Summer was coming to an end, and Katie was planning on closing up the pool. Zoe was begging to leave it open one more week, but Katie had made the arrangements and didn't really want to change them, until she came up with the idea of enclosing the pool, basically making it an indoor pool. I figured Frank must have really left her well off to even think about doing this. She called a few contractors and settled on one that could get the job done before the leaves began to fall. Most of the enclosure would be glass, or thick Plexiglas or something, it was going to be clear walls and the roof too. Some of the roof panels would open so the fresh air could come in, and there would be about a dozen sliding glass doors. There would also be a set of exhaust fans, one at each end so they smell of the chlorine wouldn't just build up onside. The builders would start the job on Monday. Katie went out and got all the permits they needed on Wednesday, leaving me to take care of Zoe.

When Katie got home she put down her things and changed into her suit and the 3 of us went out to the pool. Katie explained that while the builders were there, the pool was closed, mainly because she was afraid there would be things lying around to cut our feet on and she didn't want to disturb the workers or the job site, so we got as much swimming in as we could, while we could.

After our swim, Katie ordered pizza and it was delivered in no time. I called home and told them I was having dinner with Katie and Zoe, and I would be home later. My mom really likes Katie, and referred to her as my second mom, and Zoe was my sister, no problems there either. My mom thought it was a really nice arrangement, but little did she know.

After we ate, we went to the living room and Katie put a movie going.

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   We all sat on the sofa, and somehow, I ended up in the middle. As was the case every time Zoe and I watched a movie, her head went right for my lap, and my arm, as usual, just went to her shoulder. Katie saw this, smiled, and thought she would try it out. Now trust me when I say this, it was all innocent. I had no thoughts of sex, or seeing anyone naked, or anything like that at all. Katie on the other hand, had different plans. The movie she rented had a few scenes in it that, although did not show anything, left very little for the imagination. As this went on, and I thought about the two of them, heads on my lap, and thinking back to just a few days ago, things started to stir in my pants.

"Mom, Seth's getting hard again, can I take it out?" "Honey, you have to ask Seth, it is his penis after all. " Katie replied. "Can I Seth, please?" How could I say no, hell, how could I say anything. I just reached down and undid the button and zipper on my shorts. Katie lifted her head, as did Zoe, and they both took great pleasure in getting me out of my shorts. Katie put her head back on my lap, but Zoe didn't. She just stroked me for a while.

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   Her little hand was so soft, and it felt so good, I was getting harder by the moment. "Honey, don't make him cum yet, it's better if you can make him last. Tonight, I want to see if we can make him scream, OK?" "Sure mommy, but why do you want him to scream?" "Remember when you came? It felt really good and you moaned and moaned? Well when it's really really good, you can scream, and have no control of that. That is what I want to teach you to do to Seth baby. "

The movie went on for a while and I started to loose interest in it. I was getting a very gentle hand job, from a young novice, and it felt great. I didn't want it to end, but damn I wanted to cum. Katie noticed I was no longer watching the movie, and got up to change the DVD. The next on she put going was pure porn. It was of an older woman and a younger girl, Katie fast forwarded to the good stuff, you know, past all the kissing to the clothes coming off. I was really enjoying watching this, I think it's my favorite thing to think about. Katie got up and started to get undressed, all the while, Zoe kept gently rubbing me. Katie knelt down in front of me and pulled my shorts and underwear off, and tossed them all beside the sofa. Zoe stood up, and Katie helped her get undressed too. Katie had Zoe naked and bent her over the arm of the sofa.

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   She then proceeded to lick her little ass, just like the lady on the video was doing. I could tell Zoe was watching the video, as her mother licked her. "Mom, that feels really good, do it harder. " I had the perfect view of this. Zoe's ass, and Katie's tongue, probing her. I could tell Zoe was going to cum, she started gyrating her hips, and grinding against her mother's face. I got up and went around and put my cock to Zoe's face, and she took it happily. As I gently pumped Zoe's face, Katie reached over and massaged my balls, and when it looked like I was about to blow my load, Katie pushed me away from Zoe and held the base of my cock, so I couldn't cum.

Katie got up and pushed me over the back of the sofa, so my ass was all sprawled out and she told Zoe to do to me, like she had done to her. With that, Katie held my ass cheeks, and Zoe took her first taste of ass. She was hesitant, but a few moments of that and she was right into it. She liked it harder, so she gave it to me harder, Zoe licking my ass, and Katie holding my cock so I can't cum, this was getting intense. I had tears running down my face, and Katie saw this, "Do you like this Seth?" she asked. How about this. .

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  . She moved Zoe out of the way and stuck a finger in my ass. "Do you like it?" and she started to pump in and out. I could hear her spit on me, and it went in easier now, she spit again, and added another finger. I could feel pressure building up in my balls, I thought they would explode. Katie pumped in and out of my ass and held my cock tight, it was starting to hurt.

"Zoe, Come around and and take Seth in your mouth. " Zoe did and as she did so, Katie coaxed her to take me as deep as she could and just hold it there. When Katie thought I was as deep into Zoe's little mouth as I could go, she found a spot in my ass and started to rub it. I think my cock got 2 inches longer and god only knows how much thicker. Zoe started to gag, and with that, Katie released my cock from her grip. She kept massaging in my ass and I think I just let out one continuous stream of cum into Zoe's little mouth. There was no way Zoe could take it all and she pulled her face back. I spewed all over her little face and chest, and that wasn't it, I kept spewing, and the sensation wouldn't stop, Katie kept massaging in my ass and then it happened. .

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  . I got a deep breath and screamed. I screamed loud.

Zoe looked a little scared at first, but started to laugh. Katie took her fingers out of my ass and offered them to Zoe to lick, which she did. "Mom, it tastes funny" offered Zoe. "I know baby, I like it too"

Katie licked the cum off her daughters face, and when she went to her chest, I started to get hard again, but it actually hurt a bit as I did. Zoe came over and started to rub me again, but I had other ideas. I grabbed Katie and pushed her over the arm of the sofa, exposing her ass. Zoe, do to your mom, like she did to you and me. Zoe went and licked her mom's ass, sticking her tiny tongue in and out. It was obvious Katie like this, as she held her ass cheeks so Zoe could get full access. I went around and had Katie suck my cock, and when it felt like things were getting good and hot, I want back and had Zoe move out of the way. I took my now fully hardened cock and drove it into Katie's waiting ass. "SLOW SLOW Seth, not so fast, you'll kill me" she yelled.

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   "Zoe, come over here and spit on your mom here, so it will slide easier. " Zoe spit a few times and I found my self sliding in and out easier now. I started to pump and pump, in and out, until I was all the way in. I got my feet so I was at a good stance and angle, and started to pound Katie from behind. I felt my balls slapping against her as I slammed harder and harder into her ass. Katie returned my pounding just as hard as I was driving into her. She was taking it in her ass and she was loving it. I felt my balls starting to boil, and I pulled out and went to Katie's face and forced my cock into her mouth. She sucked and licked until I shot my load into her mouth. Zoe was right there to catch any drippings her mom let slip out, then when I pulled out, Zoe went and kissed her mother on the lips, trying to get any cum Katie was willing to share. Zoe turned and took my softening cock into her little mouth, but I was far too sensitive for that, I had to push her away, and with that I fell back onto the sofa and tried to catch my breath.

"Seth, I hope you're not done" Katie said. . . .

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