While The Cats Away

"You said, not, in as many words, that if I had been younger you would have got me pregnant. What if I did have your child, it would mean that I would have to move in with you, then you would have two women with two babies to look after. For you it could be great with two women sleeping in the same bed as you, one either side. Do you love me Mike or is it just lust that makes you treat me the way you do?"

"I'm afraid it's lust, just as it is for you. Right from when we first met I've wanted to get you into bed. I couldn't because of Sarah, then she passed away, but then there was Alan and when he passed away I knew that given sufficient time and opportunity we would arrive whereby we could end up in bed together."

"How could you know that I would sleep with you?"

"Because you will fuck any man that grabs your tits."

"You make me sound like a slut."

"You said it not me."

"Thank you very much." It was obvious that my comments upset her because she immediately left the bed, picked up her clothes that were scattered around the room, and stormed out of the bedroom into the spare room where we had placed her belongings.

We hardly saw or spoke to each other for the rest of the day with me spending most of the day in my office catching up on some work. I did in fact receive an email from Gemma. Over the past weeks Gemma and I had continued to email each other although there was not a lot to write about and I certainly wasn't going to give her running commentary on my relationship with my daughter. Her latest email had the video attached which she had promised me some time ago, it was Gemma in her bedroom filming, while she modelled various sets of lingerie for me. It began with her fully dressed standing with her back to a large full length mirror. The camera must have been to one side because it wasn't obvious in the mirror.

"Hello Woody I promised you this video some time ago, but it's only recently that I have managed to complete the task. As Gemma was talking she was releasing the buttons on her blouse, pulled the loosened blouse from the waistband of her skirt, spreading it open to display her bra just after she finished speaking. She placed her hands beneath each of the bra cups and bounce her breasts up and down. "Darling I bet you wish these were your hands feeling and playing with my breasts."

Her breast looked slightly larger than my daughters but smaller than my mother-in-law's. She placed her hands behind her back and unhooked her bra. The sides of her bra hung down while her breasts remained trapped in the cups. Gemma began twisting her body from side to side, causing her breasts to swing back and forth across her body, resulting in her bra gradually slipping from her shoulders to fall to the floor. Taking hold of her nipples she stretched her breasts out in front of her. "Did you enjoy that darling watching my tits swinging about? Did it turn you on?"

Gemma bent over releasing her nipples at the same time. I watched as the camera was repositioned and zoomed in on her dangling breasts until they completely filled the screen. Gemma shook herself causing her breasts to wobble around before grabbing them and lifting them towards the camera. Gradually she straightened up but the camera remained stationary focusing on her skirt as it slipped to the floor, then on her panties as they came into view. Gemma's legs parted, the camera zoomed in further concentrating on her mound to display faint outlines of her vagina.

She placed her two hands, one on either hip with the thumbs tucked into the panties waist band. The camera followed the panties as they were slowly eased down her legs to pool around her ankles. I watched with some interest as the feet stepped out of the panties and the camera slowly panned back up her legs to her mound. Gemma's pubic hair was neatly trimmed and shaped into an arrow head pointing in a downwards direction, drawing the eyes towards her clitoris protruding from beneath its hood.

The camera zoomed out until Gemma, now completely naked, filled the screen. "Did you like that darling did it make you wish you were here? I wished you were here to help me undress. Now to model my lingerie for you."

Gemma model three sets of lingerie for me, the first a black see through material, see through only when the camera was very close to the subject, but nothing was hidden. The second set was a mini set in purple satin, very nice, covered everything up, just. The third set was a micro set which left nothing to the imagination and had Gemma dancing and prancing around, getting everything bouncing and shaking. When she finished her display, still wearing her micro lingerie she stood in front of the camera and surprised me saying.

"Darling Woody I expect you are wondering how I managed to do that exceptional camera work, well I didn't. Let me introduce you to Lindsey, which by the way is her real name and a little younger than me, at forty three. Lindsey shot the video, edited it, and saved it to disc, so that I could download it onto my laptop and create a file which I could send to you." Lindsey joined Gemma in front of the camera, fully dressed of course. "When I showed Lindsey your picture, like me she wanted a bit of you, so if you ever decide to come to California I can promise you the both of us will show you a good time. Just imagine what we could get up to if you were sleeping between us, this might give you some idea."

Lindsey unbuttoned and removed her blouse, then slipped out of her skirt. The two girls stood facing each other, then both raised their arms and began to fondle each other's breasts. Then stepping much closer together, which resulted in their breasts being pressed against each other, they kissed. Lindsey placed her arms around Gemma and unhooked her bra then Gemma released Lindsey's bra. The girls stepped back and allowed their bra's to slip to the floor. For those first few moments they turned and stood side by side in front of the camera before Gemma ushered Lindsey onto the bed. They began to kiss, their nipples pressing into the others breast. Gemma being on top pressed her leg between Lindsey's and began to work herself off whilst working Lindsey off at the same time. Eventually both of them orgasmed at which point the kissing and tit rubbing had become far more forceful. When they had both come down from their sexual high Gemma said. "Darling I think you can agree that if you were to pay us a visit it could be most interesting. One thing Woody we are not lesbians but we would perform for you if you wished. Please let me know what you think of our video."

I hardly saw Penny for the rest of the day, it was fairly late after I finished in the office, she brought me my dinner, then disappeared I assume she spent the evening in her bedroom. I even went to bed without seeing her. While lying in bed thinking the next day was going to be embarrassing wondering if I should consider asking her if she would rather go home, there was a knock on my door. The door open and Penny put her head around the door.

"Mike can we talk?"

"Sure come in." I leaned over and turned on the table lamp sitting on the nightstand.

The door opened and the sight that greeted was fantastic. Penny walked in wearing the shortest sexiest white satin nightdress, she looked inspiring. The nightgown was familiar to me, it was the shortest nightgown that I had ever seen. The bottom of the gown was at least three inches above mid-thigh, maybe more. It was obvious that Penny had been rummaging around in Yvonne's bedroom, not that she slept in there, but it was where she kept her clothes and the bed was permanently made up, to maintain the look of respectability. As soon as she stepped through the doorway, her perfume drifted across the room. As she approached me it became obvious she was wearing thick scarlet lipstick, looking like it had been applied with a pallet knife.

"Michael I'm sorry about what happened this morning, you are right I am a slut."

"Penny I'm sorry what I said to you, you're not a slut, please accept it as a bad joke. I was going to ask you in the morning if you would prefer to go home."

"No Mike I don't want to go home in the morning, I would prefer to get into bed with you tonight."

Penny didn't wait for me to answer she just pulled the covers back and slipped in beside me, and put her arms around me. I couldn't resist those luscious red lips, I pulled her close to my body she raised her face to greet me as I lowered mine. As our lips met I felt her arms wrap around my neck, she was as passionate and hungry for sex as was I. We forced our bodies together, she must have felt my arousal because the lower part of her body was moving from side to side rubbing up against my erection. Penny slipped her tongue into my mouth and I welcomed it with my own. She removed a hand from behind my neck and the next thing I felt was her forcing it between our groins until finally locating my erection. Penny wrapped her hand around, and began to massage the pipe like shape created beneath my pajamas.

For several unspoken minutes Penny continued to fondle me during our bouts of kissing, until I slipped out of my pajama bottoms, before slipping the spaghetti straps of her nightdress from her shoulders.

"Mike I have to confess having always considered myself a slut, even with my husband when we made love. I never considered him adventurous in bed, I always fantasized wanting more but was always too embarrassed to say anything. Now it's worse because I'm lonely as well and I still want more from a man, especially from you."

"Talk to me, tell me why you think you're a slut, tell me about your fantasies."

"I can't talk about it, it's too embarrassing."

The spaghetti straps of her nightdress had slipped down her arms, I pulled them down further dragging the top of her nightdress down with them. I pushed the bed clothes off of us, then grabbing the top of her nightdress I dragged it down her body, over her ass, down her legs and off over her feet. I kissed my way back up her body, her clitoris, then along her mound, moving up to her naval then on to her tits before finally arriving at those luscious lips. Her breasts looked great, her rock hard overly large nipples stuck out like tree trunks. They felt great as I rolled her nipples between my thumb and forefinger. Then, after lightly pinching her nipples I wrapped my hands around her tits and began to squeeze. Squashing her tits like that had the effect of making them firmer and stick out further, making the sucking of her nipples that much more enjoyable.

Taking my highly aroused manhood in hand I moved in close and began rubbing it up and down between the top of her thighs. Penny spread her legs so that I could rub myself along the entrance to her vagina. I was tempted to slip it inside her, although when I pulled her close to kiss her, it pressed against her shaven mound. As we broke the kiss I said, "If you want me to fuck you, first tell me of your fantasies." Then I slipped my fingers inside her to give her a little more encouragement. As I looked into her eyes she pulled my head down, and as our lips touch her tongue slipped into my mouth. I knew her embarrassment had diminished and we were about to talk sex.

"Making love with my husband and you has been nice, but I want more. There are sexual practices that I know about and want to try, then there are sexual practices I might like to try that I haven't considered, or even know about, but I want more, much more."

"Such as?"

Penny kissed me. "I want to be made love to in different positions and in different rooms in the house. I want to be taken by surprise and from behind. I want to try oral sex."

"Giving or receiving?"

"Both,"

"Anything else?"

"I don't know, is there anything you can think of we could try?"

We kissed with the passion of a couple of teenagers and while I fondled her breasts she massaged my cock. "Darling do you really like my tits? Mommy likes you playing and sucking them. I was always disappointed that Sarah's father rarely sucked and never really played with them.

We continued to make out as I gradually worked my hand down her body until I was hovering just above her vagina. "If you're going to finger me get on with it, I don't need much persuasion, it's been so long since my husband made love to me." As we kissed Penny's tongue slipped into my mouth seeking my tongue, as my fingers eased their way into her moist womanhood. After a minute or so of kissing I moved down to kiss her breasts and sucked both of her nipples. I signed my name on both of her tits in the form of a hickey, before proceeding to kiss my way down to her naval, at which point I forced her legs apart.

Instead of bothering to stop to dip my tongue in her naval, I maneuvered myself between her legs and began to lick along the entrance to her vagina. Penny placed her hands one either side of my head. "Mike what are you doing?"

"I'm going to fuck you with my tongue,"

"You don't have to do that."

"You said you wanted to experience oral sex well here's your chance. Don't worry you're going to pleasure me the same way before the weeks out."

As I ran my tongue up and down the entrance to her pussy, I would dwell for a few seconds flicking it across her clit. Then up and down the entrance to her pussy a couple of times before pushing it inside her as deep as possible. I would slurp it around before pulling out and slipping it back in, repeating the action several time before pulling out and licking my way back up to her clit. I kept repeating the action only dwelling a little longer each time inside her and around her clit. I kept doing this until I felt some reaction from Penny. First I felt slight pushes against my face which gradually became more forceful. Then she began to moan and try to hump my face with force as she cried out her final instructions when my tongue was inside her. "Not there, not there, not there." Then when my tongue circled her clit, "That's it, that's it. Oh god I'm coming, I'm coming." It only took several seconds after pushing my fingers inside her to finish her off, before she began to shake and arch her back off of the bed, before I felt the warm sensation ooze between my fingers.

As Penny collapsed on the bed, seemingly exhausted I climbed back up over her and entered her, ignoring her whimpers to stop. I don't know how I did it but I must have been going for about five minutes, when she pulled my head down forcing her lips against mine before, crying out "Mike I'm coming again, my god I'm a fucking slut."

I agreed with her. "Yes you are a fucking slut, but you're my slut." With that I started humping her with all the force I could muster. Thinking she had orgasmed, because she was screaming at me to stop, I couldn't because I hadn't cum, I was too far gone, totally obsessed with fucking her. It was only when she threw her arms back behind her head and gripped the iron frame at the head of the bed did she start squirming beneath me. When she arched her back to get more of me inside her it was then I realized she hadn't cum, but was about to. Her scream lasted several seconds before she finally collapsed exhausted beneath me, at which point I shot my load into her.

We remained locked together for the next minute or so before I rolled off her. Penny snuggled up to me and pressed her lips against mine, although it couldn't be said that we were kissing. My hand was resting against her breast, her hand was wrapped around my cock. We were just lying there neither of us trying to arouse the other.

Sunday morning when I woke up Penny was already awake and almost sitting up, leaning over me with her breasts dangling above my face. She nudged them several times with her free hand to get some movement in them.

"I know you like to look at them and that makes me feel all warm and sexy. Sarah's father never had much time for them. But I knew they were special because sometimes when I passed a group of men I would hear them say, 'look at the tits on that' and that would give my ego a boost. "Then when Sarah brought you home for the first time, your eyes went straight to them and I knew you were mine. Regardless how our lives continued, we belonged to each other, and although we were not together I made sure you got pleasure out of seeing them.

"During my monthly cycle when my tits were at their largest and firmest, and I knew you were coming over, I would deliberately wear my thin tight sweater and my soft bra with the heavy embossing. The shape of my bra and heavy embossing and even my nipples were clearly obvious under the sweater. I'm sure you remember because your eyes never left them. Even Sarah made comments about the way I dressed in front of you. She wasn't too happy about it, but I didn't care it made me feel good, besides it didn't go any further than that. I've always known you were in love with them, and now I've told you all that, you can kiss me and my tits good morning."

While we made out I would kiss and suck her nipples and lightly slap her tits to create movement and watch them wobble around.

Finally I placed my hands on her shoulders and lightly pressed. Penny asked. "What is that you want?"

"I want you to suck me."

"I've never done that before."

"You said that you want to be adventurous and try everything."

Taking my manhood in her hand, she moved down the bed then hesitantly placed the tip of my manhood between her lips. I felt her tongue flick across the tip then an incredible sensation as her teeth scraped across the head of my penis as she took it into her mouth. I could hear the slurping and feel her sucking on my cock as she inserted more and more of it into her mouth. After gagging several times she managed to insert about three quarters, but was unable to take any more and backed off. Even after a number of attempts that was about all she could manage.

Her enthusiasm and the way she worked me off with her mouth no one would ever believe it was her first time. From the very first Penny spat on my cock several time to lubricate it then not long after she got down to some serious sucking she began to hum sending erotic feelings from the vibrations through my body.

"You've fucking done this before, how many men have you done this to?"

"I've never done this before, I promise you darling, you are the very first, and there will never be anybody else."

"Well don't stop now because I'm getting close."

"You want to cum in my mouth?"

"Yes of course what did you think after last night?"

Poor Penny, it wasn't long after that I cum in her mouth. She tried to spit it out but since I had my hands behind her head and would not allow her to pull away. She couldn't get rid of it quick enough and began to gag. "Swallow it you stupid bitch." With me having spent my load and Penny swallowing, finally she managed to catch her breath.

"You could have warned me."

"How was I to know you didn't know about swallowing it?"

"Did Sarah do this for you?"

"She did."

"And did she enjoy it?"

"I suppose so, she never complained or refused to do it."

Penny made her way back up the bed and into my arms. We kissed and she pressed and rubbed her tits against my chest. "What about me, how are you going to satisfy me?"

Running my hand down her body to her pubic area I inserted my fingers inside her and began to pleasure her.

"Is that all you can do?"

"What do you want me to do?"

"I don't know, can't you think of something exciting."

"What did you have in mind?"

"I don't know you think of something."

"Right." I jumped of the bed and started walking towards the door.

"Where are you going?"

"To prepare to give you some excitement."

I left the bedroom and entered Yvonne's bedroom, I rummaged through her underwear drawer and pulled out several pairs of previously worn stockings, then returned to my own bedroom. Penny had covered herself up again so I pulled the covers back off her naked body.