your own father?  And you never told your mother?”

“No.  Dad told me that if I told mother about the things he did he would go to prison for a long time and then mother and I would not have enough money to buy groceries and we would starve and have to live on the street.  He said that I could go to reform school for doing things, also.  I’m telling you these things because you have become such a good friend and I needed to tell someone.”

After leaving, I thought about the things she told me and I found the images I had in my mind of her naked and as she grew older caused me to get an erection.  I kept the images in my mind and masturbated thinking of her young pussy being fondled and licked by me.  When I came it was one of the most satisfying orgasms I had ever had while masturbating.  That night I dreamed about Becky lying on my bed naked and spread while I licked her delicious pussy.

About a week later, Debbie came to me and asked if I could check in on Becky because she had to go out of town for about 3 days on business.  Becky looked full grown, but she still had the emotions of a child at times.  Debbie just wished she had someone that Becky could stay with.  I offered to let her stay here since I had a double apartment and there was plenty of room.  Debbie said she would think about and talk it over with Becky.

Saturday morning Debbie and Becky came to the office and I invited them in for some iced tea.

“John, your offer to let Becky stay here is appreciated.  However, there is something we need to know.  Is it because what she told you about her father?  I knew about it from almost the first.  I did not want to make a stink about it and as long as Brad did not physically hurt her, I allowed it go on.  Brad eventually made some video of what they did and also video of what we did in our own bedroom.  Watching the video of him and I and the videos of what he did with Becky got me so hot our sex life became better than it had ever been.  So I’m asking you if her confession to you was why you offered to let her stay here – either because of sympathy or lust.”

“No, Debbie, neither of those thoughts crossed my mind.  I’m very fond of both you and Debbie.  I do admit, though the sight of the two of you in those thong bikinis does make me aroused.”

“Okay, John.  I appreciate your honest answer.  Now, Becky only found out about me knowing about them last night.  She walked in on me while I was watching a DVD of the two of them followed by the two of us.  I was on the bed masturbating and she heard the unmistakable sound of my orgasm and saw the video.  That was the first time she knew that I was aware of their affair and had DVDs of them.”

“Now, John, it has been over a year since my husband died.  I haven’t been with a man since then and Becky told me last night that she was enjoying the sex for the last couple of years and she misses that part of her life, also.  So, I brought over a couple of DVDs that we would like for you to see.  We can either go or stay, whatever you want, but we want you to see these before you make up your mind about Becky staying.”

“If you are sure you want me to see them, then why don’t you stay?”

I walked over and put the closed sign in the office window and locked the door.  Then I pulled the blinds and turned off the telephone.  “Okay, I think we’re ready.”  We went into the apartment area and turned on the TV and DVD player.  Next I turned down the lights and we all sat on the couch, Debbie on one side and Becky on the other side.  The DVD started and it was taken when Becky was about 9 or 10 years old.  He and Becky came into the room.  He asked her if she really wanted to do this, and she said yes.  He took her to the bed and you could tell he was repositioning the camera to a better angle.  He kissed her on the cheek, the neck, then on the mouth.  He then started unbuttoning her blouse and started kissing down her chest to her egg-sized breasts.  As he kissed and licked her breasts her nipples started getting hard.  He removed her blouse and slowly pulled down her sweat pants and panties exposing her hairless pussy for the camera.  He brushed his fingers along the top and sides of her labia while still kissing and licking her nipples.  Slowly he kissed his way down to her pussy as he pushed her legs apart.  He continued licking and kissing her while he pulled off his own sweat clothes.  He moved the camera again and as he walked back to her the viewer could clearly see his erection.  He moved to the side of the bed and as he went back to licking her pussy and pulling at her clitoris she wrapped her hand around his erection and was slowly pumping it.  He moved closer to her and she took him into her mouth sucking and licking his member while still pumping it.  As she got close to an orgasm she slowed her actions to him and then pushed upward into his face as she humped his face and thrashed her head back and forth in a gigantic orgasm.  That was when he climaxed and sprayed her hand and chest with his semen.

As the video faded to black I was aware of several things:  First I had a tremendous hard on, second both of the women had their hands under their clothes caressing themselves, and third, all three of us were breathing hard.

Debbie reached over and kissed me and at the same time Becky started rubbing my engorged dick.  I naturally reacted by reaching for Debbie’s breasts.  As I was massaging her breasts I became aware of Becky undressing.  When she was naked she started pulling off my shoes, socks and pants.  About this time Debbie reached down and pulled my polo shirt over my head.  In very short order I also was naked.  Becky pulled my head around and pushed into her chest.  I eagerly sucked her breast into my mouth while my hand started rolling her nipple between my thumb and forefinger.  Debbie got undressed in record time and all three of were a tumble of flesh on the couch.

“Let’s go to the bedroom,” I suggested.

I have a California King and there are mirrors on two sides of the room, one set on the closet doors and the other over the dresser.  It was quite a sight, no matter which way I looked I could see a naked ass or the breasts of the other.  As we got on the bed, Debbie fell between my legs and started feasting on my dick.  I grabbed Becky and turned her so I could taste her 13-year-old pussy.  There was only a little pubic hair and it was so fine one could hardly see it.  I spread her pussy lips and found her clitoris already standing up looking for some affection.  How quickly I obliged taking her clit in between my teeth and gently biting.  Then I spread the skin over her clit very tightly with my lips as I attacked her clit with my tongue flipping it back and forth quickly. 

“Oh, my!  I’m cuming!” she yelled.  She came down on my face so hard I thought I would have a fat lip in the morning, but cum, she did.  As she started to come down I re-attacked her clit again, but this time I pushed my middle finger into her vagina and pushed upward on her clit from the inside while I flipped it and pushed down hard on it with my tongue.  As she climaxed again she shivered and shook like she was freezing.  I didn’t think it was going to stop when suddenly I knew that the fantastic blowjob I was having had me on the edge, also.  I told Debbie I was going to cum she only worked harder until I blew my load into her mouth.  She swallowed every drop and continued to drain me until I had to stop her.

Debbie and Becky rolled off me and Debbie said; “Now it’s my turn.”

“I have to have a couple of minutes to recover, first.  Let’s just lay here and cuddle and make small talk.”  Well, the cuddle turned into fondling and the fondling turned into lust and before I knew it I had another erection.  I rolled Debbie onto her back and moved to attack her clit like I did to her daughter.  However, before I got very far along, she climaxed and told me to fuck her.  I moved upward and as I positioned myself, she grabbed my dick and started pushing into herself.  She would push in a little, then pull out a little and push in a little more.  She made my dick feel like it was two feet long.  When I was fully into her, she became a tiger pulling and humping me like someone possessed.  She reached orgasm quickly and pushed me over and straddled me, sitting upright and watching me as she started squeezing and releasing her vaginal muscles.  I had heard of women that could do this, but this was my first.  It was like someone in a velvet glove squeezing and releasing my dick.  The feeling was wonderful and my climax started to build.

“I’m going to cum, Debbie.”

“Yeah, I know”

She continued squeezing me until I could not lie still any longer as I grabbed her by the hips and pounded into her roughly.  As I was finishing, she reached another orgasm and started pounding onto me.

Totally spent, we collapsed on the bed.  I looked over at Becky who was watching us.  She said,  “That was a beautiful thing.  When mother goes out of town, we’ll have to do that, too.”

We lay on the bed for another 30 minutes and then all three of us got into the shower and washed away the love juices.  Becky started washing my dick, which surprisingly got hard once again, although it was a little painful.  She then slipped my dick between her legs and slid back and forth washing my dick with her pussy.  As all the soap finally rinsed off, she rose up and impaled herself on my dick.  Debbie said turn her around and take her from behind.  It would be easier in the shower.  Becky pulled off me and turned around bending over holding onto the shower controls.  I entered her from behind and grasping her hips in both hands started slowly fucking her building up to a frenzied pace.  We both came at the same time.  My knees almost buckled at the feeling.  Becky turned around and pushed up against me while giving me a big kiss.

“Mom, I’m going to have a great time while you’re out of town.”

“I think so, but when I get back, we’ll just have to get out the movie camera, too.”