She could feel it; that too familiar slight swelling and then the pulsing. The addition of the hot cream wasn’t very noticable. Too much there already. That was number four who withdrew and zipped up his pants as he departed.

The next one was eager, dropping his drawers before he reached the old mattress under the window where she lay on her back, knees up, and pussy gaping and drooling. The room was unlit so coming in from the lighted other room, its condition wouldn’t be seen, but it sure could be felt by the next hard shaft that squished inside.

She had trained her pussy muscles to provide more friction. The goal was to get them off asap, then on to the next. The third cock had gotten her jollies and now it was just boring.

She usually kept her eyes closed. Not much to see in the darkened room anyway. She didn’t care one bit about the skin color of whoever was sticking it to her. She’d had them all. Besides, for the price they were paying there were no amenities. Occasionally she tilted her pelvis and maybe give some counter thrusts if that would pleasure her clit, but usually she was simply a sperm receptacle.

This was the last one. Carlos apologized for the slow day. She could usually handle eight including him. He fucked her first to get her ready for the customers, he claimed. Some of his other girls didn’t get that so she guessed he liked her pussy.

“Hey, V, welfare checks tomorrow. Ought to pick up then.” Her name was Virginia which she hated. “V” was her nickname and, she though wryly, fit her work. Three days a week, for a couple of hours each, Carlos supplied her with a place and johns. She was guaranteed forty dollars but could make as much as seventy-five each. Supply and demand kept the prices low.

She lived two buildings over with her mother who got a small disability check. Barely enough to keep herself alive, let alone V. This was the only alternative she’d found for obtaining income to buy a few clothes, fund a cheap cellphone, and help her mother out. Pretty shitty life for a seventeen-year-old white girl, or any color for that matter. Her skin color and red hair did get her a somewhat better price than some of the homely black chicks.

At the entrance to her building, she saw an older man struggling to open the door with two armloads of groceries and other packages. “Let me help you with those,” she offered. He looked at her suspiciously, have been robbed by that ploy. Sensing his concern, she just held the door and slipped in to open the inner one too. “What floor you going to?” was her next question.

“That’s a long way to carry them. I really do want to help.” It was the top floor of the twelve-story building where the elevator rarely worked. She took what looked like the heaviest bags and opened the stairwell door. They paused every third floor so he could rest.

When they got into his small apartment he thanked her and offered some lemonade and cookies. She accepted even though she didn’t like lemonade. Manners were important. He wanted to visit, she could tell, so she decided to stay for a bit even though she needed to get back to her mom. Her pussy was getting crusty as the cum dried and needed cleaning too.

His name was Frank and he was on disability like her mom. Lung disease. She told him her name and what floor she lived on, then asked if she could stop by later since she had some things to take care of. His face brightened and he wanted to hug her. That was nice, she thought.

A while later he was showing her his scrapbook, one of the few life treasures he still had. He’s been a miner, had lost a wife and child in an accident, and his health had gone downhill for quite a while. Ho was only fifty but that seemed real old to V. Her mom was thirty-five with a degenerative neurological condition that was steadily progressing. She needed assistance getting around the apartment, even to take a piss. This put a heavy load on a young woman who had dropped out in the tenth grade to shoulder these responsibilities.

Frank was so grateful for her company that he gave her a nice chocolate bar to share with her mother. He got a warm and prolonged hug for his kindness. She also felt a bit redeemed as a person. Her self-esteem was about as low as her pussy price.

She began visiting him every day, usually before heading two buildings over on the days she worked, and coincided her shopping with his so he would get the help he needed. After the first joint shopping trip he said, “I’m cooking a dinner for three today. You be here at six to help me transport it to your apartment. Have the table set before you come so we can serve it hot.”

Her mom was thrilled to have company. It had been a long time and not something they could afford. They both got their best clothes on and fixed each other’s hair.

V was right on time and it sure smelled good as she carefully carried the roasting pan while Frank had some other things.

Introductions were made and Frank produced a bottle of red wine. Water glasses had to do for the toast. Frank raised his glass to V and said, “A toast to the finest young lady I’ve met in a very long time.” Her mother seconded it and she blushed bright red.

The roast beef and vegetables were a wonderful treat. His salad was better than V ever made. The wine made it perfect and they chatted for a long time. V hadn’t seen her mother in such a good mood in at least a year. When Frank produced an imported chocolate bar to share for dessert, her mother waved him over, put her arms around him and gave him a big kiss. Now it was Frank’s turn to get red.

V whispered to her mother before she helped Frank clean up and carry his stuff back upstairs. Again, three flights then rest. When they got him home she insisted on doing the pots and pans. Then she sat down with him, “Frank, you are the nicest man I may have ever met. Now I want to be nice to you. May I ask you some personal questions?”

He smiled, “I reserve the right to not answer, but go ahead.”

“Do you have a girlfriend?” “No.”

“Do you still like sex?” “Yes.”

“Do you think I’m attractive?” [that was the scary one for her fragile ego] “Very much so!”

Relieved, she asked the big question, “Would you have sex with me? It’s the only gift I have the ability to offer you.”

Frank stood up, took her hands, and made her stand in front of him, answered, “I’d be deeply honored!” and hugged her close. She felt the front of his pants swell a bit.

After enjoying the affectionate closeness she stepped back and began disrobing him. When she got to his waist she removed her own top and his eyes went to her ample breasts. He sucked in his breath at the sight, then said, “They’re beautiful. Maybe the best I’ve ever seen.”

“Touch them. They like the attention.” He knelt down, and hands and mouth made them tingle in a delightful way. Damn, it had been a long time since anyone had appreciated them with caring.

The lower half of garments went much the same way until it became obvious that horizontal would work better. His bedroom was as neat as the rest of his tiny place. His face went between her legs as soon as it could and she was glad she’d washed her pussy out well. Yesterday had been a busy work day with eight customers and the pimp getting in it.

She orgasmed almost immediately and he kept going until she begged for mercy. He was so proud.

“I want you inside me now. Give me my purse. There are condoms in it.”

“I don’t need them. I’m clean.”

“But I might not be. I have sex with others, sometimes bare. I’m on birth control though.”

“I’ll take my chances just to feel the real you. Thanks for the consideration though.”

It was different, being fully naked with a man who was going to take his time. Plus he was a lot older than her usual john. Would that make a difference? She was ready to find out. “May I be on top?”

On his back in a flash, Frank murmured, “My favorite position.”

She was impressed with the hardness of his shaft and gently fondled the big hairy balls hanging down before she knee-walked over him. She didn’t usually get to do this and it was turning her on big time. His hands cupped her hanging breasts before she’d even lined up his arrow with her target. She was as wet as if she’d already been fucked and eased down on him.

Frank groaned on the second down stroke and she felt his seed. When he tried to apologize she shut him up with a kiss, “I guess you think I’m really sexy. Let’s just keep going.” He stayed firm enough to enjoy carefully and he refilled before she got tired.

“Play with my clit, please.” He did and she moved towards her own satisfaction. He came again but she didn’t feel much seed heat. Laying on top of him she kissed his neck. Without realizing that it was out-loud, she said her thoughts, “I get lots of sex but no loving. This is wonderful.”

Frank surprised her when he said, “I know and I’m happy we could do this.”

Raiding up her head, she had a puzzled look on her face., “What do you mean, ‘you know’?”

He said softly, “I have a good friend two buildings over that described you perfectly. He is one of your regulars and won’t do it with anyone else.”

V began to sob, “I wish you didn’t know that! I want you to like me!”

He shushed her with a kiss, “I DO like you, just as you are. If I didn’t we wouldn’t be right here like this. Get it?”

She sniffled and nodded her head.

Frank continued, “I do understand that you do what you have to do to survive. I struggle too but this body isn’t worth anything on the market.”

That made her smile, “But it is worth a lot to me. What we did was very special and I hope we can do it more.”

Frank kissed her, “As I said before, I am honored and have the same wish as you. Run along to your mother and stop by whenever you can. Here is my phone number and I can text too.”

She didn’t shower that night because keeping the feeling of her closeness with Frank was too important. She briefly told her mother she’d thanked Frank and it was very special. Mom was pleased and wished she could enjoy those feelings again but wasn’t sure of it would work in her condition.

The next day was a work day. She was surprised when she got home, anxious to take a shower and go visit with Frank even if they didn’t get intimate. As she entered the small apartment, her mother called her. When she entered the bedroom, she topped in her tracks. Frank was in bed with her Mom! They were both smiling.

“MOM! FRANK! What are you doing?”

“What does it look like? We’re trying to fuck. I’m not dead yet, dear daughter. I wanted to thank him for the dinner too.”

V escaped to the shower and made sure her pussy was well rinsed, unsure of what the hell would happen next. She cautiously reentered the bedroom, unsure of what she would find. As best as she could tell under the sheet, her mom was on her back and Frank was on his side next to her, moving slowly in and out of the birth canal she’d entered the world through. Her Mom’s eyes were closed and she was breathing deeply in synch with Frank’s strokes.

Spellbound, she stood quietly and watched, her own fingers drifting to her clit. It took a while but her mom shuddered and moaned quietly. Frank held her without moving for a bit until she fell asleep, then gently disengaged himself.

When he carefully exited the bed his penis was still engorged. He whispered to V, “Where can we go? Wasn’t sure if your mom was fertile so I saved this for you.”

She whispered back, “I’d love it but I just came back from work.”

He cupped a tit, “Is it worn out?” She laughed and led him to the kitchen and sat him on an armless chair.

“It’s already from wet watching you two.” She dropped on him like the last time. He didn’t last long and she didn’t need an orgasm. The closeness and acceptance was enough.

As he wilted inside her he asked, “So how many today?”

Surprised, her pussy twitched before she answered, “Seven plus Carlos.”

“All bare?” “Four.” “Don’t you worry about bugs?” “I go to the clinic every week like the other girls and so far only minor stuff.”

They didn’t talk about that again but she was in his bed, and he in Mom’s several times a week. All three of them were happier and Mom even seemed to be making progress against her condition. When Mom saw the clinic doctor he noticed it too and asked what had changed. She answered, “Sex”, and he smiled as he congratulated her.

All of a sudden, things changed. Frank got the word that a lawsuit against the mining company for lung disease which had been simmering for a decade got settled. He would take possession of much more money than he’d ever had at one time.

When it appeared in the back account V had helped him set up, we went out to dinner. Mom got helped into the van with her wheelchair and off we went. I’d never been to a place so nice, which Frank said was a mid-level chain. The menu was so difficult to choose from. “Don’t worry about missing something. We’ll be back here again.”

After dinner Frank took us to a nice apartment building that had balconies overlooking the ocean. We went up to the top floor in a very nice elevator that worked. He hadn’t said much. We just followed his lead.

When we entered a door he picked out you could see the ocean through the big glass doors. Mom rolled over near them and started crying, saying, “I haven’t seen the ocean since before V was born. Thanks for giving us this treat.”

Frank moved around in from to her, knelt down and took her hands, “This is a lot more than a ‘treat’. We are going to move here as soon as we pick out some furniture. There isn’t much of that junk we have that would work here.”

V rushed up to him and grabbed his shoulders, “You’d better not be shitting us or I’ll cut your hairy balls off!”

He put his hands on hers, “That’s the fire I love in bed with you! No more working in the project for my sweetheart. And nothing but the best for your mom either.”

There was a lot of bawling going on for a while and V thought seriously about balling Frank right there on the balcony. Then she figured they could do it out there some night under the stars.

A week later that’s exactly what happened and it was delightful. Each woman had her own bedroom and it was a big decision which one Frank would sleep in on a given night. His constant exercise gave him improved endurance too, to everyone’s delight. Of course, they didn’t have to wait for night to get naked together and they now had lots of time to enjoy the intimate pleasures.

As V and Frank were naked under the stars, and between copulations, he asked her, “Do you miss your work?”

She tickled him in response, “Do you miss getting freshly-fucked whore pussy? Hell, no! For now I’m good but if we wear you out I might enjoy a quality guy every once in a while. He’d have to be as good as you, though, and that ain’t easy to find.”

After a surge of improvement, V’s mom started to go downhill again. They went to better doctors but nothing additional could be done. Frank loved her as much and as often as she could handle and her mood was greatly improved over the previous time even as the disease progressed.

Finally she had to be transferred to hospice and they took turns staying with her. With the OK from the staff, Frank overnighted in her bed, just holding her close. It eased her pain more than the drugs. One morning V arrived and opened the door to the room. Frank was still sleeping but Mom wasn’t breathing. She went to get the nurse and together they woke Frank. He kissed Mom with tears in his eyes before getting out from under the covers.

V opted for cremation and the urn had a place on the balcony facing the ocean. The mood was somber for a couple of days and no lovemaking took place. Frank finally broke through it, “Your mom would want us to go on. The last part of her life was one of the happiest for her and I’m grateful we could give it to her. We’ve got an extra bedroom and I have an idea she’d probably approve of.”

“What are you thinking of, my dear man?”

“What would you think about being foster parents? So many kids need some caring people. Would you go with me to Social Services and see what is involved?”

“Can’t hurt to check it out.”

They learned a lot and started the interview process. A roadblock was hit early on. A single person could be a foster parent but not if they were cohabitating with another adult.

When they learned that, Frank spoke up right in front of the interviewer, “So if we were married, it would work? I’m really interested in this. How about you, V?” She nodded so he continued, asking the interviewer, “Any other issues you can see?”

Receiving a negative, he turned to V, took her hand, and said, “Let’s get married then. I ‘ve been thinking about it but wasn’t sure when to bring it up.”

She leaned over and kissed him hard, then turned to the interviewer, “Ge the paperwork started. We’ll be married before you get it done, I’d bet.”

With no waiting period, it was a done deal the next day and they went out to a newlywed’s dinner. That night Mom’s ashes were brought into the bedroom and she was spoken to as if she was there as a whole person. V held the urn and said with tears in her eyes, “Your little whore daughter has turned her life around. She’s going to be a wife, and foster mom, and maybe a real mom someday. I know you are proud of me.”

Frank was listening and his eyes were watering, “I’m sure glad you were a good enough person to help an old man who was struggling. I love you so much.”

It was a good thing that breakfast delivery was available because neither one wanted to get out of bed long enough to cook.

Frank was grinning as V put jam on his wilted willy and sucked it off. “Damn, I’ll have to look for reinforcements if this is what married life is like.” She put another dollup of the sweet stuff on him.

Help arrived sooner than they expected. The agency only took a week to make a match. Manuel had just turned sixteen and his “illegal” parents had been deported. He as native born so they insisted he stay. If the government was going to pull them out of tax paying jobs, then it could support their son while they tried to return.

After the new resident figured out where to put his backpack of possessions, they all went for a walk to show him around the area. It was the first warm day of spring so they went the three blocks to the beach. Everyone took their shoes off and they waded in the surf. It was still a bit chilly but fun. Neither V or Manuel had ever touched the ocean before.

Frank reminded them that there was a swimming pool in their building but none of them had swimsuits so they stopped at a shop along the beach and picked some out. Frank insisted on one for V that was smaller than she would have selected, but she didn’t argue very hard.

When they got back to their place all were eager to try out their new purchases. They changed in their rooms and wrapped towels around themselves and went to the indoor-outdoor pool. It was called that because it extended from the inside to the outside with a glass wall that you could swim under. Frank couldn’t swim very well so he sat on the side with his legs in the water and watched the other two play. He also enjoyed the looks that his wife got in the rather skimpy suit he had bought her. Manuel looked at her plenty, he noticed with a smile.