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Alex lifted his hips, driving his cock deeper into her mouth. Joan tried to lift her head, but it was no use. Suddenly what had been fun wasn't fun any more. Alex was still blasting his hot cum into her mouth, and Joan was afraid she'd choke!

Swallowing desperately, Joan pumped his cock faster and faster, trying to get him to finish, but more and more cum squirted out and she knew it was running out of her mouth and down her chin. It seemed to go on forever, but finally Joan realized her mouth was no longer filled with fluid. She licked the head of his cock and then let it slide out of her mouth.

Alex smiled at her and Joan returned his smile. She put his rapidly softening cock back inside his pants and zipped them closed. A moment later her shorts were zipped up and she had tied her halter back in place.

Sitting up, Joan looked around and realized they were very nearly at the turn off to the old mill. She nudged Alex and pointed to a shack near the road.

"Wow, that's not long for this world," Alex said.

His voice woke his mother, and Pauline yawned and stretched, blinking the sleep out of her eyes.

"Oh, I must have slept for an hour." She stretched again and then turned and looked at the teenagers.

"Having fun?" she asked Alex.

She was puzzled when both of them got red in the face and began to giggle.

CHAPTER TWO

The road into the old stamping mill was rough and pot-holed. Finally Doris pulled off the road into a grassy spot under some trees and turned off the engine. In the sudden silence everyone could hear the birds arguing and the gurgle of running water.

"We'll leave the car here and walk the rest of the way." Doris opened the door and got out to stretch. "There's a real bad spot just ahead that I nearly wrecked on last time we came up."

"Is it far?" Pauline got out and looked around. Everything was so quiet and peaceful, the car seemed like it was intruding.

"About five minutes. Alex, you take the ice chest, and don't drop it! It's got bottles in it, and if they break, Heaven help you."

Alex grinned and nodded. He was feeling great! He had a hunch that this afternoon would be a lot more than just a picnic!

"Joan, you take the bag with the sandwiches and I'll take the salad. Don't bother to lock the car, no one has been here in months. See the dirt – no tracks except ours."

With all this out of the way, Doris picked up the salad bowl, carefully covered with foil, and started along the road. Pauline fell in beside her, with Joan and Alex bringing up the rear.

The walk was pleasant, but hot. The summer sun blazed down and the shade was a welcome relief. After a few minutes the remains of a large wooden building came into sight. It was built against a cliff and looked like it had once been several stories high.

"That's it," Doris said. "There's a lovely spot right down here. But watch your footing, these rocks are tricky."

The four of them made it to the bottom of the steep bank without mishap, and Doris lead the way through a screen of bushes to an open area that fronted on the creek, with the mill just across the stream from them.

"It's beautiful!" Pauline dropped the towels and blanket on the grass and kicked off her sandals. The bank had broken away and there was a tiny, pebbley beach. She walked down to the water and waded in until the water was over her ankles.

"Brrr, it's cold!"

Doris laughed. "Up around the bend, just beyond that tree, is a small pool. It's good for about two or three strokes in either direction, but it's nice just to laze around in."

Alex took off his shoes and socks and rolled his pants up. He waded past his mother and upstream around the bend. Just as Doris had described, there was a small natural dam formed from fallen trees and boulders. The water behind it looked cool and inviting.

"I'm going in," he announced when he got back. He picked up his towel and swim suit and ducked behind a screen of bushes to change.

"I'm going in, too," Joan announced. She waited until Alex emerged from the bushes, his clothing over one arm and a blush on his face.

Pauline gasped slightly. Alex's trunks were too small for him now, and the enormous thickness of his cock was all too obvious. She felt her stomach tie itself into a knot of lust. The idea of that huge piece of meat inside her cunt made her tremble.

Doris, less inhibited than Pauline, stared at the teenager. Watching him until he was out of sight, she turned to Pauline and raised her eyebrows.

"You didn't tell me your son was half stallion," she said lightly.

Pauline, blushing, nodded. "I only found out about it myself this morning. He asked how big a normal prick was. Then, like a fool, I asked him and… and he told me how big he was."

"Well?" Doris, busy spreading out the blanket, looked up at Pauline.

"Ten inches," Pauline sighed.

"My God almighty! He is a fucking horse! Jesus, ten ever-loving inches of cock meat…" Doris shivered. "The idea makes me horny as hell."

"Me too," Pauline admitted. She flopped down on the blanket and accepted a bottle of beer from Doris. "After he told me about it I sent him to the store just so I could masturbate, dreaming about fucking my own son. God, I'm sick!"

"Bullshit." Doris took a healthy swig of beer and smacked her lips. "You're just like I am – young, healthy and horny."

"Healthy and horny, yes, but I'm almost forty, and that isn't young any more."

"Bullshit," Doris repeated. "I'm forty-one, and I still like to fuck every chance I get. I've been thinking about sending Joan away this summer for a couple of weeks, maybe longer. Then…" she smiled, "every night, a cock. Ummm, the idea is enough to turn me on just thinking about it!"

Pauline giggled. It was a great idea, but she knew she'd never be able to do it herself – she lacked the nerve.

"Ten you what." Doris finished her beer and put the bottle aside. "Why don't we send both the kids away and then we can go looking for cocks as a team?"

Pauline blushed and shook her head. "I… I couldn't, Doris. I've tried, but… well, I just…" She shrugged.

Doris took a tube of suntan oil out of her handbag and began putting it on her legs and arms. She lay down on the blanket and untied her halter strings.

"Here, put some on my back, would you?"

Pauline took the tube and began rubbing the oil on her friend's smooth back. Doris wiggled slightly and then lifted her head and looked at Pauline.

"Do the backs of my legs, too, would you?" Pauline applied oil to the backs of Doris' thighs and gradually worked it in until the woman's body had a lovely sheen to it.

"Ummm, thanks." Doris yawned. "Here, let me do you before I fall asleep. This sun is great!"

"Oh shit!" Pauline swore violently.

"What's wrong?"

"I forgot my swim suit. I can't do anything. All I've got on is a pair of panties. No bra, nothing."

Doris shrugged. "So what? Sunbathe naked. The kids'll make enough noise coming back so you can put something on before they get here."

"Think so?" Pauline wanted to, but…

"Sure, what's the matter, embarrassed?"

Pauline blushed slightly and nodded.

Doris laughed. "Don't be. I was one of three girls, and we used to sunbathe naked all the time. I'm so used to raw skin I don't even see it any more."

"Well, if you don't mind, then I will." Pauline undid her blouse and slipped out of it, enjoying the teeing of the air on her breasts. She stood up and undid her skirt, letting it fall to the ground. Doris carefully studied the ruins on the opposite side of the creek while Pauline slid her panties off and then lay down on her stomach beside her friend.

"Ready?" Doris put a generous dollop of oil in the palm of her hand.

"Uh-hum. Ohhh, this is nice!" Pauline cradled her head in her arms, staring at the creek.