"Hey! What are you guys doing?" Tommy was older, the boy that was 
always in trouble, and thus much more fun than the twins' other friends. 

"Ummm...just goin' home, I guess." Jeremy answered with a grin, knowing 
that it probably wasn't true anymore. If Tommy had something up his 
sleeve, and he always did, both he and Jamie, his twin brother, were 
likely to play along. 

"Cool. Come on over to my house, then. I got somethin' ta show you." 

"Cool." Jamie had answered. The boys, age 10, were so much alike that 
nobody even bothered to guess, anymore. They had exact physical replicas of each other from the short dirty-blond hair through angelic faces that often held mischievous grins to their lean, athletic boy-bodies; they liked the same foods, had the same hobbies, and even dressed the same. Jamie had a small difference though; on his groin area, he had a heart shaped birthmark. Once, Jamie had his arm in a sling for two months, and for a while, it was obvious, but on the last day, he had the sling, Jeremy wore it as a practical joke. 

Instead of turning left when they hit Maple Creek Drive, they 
turned right, heading for Tommy's place. Like them, Tommy and his sister were being raised by their mother, with no father figure around.  

The Twins' mom was typically home by five or so, leaving them on their 
own for an hour, on the average. Mrs. Wellman, Tommy's mother, on the 
other hand, had her own business - some sort of design stuff, and 
worked long and odd hours, leaving Tommy plenty of time to roam the 
neighborhood and get into trouble. 

"So, Tommy...what's up?" As they walked along, the twins were getting 
curious, and Jeremy simply happened to be the one to voice the question. 

"Well...have you guys ever seen...a pussy? I mean...a real, naked 
pussy?" 

Jamie looked at Jeremy. Jeremy mirrored his twin. They both shrugged. 
"No..." 

With his face cracking into a broad grin, Tommy continued. "Well...last 
night, Suzy let me pull down her panties and look at it. I even touched 
it!" 

Even though she was, younger by two years, Suzy, Tommy's little sister 
was pretty cute. She still had a body that looked fairly boyish, but 
her face was all girl, and her reddish hair fell in little ringlets. 

The twins grinned in unison. "Cool." 

"Oh...she likes you guys." 

Furtively, the trio approached the back door. Though they knew they 
were likely to get in trouble, if caught, the twins were, after all, young boys, and giggled as Tommy dug for his key. "Suzy always comes in 
through the front door and locks it." 

Entering through the kitchen, the boys all had a drink from the milk 
jug, almost ritualistically, and then headed upstairs toward little 
Suzy's room. 

She came to the door as they topped the stairs. "Hey! You know nobody is s'pose ta be in here 'fore Momma gets home!" 

The twins giggled nervously as Tommy smirked. "Yeah, but ain't gonna 
tell...you like 'em anyway. I know that already. Let us in to your room...we got plans." 

As she opened the door farther, Jamie and Jeremy got a good look at 
Suzy. She was still in her school skirt. Suzy was a girly-girl, the type that always managed to keep her clothes perfect and clean, and never wrestled around with the boys. Instead, she carried a notebook, and wrote poetry.  

Dropping onto her bed, Tommy watched as the twins made their way into 
Suzy's room. As they had expected, it was a room of pink lace and 
stuffed animals. Apparently, Suzy was heavy into collecting kitty stuff.  She even had a kitty bedspread. Though they didn't 
understand why, the little girl's cheeks had pinked, and were in fact quite rosy. 

"Close the door," Tommy said to his sister. 

Following her older brother's instructions, Suzy closed them in and 
stood at the door, not sure what to expect. 

"I told 'em about last night. They wanna see, too." 

Suddenly, the pink bloomed into bright red. "You swore you wouldn't 
tell!" 

"Well, I didn't tell Mom, and I ain't gonna. 'Sides, I've seen those 
'poems' you write. You can't even tell 'em apart, but that's ok, you like 'em both." 

The little girl almost looked like she was going to cry. "You're mean 
to me. They aren't." 

"Well? That's why I figured you wouldn't mind." Tommy lounged 
insolently on his sister's bed, groping at his own crotch. Suzy settled down a little and started breathing again. 

"Ummm...you guys..." She looked hesitantly at one twin, then the 
other..."you...ummm...really wanna see?" 

Again, the twins mirrored each other's glance before Jeremy replied. 
"Yeah." 

Shyly she said, "Well...ok...but...you gotta show me your...ummm..." 

"Dicks. Cocks. Pricks." Tommy grinned wickedly. 

Against all odds, Suzy reddened even more. Even the twins were a little 
shocked to hear such words, right in front of the young girl. Her eyes 
were wide. "You're so naughty!" 

"Yeah? So? I'm right, huh?" 

Glaring at her brother for a moment, Suzy couldn't force the words, and 
just ended up staring at the floor and nodding. Her hands fluttered 
over her lacy dress, compelled by anxiousness. 

"Ummm...ok." The twins had conferred in their usual wordless manner. 
They had already shown their little tools to Tommy, back when he'd 
discovered jerking off, and demonstrated for them in his bedroom. Still, this would be plenty different.  

Nevertheless, by the time Suzy looked up, both boys had their jeans to 
their knees and their thumbs hooked into the waistband of their briefs. 
Little Suzy's eyes sparkled as they flicked from one to the other, but 
refused to look higher than their waists. 

"Pull up your skirt. Only fair." Tommy hadn't budged, except to 
continue groping himself. 

Slowly, Suzy took her skirt by the hem and lifted it, exposing her 
creamy ivory, cotton panties. They were comfortable and loose fitting, 
leaving plenty to the imagination. The boy's briefs, however, were snug, and quickly showed their growing excitement. 

All three younger kids turned to look as they heard the 'zip' of 
Tommy's trousers. His only response was a wicked grin. Tommy's member was already bulging its way through his fly, pulling the cotton cloth of his briefs open he let his cock poke out. 

Licking her lips, little Suzy reached under her skirt and tugged at her 
panties, lowering them slowly. The twins responded by slowly sliding 
down their briefs, and even before the little girl's mound came into 
view, both of the boys had sprung free, their little equipment bouncing 
like fishing poles when a big one gets away. 

For a moment, Suzy giggled, then she tugged her panties down to her 
knees. 

"Cool," both twins said in unison. 

"We can't see...you gotta pick your skirt up again..." 

"No...wait...lay down on the bed. Let 'em see good." Tommy had pulled 
his dick out and was stroking it. He actually had a fringe of hair 
around the base, something the twins had marveled at previously. 

As Suzy slid onto the bed, legs spread as far as her panties, now 
around her ankles, would allow, the boys shuffled closer for a better 
look. Focusing on their little erections, Suzy simply spread her legs open and allowed Tommy to lift her skirt over her hips. Tentatively, she reached out and lightly touched one cock, then the other, just as Jeremy leaned in closer and slid a finger over her unopened pink bud.  

Engaged as they were, nobody noticed at first when the door quietly 
swung open. "Oh, shit. Ok, kids, I was wondering why I heard so much 
giggling up here. "Clothes ON now!" Tommy, we're gonna have a long talk. March to your room. Suzy...I...damn, girl, pull up your panties. As for you two..." Mrs. Wellman looked at the twins and sighed, "pull up your pants and meet me downstairs in one minute. I've got to talk to your mother...and I have a feeling she isn't going to be happy." 

Standing at the door, Mrs. Wellman watched as Tommy zipped his pants, 
erection deflated, and headed out for his room, and turned to walk out. 
Sadly, Jamie took one last look at Suzy's little split as she endeavored to cover it, and both boys tugged up their jeans. Silence took hold. 

The boys met Mrs. Wellman as she was hanging up the phone. 
"Well...you'll be needing to go straight home. Yes, I know, Tommy started it all, and I told your mother as much. I'm not angry with you...well...not half as much as I am with Tommy. Ok. Get to marching." 

Only five words were shared between the twins on their way home, when 
Jamie voiced their thoughts. "I bet we're in trouble." 

The boys rushed home, knowing how their mothers temper could be if left 
waiting to long. As they reached the door, they were both shaking, 
afraid to go in.  

Jeremy said, "We have to go in, I'll open the door and go in first." 

"Ok, lets get this over with," Jamie sighed heavily. 

Jeremy slowly turned the doorknob, pushed the door open slightly, and 
peeked his head in. When he didn't see his mom he pushed the door open 
more and the boys went inside, wondering what their punishment would be. 

The boys' mother has been divorced for over five years. They had split 
up because he was an alcoholic and wouldn't try and sober up. She 
concentrates on her boys and trying to raise them the best she can working a full time job at a plastic factory as a line foreman.  

Carol had thought for quite some time of how to approach the boys with 
sex education. She returned to her own childhood for some insight. She 
always had thoughts of (playing) with the twins but never realized why 
until today. Carol had a close relationship with her parents. Her mother had taught her what a girl's body was for. By showing her what her body could do, and that it was all right to touch her daddy. Her daddy taught her how to take care of a man's needs properly. Carol could vaguely remember a few times that she had touched her daddies' penis before age eight. By age ten Carol had learned the fine art of giving a blowjob and cum drinking. By age twelve Carol had learned the complete way to satisfy a man and her mother was very supportive and even helped. Carols dad passed away when she was fifteen, he was hit by a car while walking across the street to work one day. Carol had a hard time dealing with the fact that her father was gone. So she suppressed the memories in the back of her mind. It was too painful to think of her daddy until today. 

Somehow with the boys and their trouble, it had been the key to unlocking the past. 

The boys walked further into the house when they heard their mother 
call them into the living room. For a thirty-four year old woman she had long, red hair, which was the color you see in autumn and blue eyes that looked like ocean water. 

"Come here boys, we need to have a talk," she said in a quiet, but 
deadly voice. 

The boys came in, their heads down cast, knowing they were in big 
trouble. They were almost on the verge of tears when she walked over to them and hugged them to her breast, (38 D). She was dressed in her pink robe and when she hugged them it gaped open to expose some of her breast. Secretly the boys didn't know, but she enjoyed the feel of their faces on them. 

"I love you boys with all my heart, I would like you to know if you 
want to know what a girls privates look like just ask me." 

The boys quickly looked up, their eyes big, they couldn't believe what 
she was saying. Moreover, she did not sound mad which was a huge 
relief.  

"Now is the time to ask me any questions and I'll answer them for you," 
she said in a quiet voice, letting her robe fall open a little more 
almost exposing one breast.  

The twins fidgeted, neither knowing what to say or do. Finally, Jamie 
spoke up. "You aren't mad?" 

"No, but you boys had better be a lot more careful than that. I want 
you to come to me, instead of getting in trouble, like your friend 
Tommy." Carol gently rubbed the boy's backs, hoping for a response. 

"Ummm...well...we sorta know what they look like, now." Jeremy's eyes 
had discovered his mother's cleavage. His mom had only rarely allowed 
such a show. 

"Yes? I suppose you do. Is there...anything else, then? Remember, you 
can ask me. I won't get mad, or anything." Carol leaned over even 
farther, as far as she dared, and the pink robe fell open almost far enough to expose a nipple. Her heart was beating like a bass drum, and she hoped one of the twins would take her bait. 

Jamie swallowed hard. His eyes flicked from his mother's warm, soft 
flesh to the floor, and back. Suzy had shown them a lot, but this was 
their mom. Her breasts looked huge. 

"Well?" 

Both of the boys were experiencing a fair bit of discomfort as their 
little tools hardened, but neither could quite bring up the nerve to 
speak. Jamie thrust both hands into his pocket, while Jeremy scratched at the denim of his jeans. 

Taking a deep breath she slipped a nipple into view. Carol felt giddy, but wasn't too sure about the boys' reactions, so she slowly recovered 
herself after giving them a long look. Blood rushed through her body, 
making her pulse pound. "Well," Carol managed a ragged voice, "who wants some lemonade?" 

The twins glanced at each other, still confused, and amazed that they 
hadn't been yelled at, or even worse. Neither paid particular attention 
as their mom stood, rather wobbly, patting them both on the butt as she 
rose. Moms did that, after all. 

"Ummm...ok." 

"Yeah. Sure." Jeremy looked over at Jamie, and took a deep breath, 
sighing with relief. 

After dinner, Carol asked the boys to see to their baths, and went into 
the master bedroom and turned the music up. After the excitement of the 
day, both boys revealed erections as their shorts came down. 

"Did you see...ummm...mom's boob?" Jamie squeezed at his little tool 
for a moment. 

"Ahhh...yeah." Jeremy grinned nervously and toyed with the head of his 
toy soldier. 

The door barely creaked as it opened, and both boys brightened as their 
mother looked in on them. She appeared to be breathing a bit heavily. 
"I'm just checking on you...you...don't have to be worried. I've seen 
your penises before, and they all get hard. It's natural." 

Both boys looked at their mother and shyly moved their hands aside. 
Rather than going soft, their little tools throbbed as their mother's eyes looked them over. 

"I'll be back to tuck you both in. Have a nice bath. Make sure you get 
clean. Everywhere." Carol stood at the door for a few moments longer 
before tearing herself away, leaving the twins alone again. 

It was a while before either spoke or moved. For a moment, both stared 
at the door, and then they turned to each other. Their eyes drifted to 
each other's little stiffies. 

"Mom was...ummm...lookin' at us. Awful hard." Jeremy glanced at his 
brother's face before allowing his gaze to settle back on his mirror's 
small rod. 

"Ummm...yeah." Jamie's hand slowly came to settle on his erection. 
Gently, he stroked the sensitive shaft beneath the head. 

Even the warm water barely softened the twin's anxiousness, and few 
words were spoken. Neither quite seemed to know what to do, or even think, as they soaped up and rinsed off. Before they could dry off, their mom had popped in again. She was already ready for bed, in her filmy nightgown. She smiled as she took up a towel and began drying Jamie's hair. "You boys aren't too old for a little attention from mom, are you? You used to love this when you were little." 

Jeremy shrugged and Jamie fought to keep from giggling. It did feel 
good, after all. When Carol brought the towel over to Jeremy, Jamie had to giggle a little, and after barely a moment, Jeremy broke out himself. Chuckling a bit herself, Carol pulled the towel down lower, catching them both up and bringing their naked bodies both against her. Her hands settled on their butts, and she kissed them both lightly on the cheek. "My little men are growing up. You know, your daddy used to sleep naked. Maybe you'd like that, too. Why don't you try it and see?" 

Her hands continued to roam, drying them. Jamie and Jeremy looked back 
and forth at each other, a little unsure, still. After a moment, Jamie 
shrugged. "You mean...ummm...we can be naked...all night?" 

For a moment, Carol's eyes glowed. "Yes." 

After a couple of hours of TV, the boys went to bed in quite a good 
mood, giggling amongst themselves. Carol watched them go, wanting nothing more than to go with them. The whole time, they'd laid on the floor, roughhousing a little, in the nude. Carol's hormones were in an uproar, and she could feel the wetness between her legs. 

"So...ah...Jeremy?" 

"Yeah, Jamie?" 

"Do you think...ummm..." 

As his little tool had been hard almost all night, Jeremy was squeezing 
at himself as he waited for his brother to voice what he knew he would. 

"Yeah?" 

"Ya think Mom would let us see her...ummm...pussy?" 

For a moment, Jeremy had to consider. "Yeah...I think so..." 

"Do ya think...she'd..." 

"Let us touch it?" 

"Yeah." 

Breaking into giggles, Jeremy answered. "I dunno. I...kinda hope so." 

A few minutes later, the boys had finally settled down and fell sleep. 

The next few days went by much like the usual days did. There was 
something of an expectant air between them and their mother, however, 
neither was sure what to do next, exactly. Still, a precedent had been set, and the boys were nude around the house almost as often as they could get away with it, and Carol took to wearing her nightgown or robe, with very little else. Often, she seemed to be right on the edge of saying something, but caught herself just before she worked up the nerve, until the third day. 

Carol new that she had left a lot of questions opened for the boys. And 
she knew she had to be the one that progressed the situation. Because 
if she didn't she would lose her chance with the boys forever since they were growing up. So on this day after letting them get used to the idea of being open and nude, Carol put together a plan for when the boys got home from school. She spent all day getting things ready around the house and giggling like a schoolgirl that was being naughty while she did. She changed the sheets on her bed and was going to place candles around the bed but decided against it because she wanted the boys to see her fully and she wanted to see them. She went to take a long hot bath and shaved her legs and pussy, making herself silky smooth for the boys to touch. After getting out of the tub and drying off she applied baby lotion and a bit of perfume called Sand & Sable. She then decided to wear a thin, white lace nightie that showed off her huge breast and clean shaved pussy. Everything was ready for the boys it was now 3 p.m. Carol only had fifteen more minutes to wait and they would be home. Her heart felt like it was going to pop out of her chest because it was pounding so hard from excitement of what would come next. She reached her hand down to her pussy and found it was wet with anticipation.  

The boys had no idea what Carol was planning when they invited Tommy 
over to their house after school, but they were about to find out. Jamie pushed the door open and the other boys followed him inside. Jamie was about to yell for his mom when he saw her lying on the couch half dressed. He stopped in his tracks and his mouth was gapping open when the other boys looked to see what he was so shocked about. Jamie and Jeremy gazed in silence and Tommy was the one to break the spell.  

"Wow your mom is hot," Tommy said, as he took a seat close to Carol.  

Carol started to cover herself with her robe when Tommy said, "It's ok 
don't mind me, I wont tell!" 

Carol considered what to do next and wondered if Tommy could be trusted 
when Tommy boldly touched Carols' inner thigh with his hand. Carol 
started to say stop and move away from Tommy but his hand went higher up her thigh, stopping her in mid motion. She glanced at Tommy and then her boys considered the moment and noticed her boys both had stiffies. 
Carol decided to go ahead with her plan even with Tommy there. 

Carol said, "Jamie and Jeremy come over her closer to me!" 

They scooted the coffee table back and Jamie and Jeremy kneeled in 
front of their mother excited about the situation and wondering what would happen next. Carol lay down on the couch and Tommy sat between her legs. Carol took Jeremy's hand and placed it on her breast and told Jamie to do the same. They both giggled nervously because they had longed to touch her for some time now. She showed the boys how to rub her nips with their hands.  

"That's it boys not to hard, she gasped at the little fingers working 
over her nipples lightly because they were doing a great job and getting her very excited. 

Tommy said, "What about me?" 

"Would you like to touch me Tommy?" And she reached up and placed his 
hand on her freshly, shaved pussy. 

Tommy was a little to eager and was rubbing Carol to hard, so she 
reached for his hand and said, "Just like this, you have to be gentle!" 

After a bit the boys said, "Can we touch it too?" Both of them pointing 
towards her pussy at the same time. 

"Yes you may, one at a time and I'll show you how!" 

Carol wanted to teach the boys everything and wanted to be sure Tommy 
didn't have to go home right away. 

"Tommy, why don't you call your mom and ask to stay here tonight, tell 
her its ok with me!" 

Tommy was off and running for the phone. In a short time he came back 
breathless and excited that his mom had said he could stay. 

"Ok, now I will tell each one of you something new to do. Let's move to 
the floor so we will have more room!" 

After she was positioned she called the boys over. 

"Jeremy, I want you to bend down on this side," Carol motioned to her 
left, "and taste my nipple."  

When she had Jeremy fixed and doing it correctly she had Jamie get on 
the other side of her and do the same thing with her right nipple. 

"Ok boys hold up just a second I want to show Tommy what to do.  I want 
you to do the same as before except I want you to use this finger and 
move it inside me."  

She showed him which finger to use and helped him move it in and out 
like she wanted it to be done. When Tommy had the rhythm Carol laid back down and Jamie and Jeremy went back to what they had been doing. 

"You boys are learning nicely, mommy likes what you all are doing!" 

Tommy glanced up sharply and Carol said, "Yes you too Tommy?" 

"Now I want you boys to trade places." 

Jamie took Tommy's spot and Tommy and Jeremy had a breast each. After a 
while Jeremy got to try fingering his mom like the other boys. Each of 
the boys were rubbing their crotch area Carol noticed, their stiff cocks must be getting uncomfortable in their jeans. 

"Ok boys here comes the fun part, I want you to take off your jeans and 
underwear!" 

Each boy jumped up eagerly undressing for her, three little stiffies 
sprang out for air. 

"I want you boys to stand here in front of me and enjoy what I'm about 
to do!" 

Tommy stood between the two boys wondering what was going to happen 
when Carol knelt down in front of them. She took Tommy's cock in her mouth and began sucking him. Then with her left hand she jacked Jamie's cock and with her right hand jacked Jeremy. The three boys all gasped at the same time but defiantly were enjoying the moment. 

Tommy shouts, "Oh, yeah," shooting his cum in Carols mouth. 

Tommy goes to sit down and Carol tends to her boys. Carol leaned up 
closer so that the boy's cocks were touching her nipples as she continued to jack them off. Both boys let out a groan and splashed Carols tits with their cum.  

After giving them time to recover Carol said in a whisper, "Just think we have all night to do this again!" 

Of course the three boys said in unison, "You're the greatest," and gave Carol a hug.

Carol suggested, "How about I fix some popcorn and we sit and watch a little movie in the buff, you guys up to it?"

"Sure," they said together.

"I'll get the popcorn going and then we will watch the movie together," said Carol as she skipped to the kitchen. 

Carol returned with the popcorn and put in the porn flick.  The boys were starting to eat popcorn when the movie started.  The look on the boys' faces was priceless.  Each one was looking at the screen, eyes wide, they couldn't believe what they were watching but watched with great interest.  The flick was about a lady and three guys doing the nasty.  

Tommy says, "Hey that's like us!" Meaning there was three of us like in the flick. 

The scene started out with the lady sucking each of the guys' cocks. After that it got really interesting. One of the men was lying on the bed and the lady was on top of him, he had his cock inside her pussy.  Another guy got up behind her and was doing her anal style.  The last guy was squatting on the bed getting a blowjob from the lady.  The boys were touching their little hard pricks, anxiously waiting for what would come next.  The man that was doing her anal pulled out and shot his cum up her back.  The man on the bottom pulled out and was rubbing his cock in the ladies pussy lips shooting cum on her belly.  The blowjob guy pulled out of her mouth and jacked his cum on her lips.  To finish the scene the lady was rubbing her back and belly with her hands rubbing their cum in like body lotion and licking her lips. And Carol clicked off the movie, eyeing the boys wondering what they thought of the movie.Each boy was sitting silent still in disbelief of what they had just watched.  

Carol broke the silence by saying, "Well boys what did you think of the movie?"

Tommy of course spoke first, "Wow, that was an awesome movie."

The twins looked a little flushed and their cocks were hard as stone.  Looking like they might need some help getting relief.

Carol noticing each boy's um problem said, "How would you boys like to try that scene in the movie we just saw with me?"

The boys each looked at each other thinking over the offer and within seconds agreed to try it.

Jamie lay on the bed and Carol got on top of him, gently sitting on his cock.  Carol bounced up and down on his stiffie letting him get used to her pussy. Jeremy got on the bed and was given the pleasure of Carol's behind.  Carol reached behind herself and helped Jeremy find the right hole and pushed on his bottom pulling him into her fully.  It wasn't easy for Carol to do but some how she managed to do it.  Tommy stood in front of Carol with his stiff cock and she began to suck him.  Carol sucked Tommy as he shot his load in her mouth, which she gladly drank. The twins lasted about fifteen minutes but instead of pulling their cocks out Carol got more than she hoped for, her sweet boys shot their cum inside her.  

Carol got off the boys and said, "Ok boys, time for bed now, I hope you boys had fun?"


"Wow, you bet we did," they said as they walked to their room. 

Carol listened at the door and overheard the boys talking about what a great night they had and what a hot lady Carol was.  

Tommy said, "I wonder if she will let us do this again?"

Jeremy said in a breathless voice, "Man I hope so that was really cool."

Jamie said with a giggle, "She has a nice ass!"

Carol couldn't believe her good fortune and definitely will have to do this again.  Reaching between her legs she could feel where her sons' had cum and brought it to her lips.


Thank you, thank you PRE-vert you are the best.  I really appreciate your help and motivation on this story.  Somehow thank you doesn't seem to be enough considering you got me writing again.

I hope everyone that reads this story really enjoys it.  Let me know yeah or nay at flirtnfantacy@yahoo.com

