Stacy was kneeling over us watching, touching here and there, not knowing what to do.

Stacy was kneeling over us watching, touching here and there, not knowing what to do. Her round ass caught my eye and I took Judith's hand and brought it underneath her daughter to stroke her. Stacy squirmed as her mother cupped her pubic mound from underneath with her hand.

I pulled myself out of Judith's tight cunt and moved myself to her face, pushing my slick cock into her mouth. She greedily accepted and began sucking and stroking me. I looked at Stacy and I could see all thought had escaped from her eyes.

"Eat your mom," I told her. Stacy's eyes widened, and Judith tried to pull her mouth off me, but I held it in place almost gagging her. "Go ahead," I said, "get between those lovely thighs and eat her. You can't imagine how hot and wet she is."

Stacy hesitated for a moment and then awkwardly moved herself between Judith's long legs. I nodded my approval and she knelt down and placed her face on her mom's open cunt. Judith's eyes grew wide and then I saw them roll back as Stacy's began tonguing her. I pulled my cock out of Judith's mouth and she let out a long moan. She began twisting and convulsing against Stacy's face and I knew she would be coming soon.

I lay on my side next to Judith and gently, but firmly pushed her over slightly so that I could have just a little room underneath her, my cock pressing against her sweaty ass cheeks. I lowered myself slightly and my cock became free and I felt it bounce against Stacy's soaked chin. I could not see what she was doing, but I felt her lips open and then she lowered her mouth and began sucking on my cock. I let her suck for a minute or so and called down to her.