Note : This story is completely fictional! Never try to do it in real live!

This is the last, at least for now, in the Kathryn stories. If you have not read any of the others, I would suggest you read them before you read this. Keep the sending feedback, I enjoy getting it and try and answer all of them. I hope everyone enjoys this story as much as the others.

Derrick pulled the car into the motel’s parking lot. They had arrived at Corpus Christi at 4:30 P.M. It took them eight and half hours to get here from Dallas. Derrick looked over at his girlfriend sitting in the front seat aside of him. If all goes according to plan, this vacation will mark a new step in their relationship. He looked at his mother sitting in the backseat. Kathryn winked at him and blew him a kiss. Yes, he thought, it should be one helluva week.

Kathryn said to the two people in the front seat, “You stay in the car and I’ll check into the motel. I need to stretch my legs after the long drive.” Soon Kathryn came out, got in the car and told Derrick where their room was located. Within ten minutes, they had all their bags in the room. The room was not much to look at.. it had two double beds, a small table placed in front of the balcony, which looked out on the Gulf.

“I know there isn’t a whole lot of privacy, especially for two young people so in love as you two,” said Janet to her son and girlfriend. “We’ll work something out, I’ll get scarce, when you want to get, err, intimate. Hey, who knows, I might get lucky too.”

Derrick and Tiffany laughed at Kathryn’s comment. “Mother, I know you won’t get in our way,” said Derrick. We should all have a good time here.. there is plenty to do at the Gulf. I’m sure we can work something out.” Tiffany nodded in agreement.

“What do you say we walk around the motel and see what is located close by,” suggested Kathryn? “I haven’t stayed in this part of the town before. We can walk on the beach and later find a place to eat.”

“That sounds good,” replied Derrick. “I need to get some exercise after that long trip cooped up in a car.”

The three of them walked along the beach. The beach was empty.. most people had gone back to change and get ready for supper. Derrick and Tiffany walked together, arm around each other’s waist and bodies pressed tight together. Kathryn walked on one side of them. She felt left out, until Tiffany, holding out her free arm, said, “Come here Kathryn. I am so happy you have included me in your vacation. Thanks for that and everything else you’ve done for me.” Kathryn slipped her arm around Tiffany’s waist and linked the three of them together.. Tiffany gave Kathryn a kiss on the cheek and pulled Kathryn tight against her body. That’s they way they walked down the beech, three people joined together, enjoying each other’s company.

Derrick saw two girls in sexy bathing suits and said, “Boy, look at those girls, they hardly leave anything to the imagination.” Tiffany and Kathryn laughed at Derrick’s remark “What’s so funny,” he asked.

“Oh, nothing,” replied Tiffany. “But if you think those suits are revealing, wait until tomorrow. You ain’t seen nothing yet.”

Kathryn added, “Don’t ask us about it, you’ll just have to wait until tomorrow.”

She and Tiffany broke away from Derrick and ran up the beach together, still arm in arm. Before Derrick reach them, Kathryn said to Tiffany, “When Derrick sees you in that suit, he’ll jump you right there. I’ll have to leave the room quick or get embarrassed.” Again, they laughed at the comment.

After a long walk on the beach, they decided to go back to the room to shower and change for supper. As they arrived at the room, they realized they had a problem, privacy. “Should I go out on the balcony until you two have showered and dressed,” asked Kathryn? Then, we can change places?”

Derrick spoke up, “That’s going to be an on going problem, privacy.” He turned to Tiffany and whispered something in her ear.. she nodded her head in agreement with what he said. “Mother, when it was just you and me, we didn’t worry about privacy.. the only thing different is the presence of Tiffany. We cannot keep running out on the balcony every time we change. You and I do not mind and neither does Tiffany, so act like one big happy family for the week and do not worry about anyone getting embarrassed. If that’s OK with you mother?”

“I’m fine with it. You know I am not a prude, never have been. Kathryn continued, “I will give you privacy when you want it. Now let’s get ready for supper, who wants to shower first?’

“I’ll go last, it will only take me about fifteen minutes to get ready,” said Derrick. “Why don’t you go first mother, Tiffany and I can use a little time alone.” Therefore, Kathryn went to shower first, which left Tiffany and Derrick together. As soon as the bathroom door closed, Derrick and Tiffany embraced and kissed each other passionately. Derrick grabbed her tits and played with them.

“Derrick, you keep that up you’ll make me get wet, save it for later,” said Tiffany.

“OK Tiffany, how about a quick blow job?”

“Your mother could come out of the bathroom at any minute and catch us,” replied a shocked Tiffany.” We can’t take the risk, wait until later.”

“Tiffany, please, just a quick one,” begged Derrick. “I’m so horny, it won’t take long. Mother never takes a shower shorter than fifteen minutes.. we still have almost ten minutes. Please!”

“OK, it’s your mother. I do not know how I am talked into these things. Hurry up, get your shorts off, if you want that blow job.”


With one quick motion, Derrick was naked from the waist down, sporting a hard on. Tiffany knelt in front of him and began sucking him off. She took as much of his hard cock in her mouth as she could. She did that for a couple of minutes, and then she held just the head of his cock in her mouth, while she jacked him off. In two minutes he came. He shot most of his hot come in her mouth and she was able to swallow it. Only the last shot hit her on the cheek. Just then, they heard the bathroom door open. Derrick pulled up his shorts and Tiffany stood up as Kathryn came out of the bathroom wrapped in a towel.

“Your turn, she said to Tiffany. Tiffany walked toward the bathroom. Kathryn stopped her, took a finger touched it to Tiffany’s cheek and wiped off the drop of come. “You missed this,” she said to Tiffany. Kathryn held out her finger, with the drop of come on it, to Tiffany. “Here, you don’t want to waist it and stuck her finger into Tiffany’s mouth. Tiffany turned bright red. Kathryn said to her, “Honey, if the situations were reversed, I would have done the same. If only I had known, I would have taken more time.”

“Kathryn, you’re the best,” said Angie and she hugged Kathryn. Derrick is right.. you are a very special mother.” She hugged her again and whispered in her ear, “and a damn good pussy licker.” Tiffany went into the bathroom and shut the door.

Derrick looked at his mother and said, “How about a quickie” and he dropped his shorts. He still had a hard on.

“Derrick, you’re a mess,” said Kathryn. “Tiffany just sucked you off and now you want to fuck me? Control that thing. What happens if we are caught? That would put a damper on the vacation, wouldn’t it?

“Mother, I’m so horny being around the sexiest two ladies that I know. Tiffany won’t be out for ten minutes, it won’t take me that long.”

“You better not make a mess. Here sit on that chair.. I don’t want to get sweated.” With that, Kathryn opened her towel, spread her legs and sat down of her son’s hard cock. She had to admit it felt good as she bounced up and down on Derrick’s cock.

Soon, Derrick yelled, “I’m coming.” Kathryn got off him and caught his hot load in a corner of the towel. Derrick pulled his shorts up and Kathryn wrapped the towel around her again. Soon, the bathroom door opened and out came Tiffany wrapped in a towel. “It’s your turn,” she said to Derrick.

When the bathroom door shut, Tiffany came over to Kathryn. “She put her arms around her neck and pulled Kathryn close to her in a warm embrace. She kissed Kathryn on the lips and her hand found the opening to Kathryn towel. Soon, Tiffany’s hand was busy caressing Kathryn’s tit. “I wanted to do that to you all day,” said Tiffany. “Ever since last night, I’ve been thinking about what we did and what you said. You were right, when Derrick and I went to bed last night, we made love. It was good, like always, but different from what you did to me. I am not sure what I want. We had better get dressed, before Derrick gets out. He is so horny.. he would probably jump both of us. You saw, he had to get relief while you were in the bathroom. I was almost afraid to leave you with him, when I showered.”
Kathryn thought, If only you knew. “Tiffany, I’ll try and give you two as much time alone as you want. I must say though, I would not mind some time alone with you. I’ve just started to show you the things one woman can do to another.”

The two women had shed their towels and were just getting dressed, when the bathroom door opened. Kathryn and Tiffany had their backs to the door, so when Derrick emerged from the bathroom, all he saw was two women from behind. “Shit,” said Derrick, “if I would have been a few seconds earlier, I would have seen you two nude.”

“Derrick, you’re such a shit,” said Kathryn. “If you want to see me nude, here you go.” Saying that she turned around, and she gave her son a view of her naked body. He had seen it many times before, but this was the first time, there was another person in the room.

“Here Derrick, get your jollies,” said Tiffany. She also turned around. “Well, there you go, now you won’t have to peek at us.”

“Derrick, looked at his mother and then at Tiffany. “I’m looking at two of the sexiest women in the world...”

Tiffany looked at Derrick, then at Kathryn and said, “Hey, big boy, why do you still have the towel wrapped around you, afraid to be seen by your mother.”

“No,” said a startled Derrick. Tiffany was starting to get bold. This may be easier than he thought. “Here, you go ladies,” and Derrick removed his towel. After seeing both of his lovers nude, he had a hard on, of course.

Kathryn was the first to speak. Looking at her son, she said, “Well I can see he really is my big boy.” They all laughed at that comment. “Seriously, I’m glad this happened, this way we won’t be worried about being embarrassed, staying in the same room. We will not have to worry about it any more. Let’s get dressed, I’m starved.”

The person at the desk in the motel told them of a good seafood restaurant. It was so close to the motel, they could even walk there. They only had to wait about thirty minutes for a table, not bad for spring break in Corpus Christi. The food was good and everybody enjoyed his or her meal. It was only nine when they got out of the restaurant, so they decided to take in some of the nightlife.


They had seen a few good looking bars on the way to the restaurant. “Let’s take the one farthest away from the motel and work our way back,” said Kathryn. “That way, the last bar we go to will be the one closest to our motel and we won’t have to stagger too far to get to our room.”

Tiffany and Derrick both laughed at Kathryn’s remark.

After three or four hours and five or six bars later, they decided to call it a night. Tiffany was the worst one of the three.. she could stand up and walk, just not too straight. So the three of them walked arm in arm, the two blocks to their hotel. Tiffany was in the middle of Kathryn and Derrick, that way they could steady her. As they walked, Kathryn allowed her hand that was around Tiffany’s waist to slide downward so it was grabbing her butt, Derrick followed suit. Soon they were both grabbing and massaging Tiffany’s ass. It was beginning to have an affect on her.

“Oh I love the both of you,” Tiffany said, and hugged both of them tighter. She turned her head toward Derrick, wanting a kiss. Derrick responded by kissing her hard on the lips and driving his tongue quickly into her mouth. The kiss only lasted for a few seconds but it got Tiffany turned on. She tilted her head toward Kathryn, slid her hand up Kathryn’ back until it touched the back of her head and pulled Kathryn’ head toward hers. When their lips met, Tiffany took the initiative and drove her tongue deep into Kathryn’ mouth. “God, I’m turned on,” said a hot and horn Tiffany. “Are we almost at the motel?”

Mother and son looked at each other and both thought this was going to be easier than they had imagined. “Here our hotel,” answered Derrick. The three of them quickly made their way up to their room and went inside.

Tiffany was the first to speak, “I know this sounds kinky and weird and maybe it’s the booze, but I want both of you. My pussy is on fire, just from the walk home and having your arms around me. If you don’t want to do it I’ll understand, but I really want to feel both of you, together, making love to me.” Tiffany lay down in the middle of the bed and waited.
Kathryn and Derrick smiled at each other and took their positions on either side of Tiffany. Kathryn began to kiss Tiffany a hard, firm, open-mouthed kiss, while her son watched. When she was finished, Derrick kissed Tiffany while his mother watched. Then they both kissed her at the same time. Three sets of lips were touching each other, three tongues intertwined. After a few minutes, Tiffany pulled back and watched Derrick and his mother kiss.

“Wow,” exclaimed Tiffany. “That’s erotic, mother and son kissing like that, and I’m turned on even more. I want more,” and pulled both their heads toward her...

Kathryn and Derrick turned their attention toward Tiffany. If this threesome was going to happen and continue to happen, they had to make sure Tiffany had some of the best sex she ever experienced. Derrick moved his lips down Tiffany’s neck, while Kathryn returned to Tiffany’s lips. While his mother was kissing his girlfriend, Derrick nibbled on Tiffany’s earlobe, knowing exactly what to do to get her hot and bothered.

Kathryn could feel how much Tiffany was being turned on by her son’s attention, she began to unbutton Tiffany’s blouse. She undid her bra, releasing those beautiful breasts she had enjoyed so much just yesterday. Her son saw what she had done and helped her remove Tiffany’s blouse and bra. Tiffany was now naked to the waist.


Together they both moved their attention downward toward Tiffany’s tits. They both kissed all around the breast that was in front of the. Tiffany’s breath was getting deeper and more rapid. When they finally got to Tiffany’s nipples, they rock hard. As they both sucked and nibbled on her nipples, Tiffany began to moan and her hips were moving upward, thrusting her ass off the bed. Kathryn moved her free hand down between the young girl’s legs and rubbed her pussy through her shorts. Even with fabric separating her fingers from Tiffany’s pussy, Kathryn could feel how wet it was. That did it.. Tiffany had her first orgasm of the evening. Tiffany’s hips bucked up against Kathryn’s fingers, a low moan or groan escaped from her throat, her head flew back against the pillow and she grabbed the back of Derrick’s and Kathryn’s heads and mashed them against her boobs.

The whole episode tended to make everyone more alert and ready to have more fun.

“That was unbelievable,” said Tiffany. “I didn’t think I could come that hard and still have my pants on. That was so wild, having the three of us sharing a kiss and then seeing the two of you kiss like that.” She said to Derrick and Kathryn. I want to see and experience more. I want to feel Derrick in me, while you and I make out,” Tiffany said to Kathryn. “I hope that doesn’t freak you out?”

“Hell no,” said Derrick. “I want to see you and mother make out, while I slide my hard cock in you hot cunt. Mother, are you game?” Derrick asked, knowing his mother wanted that and more.

“Sounds like a lot of fun,” replied Kathryn. “I want to see my boy fuck his girlfriend, while she and I play with each other’s tits. That sounds good to you?” When they both nodded, Kathryn got up and took off her clothes.

“Kathryn lay down here aside of me,” Tiffany said. “Here Derrick, it’s all yours,” she said as she removed her shorts and underwear, got her hands and knees and presented her bottom to Derrick.

Kathryn did as she was told. Derrick tore off his clothes, put the head of his cock in the entrance of Tiffany’s pussy and with one big shove, was buried deep inside of her. “God, you’re so fucking wet,” he said to Tiffany. “I have never felt you this wet and ready to be fucked.”

“OH, that feels good. I think you are harder and bigger than I have ever felt you. I guess having a threesome with a lover, his mother and his girlfriend will affect everyone.” Tiffany responded. “It sounds so wrong, it makes it soooo kinky. I cannot believe we are doing this, but it feels so good. Derrick fuck me slow while I tend to your mother”

Kathryn and Tiffany began a long passionate kiss, while they played with each other’s tits. Tiffany broke the kiss and rested her head on Kathryn’s chest.
“Go slower Derrick.. I don’t want you to come too soon. You feel so good. I don’t think I’ve every been this hot.” said a breathless Tiffany. After a few seconds of rest, Tiffany took one of Kathryn’s nipples in her mouth and began to play with it. First, she just sucked it, and then as she was sucking the nipple she closed her teeth so that the nipple brushed against them.

“Tiffany, that feels so good,” replied Kathryn. “You’re getting me all worked up, I need someone to play with my pussy. I want to come too.”

“Derrick,” play with your mother’s pussy, while I play with her tits. Start fucking me faster, I’m getting closer.” After saying that, Tiffany went back to sucking Kathryn’s nipple. There were so hard and they felt so good in between her lips. As Tiffany became more excited, her attention to the nipple she was sucking became more intense.

Meanwhile, Derrick slide his fingers over his mother’s pussy. “Mother, you are so wet. Tiffany is really turning you on.” After Derrick said that he slid two fingers into the hot, wet pussy and began to finger fuck his mother.

Kathryn was now, so fucking hot she could not believe it. She had never felt like this before. The sensations of her son finger fucking her, while his girlfriend sucked her nipples, were unbelievable. In addition, she could watch her son fuck his girlfriend, doggy style. She knew her orgasm was coming and coming very soon. She wanted Tiffany to come with her, so she reached out and grabbed Tiffany’s tits. She went right to the nipple and pinched and twisted them as hard as she thought Tiffany could stand.

That did it.. Tiffany’s body shuttered and she stopped working on Kathryn’s tits. “Fuck…. me…oh…faster……oh…..fuck…..meeee….harder…………..Oh, yessssssssssss. Oh, fuckkkkkkk…….groaned Tiffany and she collapsed on the bed.

Her orgasm had a chain reaction, first Kathryn came, her son’s fingers and Tiffany’s attention to her nipples caused her to come. “Here I come,” shouted Kathryn, “Stuff more fingers in my pussy, I need more.” Then, her body went limp.

Finally Derrick came. With one giant shove, he buried his cock deep into his girlfriend’s pussy. After two or three spurts of come erupted from his cock, he withdrew slowly and jammed it back as hard as he could, filling her pussy with more come. Then he collapsed on the bed.

The three of them lay together in a hot, sweaty tangle of bodies for a few minutes. Tiffany and Kathryn revived almost together. Kathryn was not sure how Tiffany would react, now that she was not driven by her sexual urges. Would she be upset and disgusted at what just happened, wondered Kathryn. She hoped not, because that was some of the best sex she has had in a long while. She turned toward Tiffany, just as she was opening her eyes.

“Kathryn, that was unbelievable,” whispered Tiffany. “I’ve never come so hard in all my life. Seeing Derrick finger fuck you was awesome. It was so nasty. God, it got me hot. Are you Ok with what happened? Tiffany asked Kathryn.

“Tiffany I told you yesterday, if it feels good, do it. As long as everyone is agreeable, fuck what society says. In fact, I want my son’s big cock in my pussy. You sure enjoyed it, now it’s my turn,” replied Kathryn.

Tiffany looked over at Derrick, who looked like limp spaghetti lying on the bed aside of them. “I think you’re going to have to wait a few minutes, at least. I think we drained him.”

Derrick lifted his head to respond, found it was too much work and laid his head back on the bed.

Both girls laughed, “Looks like it’s you and me Tiffany,” said Kathryn. “If I can’t have my boy’s come in my pussy, let me at least have it in my mouth. Spread your legs while I suck his sperm out of you. Maybe that will get him going again. You know how men love to watch two women, don’t you?”

“Oh, for sure, but until this trip, it didn’t do too much for me. Boy has that changed. I have a whole new outlook about sex and my sex life.”

Kathryn looked at Tiffany, lying on her back, with her legs open. The girl was certainly beautiful and it looks like her sex drive matches her looks. Then Kathryn looked over at her son, Derrick was lying on his side, he looked spent. Kathryn hoped he would get ready again watching her eat out his girlfriend. Kathryn turned her attention back to Tiffany, who had been watching Kathryn look at her son.

“He looks like he’s useless to us, at least for a little while,” said Tiffany. “I’m glad you’re here because I’m not ready to go to sleep. I want to come some more.”

“Oh, you will,” said a smirking Kathryn. “I guarantee you will come some more. In fact, before I am finished with you I think Derrick will be ready to go. If that happens, I get his cock first. You already had it.”

Kathryn lay on top of Tiffany and kissed her on the lips. They continued kissing each other, but they slowly moved their heads toward Derrick. He was more alert and definitely taking in the action happening next to him. Kathryn broke the kiss and worked her way toward Tiffany’s ear. She kissed and sucked her earlobe, and then she whispered into Tiffany’s ear. “To get Derrick ready, talk dirty to me. Describe what you are feeling and what you want me to do to you. He’ll be hard within ten minutes.”

Tiffany nodded her head in agreement. She pushed Kathryn’s head toward her amble tits. “Kathryn suck my nipples, like you did before.” Tiffany said. “That feels sooo good, Bite them gently, oh, yes. Do you feel how hard they are? Squeeze my tits, harder. Now switch to the other nipple and do the same to it.” Tiffany looked over at Derrick. Kathryn was right.. he was more alert. It even looked like his cock was showing signs of life.

She turned her attention back to what Kathryn was doing to her. She was really getting excited. Talking aloud, telling her what to do and how it made her feel was turning on Tiffany as well. “Bite my nipples harder, Kathryn. They are so hard and you are making me wet again. I can feel you actions all the way down to my pussy. You know how to suck tit. But now I want you licking my pussy,” she said and pushed Kathryn’s head down between her legs. “Clean up my thighs, they are wet from my juices and your son’s come. Lick your son’s come from my thighs Kathryn.”

Kathryn did what she was asked or told. This was turning her on as much as Tiffany. She always liked her partners to tell what she should do and how they felt. It was a big turn on for her. As soon as she finished licking Tiffany’s thighs, she moved up to her bare pussy. She could see a big gob of come leaking out of it.

“Here, I have a present to share with you,” she said to Tiffany. Using the tip of her tongue, she scooped up the blob and moved up toward Tiffany’s face. She stuck out her tongue so Tiffany could see the come. They turned their heads toward Derrick so he could watch his mother and his girlfriend share his come with each other. They kept their tongues visible as they shared the come.

Derrick was semi-hard and getting bigger by the second.

Kathryn went back to licking the young girl’s pussy, as she pushed her tongue into the moist pussy in front of her, Tiffany stopped her.

“Kathryn, instead of my pussy, I want you to lick my asshole,” ordered Tiffany.

Kathryn was only to happy to comply. The only thing better than licking assholes was having yours licked. Derrick must have exposed Tiffany to asshole licking. Kathryn licked her way down from her pussy to her asshole. Tiffany’s asshole was nice and pink. It was very moist from Tiffany’s and Derrick’s come that leaked out of Tiffany’s pussy.


“Diddle my clit while you lick my asshole,” pleaded Tiffany. “Stick your tongue inside, that’s it, tongue fuck my asshole. Faster, shove your tongue in as far as you can go. Pinch my clit, do it harder. Oh, yes, that feels so good Kathryn, so very nasty and good.”

Derrick moving toward them, his cock fully hard, interrupted Tiffany and Kathryn. “Who gets this.” He asked, holding his cock in his hand.

Tiffany spoke first, “Get behind your mother and shove that cock deep in her pussy. You need to give her the fucking of her life. Kathryn, while you are being fucked, I want you to wet your thumb and stick it in my asshole. Good, now go back to licking my pussy. Oh, that’s so fucking good, Kathryn you are the best.”

As Kathryn tended to Tiffany’s pussy, she was enjoying her son’s hard cock inside of her. “Harder, Derrick, fuck Mommy harder, I want all of you inside of me. Do you understand?”

“Yes Mother,” answered Derrick. He grabbed his mother’s hips and began plowing into her. You could hear the slapping of flesh as he drove all of his cock deep inside of her. He loved to look down at her sexy ass while he fucked her.

Kathryn tried to eat Tiffany’s pussy, but the way Derrick was fucking her and the movement of Tiffany’s hips, plus her own impending orgasm.. it was very difficult.

Derrick came first.. Kathryn knew he would not last long. Then came Tiffany and finally Kathryn. They all collapsed in the bed and that is the way they slept throughout the night. When they woke up, they all had the biggest smiles on their face. They all agreed, this was going to be one fucking great vacation.