Beth was quite pleased with herself as she admired her friend Pam in the lightweight sundress she had picked out for her at the airport boutique. Beth had wanted to show her appreciation for being invited on the trip, and had not let Pam talk her out of buying a new dress for each of them.

"You look fabulous." Beth had told Pam only minutes earlier.

She had used all her powers of persuasion to convince Pam the thin, cotton blend dress was not too revealing. The spaghetti strap style didn't lend itself to wearing a bra. Although Pam and Beth had both seen Amy and other young girls proudly exhibiting their lacy bra straps beneath various articles of clothing, it was not a fashion statement either of them found attractive.

Pam had turned to view her body from every angle possible in the dressing room mirrors, and she had finally agreed with Beth that the additional lining across the chest of the dark purple dress made if difficult to see Pam's nipples pressed against the material. Pam's concern with her breast kept her from noticing that the protective lining did not extend beneath her chest. Plus, the pink and lavender flower print was so busy, even Beth didn't notice that with the proper lighting, Pam's black French cut panties were somewhat visible through the knee length dress.

"I can't believe I let you talk me into these things," Pam had said as they stood before the cashier. "But at least as long as I am standing next to you, no one will notice if I am wearing a bra or not. Aren't you self conscious at all about your nipples poking through like that, not to mention I can actually tell you are wearing a thong if I look hard enough."

"Well, then don't look so hard," Beth laughed, she had known exactly the image she portrayed in the solid yellow sundress, similar in style to Pam's. "You need to loosen up some girlfriend, we are on vacation! We're going to the Bahamas, where nobody will know us, and furthermore, we will probably be considered prudish by comparison to the college girls running around, partying their way through spring break. Besides, why have we been busting our tails in the gym for the last three years? I'll tell you why, it is so we can wear dresses like these, and look damn good doing it."

Pam wasn't yet sure if she was ready to run at Beth's pace, but she decided a sexy little vacation dress was within her bounds, and as they left the boutique, she began to say to Beth, "Okay, you win, I .."

"OH my God! Look at you two, you look totally hot!" Amy exclaimed from 15 feet away, interrupting her mother in mid-sentence.

Ron could not have agreed more with his girlfriend, and did not even realize he was hungrily staring at the two older women before him.

Noticing the look of teenage lust on his face, Beth leaned next to Pam as the two teenagers approached, whispering, "I take back what I said earlier, I don't think Ron is thinking we are prudish at all." They both giggled as Pam gave her friend a gentle elbow to the ribs, signaling her to be quiet.

Beth had noticed Ron staring at Pam's ass in the car on the trip down but she hadn't thought much of it at the time. Pam did have a superb ass, and it was not at all uncommon for the young guys at the gym to position themselves for optimal views of both Beth and Pam as they worked out. Beth had noticed that while Pam was aware of, and maybe even enjoyed the stares her body garnered, she definitely didn't solicit the leering eyes of the men and boys at the gym to the degree Beth did.

Beth had discovered since her divorce that she really got a thrill from knowing her body was being admired from across the gym. She had never admitted it to anyone, but sometimes when she went to workout by herself, she would wear one of her older sports bras that showed quite a bit of cleavage when she bent forward, and a pair of short, somewhat baggy jogging shorts, without any tights or panties. She would go straight to the weight machines and begin bending and stretching through her workout, and like clockwork, several young guys (it seemed the younger ones were more obvious about it anyway) would begin to take positions on the surrounding machinery. The mirror-lined-walls allowed them to spy her from several angles and she knew every time she bent forward they could see most of her tanned breasts spilling over the sports bra. And the more she worked out, the more she sweated, until the thin, light gray bra became discolored from her perspiration, and her stiffening nipples would become visible.

She also knew that many of the exercises caused her loose fitting shorts to gape open, allowing her voyeuristic audience a brief glimpse of her sparse, blond pubic hair. The knowledge that she was likely causing their young dicks to test the confines of their jock straps, was a major turn on to Beth. On more than one occasion she had gone straight to the locker room shower stall, where she would bring herself to orgasm with her fingers, thinking about all the stiff young cocks she had inspired only minutes earlier.

Ron's eyes had initially locked dead onto Beth's nipples pressing through the yellow dress, like any good teenage boy would. Only after his gaze had wandered down her body, did he realize he could faintly make out the white panties rising up from Beth's crotch and across her hips. He allowed his eyes to roam quickly down her long tanned legs before trailing back up to her sexily displayed breasts, then finally upward to her face, angelically framed by her shoulder length blonde hair.

Amy was making over her mother, having her pose and turn for her inspection, and neither of them noticed how Ron had given Beth the once over. But Beth had been paying particular attention, curious if the shy young boyfriend of Amy's would be able to keep from gawking at her the way she would have expected most any man with a pulse to do. She looked away from his face before he saw her observing his reaction.

"Wow Beth, good job, you must have really sold mom hard to get her to wear this." Amy read the look of concern on her mother's face and added, "Don't get me wrong mom, you look great. I am just thrilled you decided to flaunt your form some, I mean you work your butt off at the gym, you should be proud enough to show it a little. Doesn't she look great Ron?"

Ron wasn't quite prepared to be drawn into this conversation, for he had in fact been taking the opportunity to admire Pam much the way he had given Beth the once over seconds earlier. He wanted to answer Amy that her mom, and Beth for that matter, were probably the two sexiest women he had ever seen, but instead, he tried to quickly come up with an acceptable response, "Yeah, you look .well what I mean to say is , .that dress is.well.. really pretty, it makes you , ..ah..look.."

"Great?" Amy finished his sentence for him, while at the same time punching him in the arm. "Get a grip Ron. See mom, your so hot even Ron is speechless." And then she hit him again, jokingly saying, "Looking at my mom like that, you should be ashamed." All three laughed at Ron, and he decided not to try to defend himself, but to remain quiet before he really said something to make Amy mad at him. Pam told an excited Amy that Beth had insisted on buying her a new dress as well, and they quickly headed back into the store.

As Pam and Amy walked away, Beth said to Ron in a voice soft enough the others would not hear, "So, I guess I can interpret your prolonged stare from before as an approval? .Or do you see something wrong with my dress?" and as she spoke, Beth ran her hands down along her rib cage and waist, pulling the dress tight down across her body.

For an instance, Ron's eyes involuntarily followed the path of Beth's hands, then his head snapped back to meet her face. "Ah, no, .er,.. I mean yes,." Ron could feel the blood rushing into his face as he stammered around, "I am sorry, I, ah, well, I think it looks very nice. Um..I am sorry I was staring, I didn't mean to, I just, well, I didn't really, you know, know I was, you know." Ron rambled, trying to save himself from complete embarrassment. He noticed the briefest of grins cross Beth's face as he spoke.

"Well, you know," she couldn't keep from laughing a little as the word 'know' came across her lips, "I know what your are trying to say," she suppressed yet another giggle, "thanks and don't apologize, if I didn't like to be stared at now and then, I sure as hell wouldn't dress like this, now would I?" and with that statement, Beth tussled Ron's hair like he was a grade school kid being told how cute he was, and turned to join the other girls in the store.

Beth could almost feel Ron's eyes on her ass as she sauntered past the racks of dresses, eventually moving from his line of sight. She was thinking to herself how much fun she could have with such a timid, yet excitable, and quite nice-looking teenage hormone factory over the coming week. Of course, she wouldn't be too obvious. He was after all Amy's boyfriend, and even though Amy didn't exhibit the jealous tendencies of many teenagers, Beth certainly didn't want to make her or her mom mad. Plus, it wasn't like she was planning on seducing the boy or anything, it was just that she knew she couldn't pass up such a perfect opportunity to do some serious prick teasing.

As Ron realized he could make out Beth's white thong disappearing between the firm cheeks of her ass as she strutted into the boutique, his dick began to call for the blood which had just moments earlier been inhabiting his embarrassed face. He quickly found a seat, laid his carry- on bag across his bulging lap, and began to contemplate whether or not Beth had seriously intended to be so forward with him, or was she just messing with him some... and the way Pam and Beth were dressed along with Amy's disregard for their sexy attire and its noticeable effect on him, plus Amy without panties, and Pam and Beth obviously without bras..Ron's mind was reeling, his cock was growing, and then they came back out from the boutique ready to board the plane.

The older women headed toward the gate while Amy strolled over to get Ron. She was now also wearing her new dress. It differed slightly from that her mom and Beth had purchased. Hers was not quite the daring spaghetti strap design, but did have a scooped neckline that showed more than a hint of cleavage, just like the others. Like theirs, it also came down to just above the knee, hanging down loosely from the enticingly snug fit across the bust line.

Amy stepped onto the escalator first, leaving Ron one step below her. He quickly confirmed there was no one getting on behind them, then dropped his hand to her muscular calf. She turned only slightly and flashed Ron a knowing grin as his hand moved further up, past the back of her knee, beneath her dress, and quickly to her bare ass. "So, Beth didn't buy you any panties I see?" Ron asked in a hushed tone.

"Oh God no, but you wouldn't believe what happened. While I was checking out the dress one last time in the mirror, Beth starts gathering up my skirt and tank top." Amy said, even as Ron's fingers began tracing up and down the lips of her pussy. "She is about ready to hand them to me, when she notices the stains across the front and asked me what I got all over my shirt." "Mmmm, that really is starting to feel good." Amy cooed in reaction to Ron's ever active fingers.

"Don't stop with the story now, we are almost to the top" Ron said as his index finger began to probe slightly past her moistening opening.

"I'll try, but you make it hard to keep my train of thought. So, anyway, I tried to play it off, saying it was just ice cream."

"Quick thinking" Ron responded as he glanced past Amy to Pam and Beth, who were now approaching the top of the escalator. "Did she go for it?"

Amy kept talking, and Ron was listening, but his eyes were transfixed to the sight above. The upward angle coupled with the relative shortness of their dresses presented quite a sight to young Ron. Each woman's legs looked even longer than usual from this position, and their toned thighs retreated beneath the hem of their dresses only inches from their round ass cheeks. But the sunlight shining down from the many windows in the concourse level was at just the right position to provide for a truly sexy image of both women. Their dresses let the sunlight pass through so that their curvaceous bodies were clearly silhouetted through the cotton material, and Beth's panties especially, were plainly evident in contrast to her tanned body and yellow dress.

Luckily for Ron, Amy was too preoccupied with his fingers, and her story, to notice what had taken his attention from her, as she went on, "Ron, pay attention, you won't believe what happened next. After I tell her it's ice cream, she says 'That sounds good, what flavor did you get.Wait, don't tell me, let me guess.' Then she held my shirt up to her nose and sniffs. And while she is doing this, I realize there must have been more on there than we knew, because she keeps finding more stains than we did, and some are obviously still damp."

"No way!" Ron exclaimed, his cock now reacting to the combination of the recent image presented by Pam and Beth , his finger pistoning methodically in and out of his girlfriend's pussy, and the image of Beth examining Amy's cum stained shirt. "Then what?"

"Mmmm, you have to stop with your hand Ron, ...for now.. But you can count on the fact that I will have you go down on me as soon as we get alone again. You owe me one, but for now we are almost to the top."

Ron looked back up, realizing Pam and Beth are off the escalator, waiting for them a mere ten steps up. He quickly slipped his hand from beneath Amy's dress, eliciting a moan of desire from her as she watched him discreetly suck her juices from his finger.

"I can't finish now" Amy whispered as they got ready to step off toward their gate, "but you won't believe what happened," then seeing the concerned look on his face, she went on, "Don't worry, we weren't busted, but you still won't believe what she ..."

"Hurry up you two.' Pam interrupted her daughter, "Our plane is boarding." Ron was thankful he had a carry on bag to hide his boner as they made their way onto the plane for the Grand Bahama Island.

They had four seats across the medium sized plane, two on each side of the aisle. Neither of them having ever flown before, Ron and Amy quickly got into an mild argument over which of them got to sit next to the window. Pam intervened, giving up her window seat to Ron, and agreeing to take the aisle seat next to her daughter. Ron's cock had managed to soften some during the time they boarded the plane, although it was still semi-swollen. As other passengers were also moving about the crowded plane, Ron stood in the aisle while Pam edged past Beth to stand in the aisle with Ron. Pam's efforts to get past her friend required her to lean over from the waist, causing her dress to fall from her body, giving Ron a prolonged view down the neckline of her dress. Her braless tits were visible almost to her nipples, which to his disappointment were still hidden firmly against her new dress.

Just as she cleared Beth, and was preparing to move to her seat, a rather heavy lady, toting a big bag came barreling down the aisle. She forced both Ron and Pam to move back closer to Beth, still seated in the aisle seat. As the lady's girth pressed into Pam, she had no choice but to scoot back even further, eventually pressing her firm ass against Ron.

Ron was thankful for the difference in their height. No matter how much he tried to avoid contact with Pam's ass, he couldn't. But at least his prick didn't lodge right between her fabulous cheeks, like it would have a woman as tall as Beth. Her ass was however pressing against his upper thighs and balls, and as she shifted from one foot to another, her firm cheeks actually seemed to cause his balls to shift from side to side. His cock was at the same time laying across his pelvis, therefore lightly pressing about six inches of his rapidly swelling dick horizontally across the small of her back. Ron quickly realized the irony in this situation, for if Pam's ass were not so pronounced and bubbly, he would not have had the space between them to prevent his cock from pressing against her back like a rolling pin. Their close proximity also allowed Ron the opportunity to look directly over Pam's shoulder, down the front of her dress. As she leaned her upper body back slightly to avoid the fat lady, he could actually see between her lovely boobs, down to her flat stomach, and managed to catch a quick glimpse of her black panties

Pam watched at the obese lady bulled on past. She was well aware of how her ass was pressed into Ron, but she was unable to do anything about it. She tried to move right or left, but with the limited space available to her, she only succeeded in pressing first one, then the other of buns into his scrotum. She couldn't believe she was in this situation again so soon after their encounter in the back seat, only now it was obvious each of them were fully awake and aware of the predicament they were in.

Pam could feel Ron's big young cock pressed across what felt to be the complete width of her slender back. She caught herself trying to guess just how big Ron's dick was, then quickly forced those thoughts from her mind. Her daughter was sitting only two feet from her for God's sake, and intentionally or not, she was grinding her ass into Amy's boyfriend's cock and balls. The perversion of the whole situation made her feel guilty for sure. But, it was also having the same effect on her that swept through her body earlier in the car. Pam could feel herself growing wet. Finally the lady passed, and Pam quickly took her seat. She decided she would use the flight time to decide how she should handle what just address with Ron, if at all.

Beth watched with interest the entire episode that played out only inches from her face. Ron's ass was pressed into the edge of her seatback, and although she couldn't see his crotch, there was no doubt Pam had been forced to press her ass right into him. The rude passenger pressing past had caused them both to have to wriggle around, obviously grinding against each other. Beth noticed Pam quickly separate and take her seat as soon as she was able. Beth also made note of the way Ron scooted past with his back to her, slipped into his seat and dropped the service tray across his lap. Beth's earlier vow to have some fun with young Ron flashed through her mind, and she knew now would be a perfect opportunity to further torment him as he obviously tried to hide his erection.

As the plane taxied out, and the stewardess gave the usual instructions, Beth said to Ron, "She said put your tray in an upright and locked position. Want me to do it for you?" and she began to reach for the tray.

Ron jumped as if he had been shocked, "NO! er sorry, I mean no, I can do it." And he grabbed a magazine to slide over his lap as he raised the tray.

"I was just trying to help." Beth said , giving it her best hurt feelings tone.

"I am sorry," Ron said quickly, feeling guilty for having snapped at Beth. "It's just that, ah, well I guess I am nervous about flying, that's all."

"No problem," Beth said as the plane throttled up and began to pick up speed, "I still get a little freaked every time I fly. Taking off is the worst part for me." As the plane began to leave the earth, she dropped her hand over and gripped Ron's knee as if it were a nervous reaction. He actually was nervous about the flight, and didn't notice for a second or two that her hand was on his thigh, and had caused the magazine to scoot further across his lap.

A few seconds later, as the plane leveled off, Beth seemed to become aware of her hand clasping Ron's leg, and removed it, saying, "Sorry about the death grip, like I said, I just get nervous."

"It's ok." Ron said as he turned to look out the window. "Wow, this is really cool, you can see right to the ocean floor."

"Really? Can I see?" Beth leaned over across Ron's lap, placing her left hand near his knee, and her right hand on the middle of his left thigh. Ron was forced to lean back to allow her to peer out the small window. Beth could feel her dress fall away from her body, and she suspected Ron was getting a clear shot of most of each breast.

The magazine covering Ron's hard-on was slipping further and further across his lap. He was concerned his bulging shorts would become evident to Beth. He had been trying to will his cock back to a flaccid state every since he had disengaged from Pam's ass. But Beth's touchy- feely mannerism was making it difficult. As she leaned across the arm rest to look out the window, Ron's left arm was trapped beneath her impressive boobs. He could feel their unrestrained weight glide across his forearm as she leaned closer to the window. After what seemed like an eternity, Beth retreated back to her seat. Ron was able to discreetly readjust the magazine to safely conceal his reaction to her.

"That is quite a sight, but I still get nervous flying over the ocean," Beth said, "How about playing a game with me to help pass the time. Ever play Hang Man before?"

Ron was thankful for something to do to divert his perverted mind from Beth's body, so her readily agreed to play.

***

As they began to play their game, Pam was still sitting motionless, her eyes shut, as she had almost from the time she had managed to finally quit pressing herself into Ron's crotch. She seemed to come to a rather disturbing conclusion after several moments of debating with herself as to her reaction to what had happened. No matter how much she told herself she had not intended for either interaction with Ron to occur, she kept coming back to the fact that she enjoyed it each time. She knew it was wrong, and she knew she must avoid further such situations, but she could not erase the undeniable feeling of lust that had overwhelmed her when she felt his young body respond to her the way he had. Continuing to replay the events in her mind was only making her more and more horny.

Finally she gave in to her wicked thoughts and began to fantasize about Amy's boyfriend, rationalizing that what ever happened in her brain would provide a good outlet for the pent up frustration beginning to consume her body.

Pam's mind placed her back in her bathroom, preparing to take a shower. She knew Ron was in the hallway, peering at her through the slightly opened door. She slowly removed her clothes and got under the water, turning and posing for his benefit. She knew he was playing with his big cock as she ran her soapy hands over her firm tits and ass. Wanting to continue her teasing, she stepped from the shower, wrapped a towel around her and went into the bedroom. She could see Ron in the mirror, still peeping around the door. She dropped the towel and began to rub herself with lotion, until her entire body was glistening.

As she raised her head up to look at the doorway, Ron's eyes locked with hers, and he quickly strode into her room. "Ron! What do you think you are doing?" she said as the teenager began to take off his shirt.

"I am going to show you what your constant teasing has done to me." He responded.

Pam pictured herself standing there, nude, trying to cover herself with her shiny, lotion covered hands. In an indignant tone, she said, "I don't know what you are talking about, but you had better stop right now."

Ron was now pushing his shorts downward, slowly allowing his massive cock to come into her view. He was standing so close that his swollen cockhead sprung forth and pressed into her stomach. Pam tried to push him away, but he was so much taller and stronger, he simply grabbed her by the arms and forced her back onto the bed. Pam started trying to squirm away from him, but her slick skin only slipped back and forth beneath him, causing a delightful friction of their bodies.

"Don't fight me, you know you want it." Ron' fantasy persona said with a confidence he didn't possess in real life.

Pam's breathing was becoming more labored as she fought with more intensity. She could feel his cock pressing into her thighs as she tried to fight him off. Then, Ron slid his body up over Pam's slick torso, until his cock and balls were positioned over Pam's heaving boobs, his cock towering out directly above her face. Pam seemed transfixed by the sight of his prick, to the point she didn't notice Ron quickly place the handcuffs on her wrists and secure them to the headboard.

Pam surprised herself with the direction she was taking this fantasy, but the growing dampness between her legs encouraged her to continue.

***

Beth's mind had been working out a wicked little trick for young Ron during the first few rounds of Hang Man. They were picking words or phrases that described 'what they wanted to do on vacation' and so far things like 'get a tan', 'go snorkeling', and 'sunbathe' had been the norm. Beth drew out the blanks for her next puzzle, pressing the pen firmly down on the magazine in Ron's lap. He had refused to let her remove it for the first round, so now they were both using it to provide a writing surface for the game. She finished with the blanks for this round, _ _ _ _ _ _ _ _ _ _ _ _ _ _, and told Ron to start guessing letters.

***

Amy had grown tired of gazing at the ocean, and turned to look past her sleeping mother, to where Beth and Ron sat, apparently playing a game of some sort. Beth had turned to face Ron, leaving only her back visible to Amy. Ron was such a goofball, Amy could tell he was trying to steal peeks down Beth's dress every time she leaned over to write on the paper in Ron's lap. She really couldn't blame him for taking notice of Beth, or her mom for that matter. They were both extremely attractive, especially for their age. Amy didn't really mind, mostly because she knew there was no way either of them, nor Ron for that matter, would do anything inappropriate. If there were any chance anything could happen between them, she might worry, but the idea of Ron getting worked up by her mom and Beth was more amusing than threatening. Besides, Amy was more than glad to take care of any increased urges Ron might develop by looking down Beth's neckline.

Amy knew Beth was a tease, she had overheard her telling her mom about the thrill she got from getting the guys at the gym all worked up. She had eavesdropped a few other times as well. Amy could still remember her mother's shocked reaction to Beth's story about buying a prostitute for her husband several years ago. It seemed he had always had a fantasy about a threesome, so Beth had given him his dream for his 30th birthday.

She could still remember how horny it made her to listen to Beth tell her mom all the graphic details of everything they did that night. Picturing Beth with her husband and another woman was making Amy get hot once again. She had been all worked up since the escalator ride, and now Amy felt an increased heat between her legs as her naked ass squirmed beneath her short dress. Soon she found herself thinking about what it would be like to let Ron stick his dick inside her overheated pussy. She wasn't sure what it would be like, or what would be the best way to do it for your first time. These thoughts were running through Amy's brain as she continued to watch Beth and Ron. Maybe she could ask Beth stuff about doing it for the first time. She was way more cool than her mom, hell, Beth would probably like to be in the room, directing the action.

The lingering thought of Beth helping her and Ron screw for the first time quickly evolved into Amy's mental image of Beth dressed like a school teacher, hair in a bun, eyeglasses, and a ruler in her hand. She suppressed a giggle as the image expanded to include her and Ron naked, sitting on the couch as Beth strode back and forth before them. She could only imagine how hard Ron's cock would be at the thought of Beth joining them for a hot session of sex. As Amy allowed her mind to wander, she found herself becoming more and more aroused at the scenarios being played out in her brain.

***

"Guess another letter Ron," Beth said, anxious for him come to the conclusion she had planned.

"Um.ok, how about an O?"

"Good one, I think there are three." Beth said as her hand once again dropped onto the magazine covering Ron's still swollen prick. D _ v o u _ _ o u _ _ o _ k.

Ron was finding it very difficult to concentrate on the game. Every time Beth wrote, the pressure she applied made his cock roll back and forth beneath the magazine. He was certain she was totally oblivious to what she was doing to him.

She seemed much more interested in this puzzle, so he tried to put more effort into it as well. He was down to the last leg of his stick hang man, so he had to get it without missing anymore. In response to Beth's urging to guess again, Ron said, "OK Vanna, give me a minute to think about it."

***

Pam continued to pretend to be asleep, the entire time Ron was ravaging her within the safety of her fantasy. After he cuffed her hands to the bed above her head, he began to slowly masturbate only inches from her face. His cock was slick from rubbing over her lotion coated body, and his hand moved easily from the base to the fat, swollen head, then back again.

"Ron, you have to stop," Pam said, "You are young enough to be my own son, not to mention you are dating my daughter."

"You should have thought of that before you started being such a prick teaser. Now I am going to give you what you've been asking for, so you might as well lay back and enjoy." Ron said as Pam's gaze remained fixed onto the massive cock sliding beneath his hands.

"Did you know I get an erection every time I come over here. Of course you know, you go out of your way to cause it. Admit to me you have been teasing me on purpose, go on admit it." Ron demanded, his hand now stroking faster up and down the length of his cock.