In Charge Ch. 02

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The next day of family love with Kate Beckinsale and Lily.
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Part 2 of the 2 part series

Updated 06/08/2023
Created 06/11/2017
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I woke in a large, unfamiliar bedroom. Unsure of exactly where I was, the exploits of the previous day slowly came back to me as I opened my eyes and took in my surroundings. My first thought was that it must have been just an amazing dream, but when I turned to my left I threw that idea away.

There, in all her glory, was Kate Beckinsake. Still nude, she was spooning with her daughter peacefully. Her arms were wrapped around Lily, and both still appeared to be asleep.

I got up as gingerly as I could, and found the master bathroom. After pissing like a racehorse, I made my way back to bed to find them still asleep. Unsure of what to do, I weighed my options. I could leave... OR not.

I slipped into bed right behind Kate, and decided to push my luck. I spooned up right behind her, with my cock pressed into her ass. I was already getting hard, but I figured things might go better if I didn't just try to slip it in with no warning.

I resisted the urge to feel her up, and instead gently moved my hand down Kate's stomach, between her and her daughter. My fingers found her clit, and I began to lightly rub circles around it. I tried not to disturb her, I wanted her to wake on her own as she got closer to orgasm.

Lily's ass pressed against my hand, making it hard to move subtly. As my hand travelled in slow, small circles, I felt Kate's pussy start to get wet.

After a minute of intense concentration, Lily started to stir. She groggily rubbed her eyes, and turned back to look at me, but luckily she was delicate enough to not wake her mom. We made eye contact, and she grinned as she realized what was going on. Lily managed to extricate herself from her mother's arms, and slid down the bed with a wink.

I felt her tongue on my fingers for a brief moment as she lapped at Kate's clit, then her head moved south. Kate let out a low moan in her sleep as her daughter's head dipped between her legs.

Lily lifted one of her mom's legs slightly for better access, and I could hear her audibly licking at Kate's cunt. I knew she was likely to wake up soon, so I stopped holding back and started to press more firmly on her clit as I continued running.

My dick was now fully awake, happily sandwiched between Kate's beautiful ass cheeks. I could think of a few other places I wanted to sandwich it, but patience is a virtue.

I kissed Kate's neck as she moaned out again, louder this time. I rubbed harder and faster, trying my best to get her off as she woke up. Lily was still lapping away down there, and it was clearly having an effect.

I wished I could slip my free hand underneath Kate so I could reach her tits, but our current position made it impossible. I promised myself to take time to worship her perfect breasts after she woke up.

Soon, Kate was breathing heavier and starting to stir. She had reached a hand down to grab Lily's head without me noticing. Looking down at the scene, my dick flexed as I watched Kate hold her daughter's head down to her pussy. If I wasn't into incest before, I certainly was now.

"Oh- What?" Kate softly cooed out as she woke. I don't know exactly how close she was, but her disorientation didn't last long. In an instant, she was in control again, forcing her daughter's face down harder, and pressing back into me.

"Good children..." she moaned out, clearly appreciating our efforts.

"Your daughter wants you to cum in her mouth," I whispered into Kate's ear, and to my surprise it set her off immediately.

She began to buck and writhe against us as she rode out her orgasm. It was an incredibly erotic site, seeing a mother cum on her daughter's face. I did my best to keep rubbing her clit, trying to extend her orgasm as long as I could.

Kate's hand was like a vice grip in Lily's hair, and her thighs squeezed down around her head. Her face turned red as she came down, lightly twitching against us.

Lily lifted her face from her mom's pussy, and licked her lips before wiping her face on her arm. She was coated with a mix of her mom's juices and my cum from the day before, and I was tempted to move over there and take advantage of her mouth for my own benefit.

I decided to be nice and let her jaw rest, and Kate took a moment to stretch as she rose from between us on the bed. My cock felt naked as it slipped out from it's perfect resting place.

"Come," Kate insisted, and walked over to the bathroom.

"God, she is so hot," Lily remarked as we watched her walk away. Despite everything that had transpired in the past day, it was still a weird comment to hear.

"If my mom was that hot, I'd probably fuck her too," I leaned over to Lily and said quietly.

*WHACK*

Both Lily and I snapped our heads up to find the source of the noise. Kate was standing in the bathroom doorway with a belt in her hand, gearing up to snap it again.

"Now." she demanded, and both of us shot up straight away. I followed Lily into the bathroom, my dick bobbing straight out in front of me.

Kate herded us into her huge shower, and shut the door as she stepped in after us. She had a fancy sauna set up with multiple shower heads and a bench, and I had a feeling we might spend the rest of the morning there.

We took turns soaping each other up, and it quickly devolved into us just feeling each other up under the guise of showering. I kept myself from going too crazy, but still made sure I explored every inch of Kate and her daughter with my hands. I felt them move their hands over my abs and down to my cock, and I lost track of who was touching me where.

My dick poked into them one too many times, and I got so frustrated that I grabbed them each by a wrist and pulled them over to the bench. I sat down, and Lily hopped on my lap without prompting.

She struggled for a moment to line herself up, before Kate reached down between us and grabbed my cock by the base, aiming it up into her daughter.

Lily sunk down with a thud, her wet hair slapping down on her back as she connected.

"Remember, you don't cum until I tell you to," Kate said seductively into my ear, as her daughter started to slide up and down.

"Yessss Miss Beckinsake," I slurred out, drunk on the feeling of Lily's pussy surrounding me again.

I had my left hand on Lily's hip, and reached my right around to pull Kate closer to us. Kate leaned in to kiss her daughter, and Lily slowed her pace down.

Their kids started out slow, but quickly grew more passionate. It was like watching two new lovers discover each other for the first time. Kate was anything but motherly as she kissed Lily deep and hard, before moving down to lick and suck on her neck.

Lily moaned out loud as her mother teased her, and I picked up the pace from below to try and get her off.

The steam rose around us, making them look even sexier as the water dripped off of them. Lily's pussy gripped me tight as I fucked up into her, gripping her hips with both hands now for leverage.

Her mouth hung open, and her mom moved back up to molest it with her own. Lily was blindly kissing back and moaning, her eyes now closed in concentration.

I was starting to lose my cool, watching Kate slide her tongue into her daughter's mouth as she fucked me. I needed to make a change, so I pulled Lily in closer and guided her hips into a grinding motion against me.

Lily caught on quick, and I again reached behind Kate and forced her to break their make out session. Kate rose up on her knees, exactly as I had hoped, and I leaned in to take her left nipple in my mouth. Lily immediately followed, reaching over to start sucking on the other one.

I reached down to squeeze Kate's ass, trying my best to take my mind off the tight young pussy that was rising me. It was hard, but it became a little easier as I focused my energies on worshiping Kate's tits.

"Oh Mom! Mommy!" Lily yelled out before latching back on to her mom's tit.

I slid my left hand down to grope Lily's ass, and discovered Kate's hand was already there. Kate had three fingers buried in her daughter's ass, and was fingering her rapidly.

Lily's face turned red as she got close to cumming, and I leaned back in to suck on Kate's tit.

"Cum for me, be a good girl, mommy wants you to cum," Kate instructed, and the harsh tone in her voice made my cock jump up inside Lily.

Lily melted into my arms as she came, pulling her mouth off her mom as she leaned in to kiss me. We made out as she rode my cock, abandoning her grinding motion in order to ride me again.

I heard no slowing in the slapping sound of Kate's hand pummeling Lily's ass, it was such a huge turn on. I fucked her from the other side, bottoming out each time, fucking her as deep as I could.

Lily slowed down as she stopped cumming, and rose off of me with trembling legs.

"He's close, Lily, let's finish him off," Kate said, and it was like music to my ears.

Kate fell to her knees on the tile in front of me, and pulled Lily down next to her. I was immediately worried that I might shoot off right away and embarrass myself, but Kate was gracious to me and focused on my balls first.

She leaned in and took a ball in her mouth, making room for Lily to follow her. Lily watched her mom for a moment, before brushing the hair away from her face and joining her.

Neither of them were really sucking, instead they were mostly lightly licking their tongues around my balls and running their lips over them.

I was in heaven, my head snapped back as I moaned out, before forcing myself to focus and look back down, not wanting to miss a minute of the visuals. I had fleeting thoughts of asking to get my phone so I could tape them, but I decided not to ruin the moment.

Kate and I held eye contact, while Lily instead focused on her work. Kate was so seductive, it felt like she was daring me to cum before she instructed me to.

I just stared back at her, and in response she slowly, excruciatingly slid her tongue up the underside of my cock. She took the head in her mouth and worked her magic, and made my whole body shudder.

Lily followed her up, and began licking around the head, fighting to take it away from her mom. It quickly devolved into another make out session between them, with my cock on the verge of bursting between them.

They kissed each other around the head of my cock, with Kate pausing every moment or so to look back up at me. Lily was completely focused on her task, licking and sucking on me and her mom's tongue like she had an oral fixation.

I'm sure I was grimacing hard as I fought every urge to unload. I squeezed my hand into fists, my nails cutting into my skin as my knuckles turned white.

A slow smile spread across Kate's face as she watched me. She pulled away for a moment, and Lily took advantage, sliding me into her mouth and jerking me off at the base.

I was having trouble controlling myself, and I started bucking lightly up into her mouth.

"I'll tell you what," Kate purred out, "if you can last another 10 seconds, I'll let you do whatever you want to me."

"DEAL," I yelled out, almost cutting her off. Kate smiled again as she brought a hand up and gripped her daughter by her hair. Lily was still controlling the pace as her mom started counting.

"10, 9, 8, 7..." she was counting slow on purpose, daring me to fail. She started to guide Lily's head up and down, and replaced Lily's hand with her own, jerking me off hard into her daughter's mouth. Several seconds were passing between each number she counted.

"6, 5, 4..." she was counting even slower now, forcing Lily's head down over and over.

"3, 2..." the smile was now gone from her face, and Lily was making light gagging noises despite only taking my cock halfway. She was being a trooper, still working her tongue around the head on each upstroke.

"1..." she drawled out slowly, and I felt the blood under my fingernails as I resisted shooting off.

"Cum," she whispered, her eyes lighting up as she stopped jerking me off and forced Lily's head all the way down. As my cock head entered her throat I immediately started cumming, emptying myself completely into her.

I reached down and grabbed Kate's hand on Lily's head, making sure she kept her all the way down. I was fucking up into the air, but Lily's head followed me with each thrust, both of us keeping her head in place.

I yelled out in ecstasy as I came rope after rope into her throat. My body was shaking, and I lost track of time as she gagged and sucked my cum down.

I shivered as she pulled her head up and my dick slid out of her throat. I felt like I was melting into a puddle, but I had no intentions of stopping the fun. Kate and Lily kept me interested, kissing each other lovingly as Kate licked up the spit from around Lily's mouth.

"Good girl, taking his cum in your threat without resisting," Kate said while brushing hair away from her daughter's face, "we will keep practicing and teach you not to gag."

"Let's definitely work on that later," I said, cutting her off, "for now, I have some other ideas."

I stood from the bench, and they followed me back into the stream of water. We finished up showering, and quickly dried off. Their hair was still wet as I led them back into the bedroom.

I guided Lily to the bed first, laying her down in the center. I wordlessly positioned Kate over her, facing the other direction, and they got the idea quickly. Kate settled herself down, and dipped her head toward her daughter's pussy, as Lily was already licking away at her mom.

I sat on the bed next to them and just watched. Again, jerking myself off with these beautiful women available in front of me seemed lame, but it only took a few minutes for me to get rock hard just by watching.

Both of them had cum fairly recently, so they lasted a while as they tried to get each other off. I shifted places a few times, taking it all in, watching mother and daughter writhe against each other. Both of them were fighting the pleasure, trying to concentrate on keeping their tongues moving on each other.

The wet lapping sounds were soon overtaken by moaning as they got each other close. Lily's thighs started to tremble as her mom dialed in on her clit, her fingers tracing light circles on her daughter's soft skin.

Lily moaned louder and louder, losing control as she reached her orgasm first. She stopped licking temporarily as she peaked, calling out for her mom in a way that made me even harder.

"MOM, MOM, PLEASE, MOMMY, DON'T STOP, MOMMY," she yelled out, bucking her hips up to her mom's face as she came.

Kate was a pro, amping up the pressure as she tasted her daughter's cum. Her head bobbed up and down obscenely as Lily fucked her face.

Before settling all the way down, Lily was back at work. She grabbed her mom by the ass, pulling her down onto her face. Lily gripped hard, spreading Kate's beautiful ass open as she went to town. Kate was still lovingly, slowly licking around her daughter's clit, but started to lose focus as Lily put the pressure on.

Kate was breathing hard, her cheeks reddening as she let herself get close. I made my move while she was distracted, positioning myself behind her while her daughter mindlessly lapped away.

I spit in my hand, then lubed myself up, waiting for the right moment. Kate got closer and closer to letting go, and I got my cock as wet as I could.

All of a sudden her muscles tenses up, and I knew she was starting to cum. She stopped breathing for a moment, then let it all out in one long cry.

"OHHHHHHHHH, BABY GIRL," Kate yelled out, "DON'T STOP, EAT YOUR MOMMY LILY." She was grinding down onto her daughter's face, hard.

I knew this was my moment, so I lined up and pressed the head of my cock against her asshole. I gave her no warning or time to adjust, and Lily was still gripping her mom's ass and spreading it apart, making access easy.

I didn't bottom out immediately, but I pushed through the resistance and sank myself in, working her ass open with a few quick thrusts.

"FUUUUUUCK YOU," Kate groaned out, her voice dropping an octave from before. I wasn't sure if she was mad, but she wasn't stopping me as she came down from her orgasm, still riding her daughter's face as I started fucking her from behind.

"OH FUCK, FUCK MY SLUTTY FUCKING ASS, FUCK ME GOOD," she continued, confirming for me that I made the right choice. I was the happiest man on earth in that moment, and I was determined to fuck her so hard that she would walk with a limp.

I bottomed out for the first time shortly after, it took several long hard strokes to open her up all the way. She was squirming only slightly, but I wasn't sure if it was from my cock in her ass or if she was still riding out her orgasm. I didn't wait to find out as I sped up the pace.

I was going at her pretty hard, but still conserving some energy to make sure I could keep it up for a long time. Having cum in Lily's throat just a few minutes ago, I wanted to ride her ass for as long as I could.

Burying myself to the hilt each time, her ass shook on each connection. I gripped my hands on her ass over Lily's, our fingers interlacing as we held Kate's ass open. It was an obscene sight, watching Lily spread her mother open as she licked up all her cum from below.

Kate's ass was tight, but I was sliding in and out fairly easily. She was taking my cock like a champ, and grunting each time I slammed myself back in. After a minute of steady rhythm I felt her ass start to go dry, but I knew I wasn't going to pull out for quite a while.

"Lily," I called out, "come up here."

She slid out from below Kate, her sexy body gleaming with sweat. I pulled her into a deep kiss, trying my best not to slow too much as I tasted Kate on her lips.

Kate had slid forward onto the bed, her face buried in the blanket and her ass arched in the air. She moaned loudly into the bed, I could hear her clearly despite how much she was muffled.

"Spit," I instructed Lily, and she took my meaning without further explanation. She leaned in and I backed off for a moment, sliding only the first half of my dick in and out of Kate's ass.

A long string of Lily's spit landed at the union of my cock and Kate's ass, and it lubed us up as it was spread by the motion of our fucking. She spit three times, making Kate's ass wet enough for me to speed up even faster than before.

Lily reached under her mom, presumably to start rubbing her clit, but I had other ideas.

"No," I spat out, "I want her to focus on this feeling." Lily grinned and pulled me into another kiss, our tongues exploring each other's mouths as I kept up my onslaught on Kate.

Kate was grunting on each connection now, and my balls bounced against her pussy each time. Her ass stayed super tight despite how hard I was fucking her, it was a little bit of a struggle each time I pushed back in.

With her face still pressed to the sheets, she started fucking back into me, matching my pace. We slammed against each other over and over, her sexy ass jiggling in my hand each time.

"UH, UHN, UGH, UHH, UH, OHHH," she was singing into the blanket. I still wasn't even close to cumming, gladly.

I reached down and grabbed her by the arms, pulling them behind her back and forcing her to raise up. She was in an uncomfortable position, held up by the arms, with gravity pulling her back toward the bed.

Her back arched, and her beautiful tits jutted out in front of her. She turned her head to make eye contact with me, and I felt the most intense connection as we stared into each other's souls. Her mouth hung open as she moaned and grunted to me, while she squeezed my cock deliberately on each out stroke. She was in charge before, but seeing her let me take control was a different kind of sexy.

The new angle of penetration was squeezing my cock more tightly, and I was definitely starting to feel it. I thought I still had a few minutes left in me before nutting, but the situation was overwhelming so I didn't take it for granted.

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