Chapter 1

Her mother's bedroom door was closed and Charlene could hear nothing from behind it. As she'd hoped. Either her mother was still out or she was sleeping.

Either way, the last thing Charlene wanted at that moment was a hassle for being out late on a school night with a bonus lecture thrown in regarding the need to apply herself with finals coming up so soon.

Shoes in hand, Charlene crept quietly up the stairs to the second floor of the big duplex apartment. Even with her mother's generous salary, they wouldn't have been able to afford the plush, spacious apartment on East 35th Street without her father's large alimony and child-support payment each month. Her parents had divorced twelve years before, when she was five.

The carpeting was soft, her bare toes sinking in. Charlene was always exceptionally aware of tactile sensations. She was even more so on that night.

Why did he stop? The words were a wail of frustration and protest inside her head.

She passed the closed door of her mother's study and slipped into her own room, closing the door behind her and dropping her shoes negligently on the bed.

Is there something wrong with me? She turned, facing the full- length mirror on the back of her door and examined her reflection, even though she knew it wasn't anything about her that had put him off, that had stopped him, just when his hand on her pussy was on the verge of bringing her off.

Her eyes flickered over the young girl in the mirror. She was an attractive girl, a beautiful girl, in fact. Every time she walked down a street, she could feel the eyes of men on her. Men old enough to be her father turned their heads to watch her and walked into the sides of parked cars.

The girl in the mirror was only five-foot-six, but somehow gave the impression of being much taller. She had titian hair, that rare color combining all the finest elements of red and brown. Her hair was rich and lush and full and straight, falling long and sensuously down her back almost to her ass. Her complexion was that special complexion unique to redheads, almost translucent and yet somehow with a touch of dusk in it. Most people only get to see that complexion once in a lifetime. If they're exceptionally fortunate and all the karma is right, twice. No more. Her hair and complexion were a wild card, having come obviously from neither her auburn-haired mother nor her nordic, blond-maned father.

Her gaze flickered down over her body. Her breasts, a bit large for an otherwise slender, willowy frame, pushed out impudently against her simple cotton blouse. In the light of the room, there was no certain indication that her breasts were braless. Their firm lift and steady rise and fall were almost too perfect. She didn't need a bra. She was seventeen, healthy, athletic and her body was taut and supple with her active existence. But in bright daylight, she knew, her nipples were vague little spots of bright red shifting and moving inside the pale blouse. And she knew her boyfriend noticed them. He always teased her when he saw them stiffen. Given the right circumstance, he'd even surreptitiously tweak the throbbing, aching little buds through the blouse with thumb and forefinger.

Her torso tapered down to her waist. She was proud of her waist. It was only twenty-one inches around, not an ounce of flab or a hint of sag to be found anywhere on it -- anywhere on her, for that matter. Beneath her clothes, her stomach and abdomen were faintly ridged with a hint of healthy muscle. She swam at the health club twice a week and the butterfly was her favorite stroke.

Why did he stop? He knew I wanted him to keep going. She remembered his hands inside her blouse, fondling and caressing her thrusting tits, his touch sending shivers of arousal through her lovely body. She remembered how her legs had opened, spreading in weak invitation on the car seat. She remembered the touch of his fingers on her bare stomach, her shorts opened at the waist, his hand slipping down, moving always closer to the lightly furred juncture of her thighs. She'd felt as if her vagina was on fire and her clitoris had throbbed so powerfully that she'd expected it to burst right through her panties and the crotch of her shorts.

And then he'd stopped.

Why?

She glanced again at her image in the mirror. Her hips were slender, if anything, a trifle too slim. Her shorts fit her like a second skin and the aggressive thrust of her pubic mound was clearly visible. Her legs were long and shapely, smooth and flashing gracefully when she walked.

Why?

She could've screamed with frustration. Finally, she took her attention from her own reflection and went to the closet. Quickly, she stripped off her clothes and slipped into a fluffy white terry cloth robe. She threw all of her, clothes down into the hamper for washing. The way she'd been turned on, her pussy juices had soaked the crotch of her panties and shorts.

She was hungry. She remembered reading or hearing somewhere that hunger could be a sign of an unsatisfactory sexual encounter. That, she decided, was one hell of a perceptive insight on someone's part.

Charlene switched off the light in her bedroom and walked down the stairs. The kitchen and dining alcove were on the lower level of the apartment.

At the base of the stairs she froze, straining in the silence of the apartment.

She heard it again, distinctly this time.

It sounded like a moan.

She is home!

Charlene slipped with feline grace down the darkened hall and poised outside the door to her mother's bedroom. She didn't expect to hear any creaking of bedsprings; her mother had chosen a waterbed for herself. Which was totally in keeping with her mother's style. At thirty-nine, her mother was a vital, active women -- and a damned sexy one, too. Even Charlene could appreciate that.

She could certainly appreciate her mother's need for male company. More so with each passing day of her own frustration.

She pushed her hair back and pressed her ear gingerly to the door. From inside, Charlene could hear a man's voice, muffled but distinctively masculine.

Derek?

Her mother had met Derek a few weeks before. He was the kind of good-looking man whose looks really lent credence to the idea that a man reaches his prime at thirty-five. He was tall and dark and fit and handsome and his eyes smoldered with pure animal sensuality when he turned it on. Even she'd felt it when her mother had introduced them.

Her mother had been a hell of a lot more mellow since taking up with Derek.

Hell, even Mom is getting it. Why can't I?

There was a long silence from inside the bedroom. Charlene felt her nipples hardening, her pussy starting to secrete as she had a quick mental image of her mother and Derek making it together. She knew what her mother's body was like: much as her own, only more hips, more tits, and more ass. She wondered what Derek's was like. She was sure he was trim, in good shape.

Wonder what his... his prick is like?

She knew what would fit his looks and aura. A prick that was seven or eight inches long, long enough to reach all the itching deep inside a woman's cunt. Not too thick, and swollen hard as iron, purple with hot blood.

She found her hand had slipped through the folds of her robe and was moving lightly aver her pubis. Her eyes half closed as her fingers massaged her pussy lips. A sudden gush of pleasure went through her. She started to lose her balance, reached out with one hand and caught at the end of the door frame. Her head pushed against the door --

-- and it swung inward.

Charlene froze in horror. The door swung inward another three or four inches -- and then stopped.

Had they seen it?

She drew back to one side, hesitated.

No, they hadn't -- and judging by the now clearly audible little gasps and slurps she could hear from through the door crack, they weren't likely to.

"Yes, do that, Liz -- oh cripes!"

Derek's voice was strained. What was she doing, to him?

Then Charlene heard a muffled moan, her mother's -- as if her mouth were full.

Afraid of being caught, Charlene shifted her weight and began to straighten -- and then caught a flash of light from inside.

Her eyes widened. She could see them!

Charlene leaned closer to the wall. There, inside the bedroom, she could see the two of them quite clearly reflected in the mirror atop her mother's dresser. The drapes of the bedroom window were drawn open. The light of the New York City skyline fell upon the bed, giving the two naked forms there a pale luminescence.

Her jaw sagged open.

They were eating each other.

Her hand cupped her cunt between her legs, her palm moving unconsciously against her sensitive pussy lips.

Her mother was hovering over Derek on all fours, her legs spread and straddling his chest. Derek's shoulders were resting on top of her calves. Her mother's ass was tensed, her hips bent down. She was forcing her pussy into and on Derek's face. Charlene watched as he moved his head slowly from side to side. She could imagine what she couldn't see in the shadows: his tongue lapping out to lave and probe the gaping cunt offered to him. Her mother's hips rolled tightly from side to side, her ass cheeks shifted and rippled as the tensed muscles clenched and shook with the pleasures her lover was giving her.

And Charlene's mother was returning the favor in kind. She had her hands on his powerfully hewn thighs, just above his knees. Her hair was disheveled and hung down, brushing the insides of his legs. Her breasts, so much like Charlene's but so much larger and more yielding in their voluptuous richness, hung down to move over Derek's taut abdomen. She twisted her head from side to side, moving it up and down, her lips pursed to kiss gently the length of Derek's erection.

Which was just what Charlene had imagined it to be.

She watched as her mom parted her lips and took a section of his dick between them. Derek's hips suddenly heaved up violently. She could see her lips concaving with the effort of her sucking. Her mother moved one hand between his thighs, then upward. Charlene couldn't see what was being done there from her perspective, but she could easily imagine: her mother was touching his balls.

She watched as Derek brought his hands up higher on her mother's pussy. He pulled her down to him, driving her pussy urgently into his mouth. His lips opened still wider -- and then it looked for all the world to Charlene as if he'd actually sucked the entirety of her cunt into his mouth.

Especially judging by her mother's reaction. She watched as the woman who'd borne her took her lips away from his dick, lifted her head far back and gurgled through slackly parted lips. Her mother's hips began to jerk, her ass tightened still more as she thrust her eager cunt fiercely into his hungry mouth -- and Derek seemed more than eager to have it.

Again Charlene heard the distinctive slurping sounds -- and then realized that Derek was sucking her mother's labia and jamming his tongue inside simultaneously, probing and exploring the inner delights of her quim.

Her mother's pelvis abruptly bucked, spastically -- and then she was grinding her loins down powerfully against his face. It looked to Charlene as if Derek's nose was actually nuzzling high up between her mother's rich, ripe ass cheeks -- perhaps pushing against her mother's anus!

Charlene insinuated one slim finger between the lips of her own cunt. Distantly, she felt her pussy sucking at the invading digit, trying to pull it deeper inside.

Her mother's pelvis shuddered -- and then Derek was pushing her over onto her back. He knelt above her, shuffling forward. They were clearly silhouetted against the window in the mirror then and Charlene could make out almost every detail of what they were doing.

Her mother quickly opened her lips in welcome as Derek's rigid prick weaved towards her. He kept moving forward over her until his ass was resting lightly on her mother's heaving tits. Her mother licked out with her tongue, twirled it about the head of his throbbing prick -- and then took the glass into her mouth.

Derek leaned forward, putting his arms out. His hands rested on the bed over her mother's head. He was on all fours, linked to her mother only by the fleshy pole descending from his thick, hirsute pubic bush into her lips.

She watched as Derek began moving his hips sinuously down and up. A few inches of his cock disappeared into her mother's mouth only to reappear again, gleaming dully with saliva in the dim illumination. Her mother's hands came up to his trim, athletic hips, guiding his strokes as he slowly pumped his prick into her face.

He began to pick up speed. His hips were moving more sharply, with less restraint and his dick was jabbing into her mother's lips. The shaft slid back and forth, in and out of the tightly pursed oval of wet, glistening mouth. She could see her mother's throat working when Derek pushed down deep and hard.

Her mother's hand came up to find and grip Derek's muscular ass cheeks. Her fingers dug into the hard flesh of his ass -- and then she was literally pulling him down to her, forcing his dick farther into her face. Now his every stroke brought his big, hairy balls down to brush her chin. His pubic hair tickled her mother's nose as he fed his cock into her eagerly sucking mouth.

Derek suddenly groaned and then he pushed his dick slowly into her mother's mouth. Inch by inch, the veined rod of flesh disappeared into her mother's face until her lips were hidden within the coarse hair of his bush about the base of his prick. He held himself there. Charlene watched her mother's throat convulsively working, her cheeks concaving as she continued to suck -- and then Derek was shuddering, hips jerking, legs quivering.