It was a summer day just like any other, until it wasn't.

My daughter Jill had a best friend named Amy. They had been friends for years and Amy was almost like family. She'd been to our house many times. I've watched her grow into the eighteen-year-old woman she is now.

I've gotten to watch her tits and ass develop as the girls ran around the house in their sleepwear or tiny bathing suits in the backyard. Amy started invading my fantasies as I tried to picture her naked.

She was a cute little thing. She stood at only 5’ 2” and had long wavy red hair. Her bubbly attitude matched her bouncing tits as she opted to go sans bras while hanging out at our house.

She was overly touchy and nice to me. It bordered on flirting but I always dismissed it as just being comfortable and outgoing.

Amy spent the night at our house on many occasions so this time seemed no different, “Amy’s spending the night tonight,” my daughter told me, knowing she no longer needed to ask for permission.

“Sounds good. There is a new movie out on HBO that I was going to watch. Would you guys like to join me?”

“I’ll ask Amy, but the day is still young. We were going to hang out by the pool today. Do you want to join us?”

“Sure, just let me know when I need to put on my suit.”

“You don't need a suit,” Amy said as she walked up behind me, “We were going to go skinny dipping.”

“What?!” I said out of shock as my stomach dropped.

The girls started busting up laughing, “I'm just kidding,” said Amy, “You should see the look on your face.”

“I think you about gave him a heart attack,” Jill added.

My daughter was right. My heart was racing and I couldn't help but picture Amy naked as she stood in front of me.

The girls turned and ran back to Jill’s room. My cock began to harden as I thought about spending time with Amy in her swimsuit by the pool.

“Daaaad!” Amy called out to me a few minutes later, “We're getting changed now.”

“Okayyyy,” I yelled back.

I made my way to my bedroom and closed the door. I pulled my swim trunks out of a drawer and sat them on the bed. Then I stripped naked and put my clothes in the hamper.

As I grabbed my trunks I noticed my reflection in the full-length closet door mirror. I stopped and looked at myself, “Not bad for a man in his forties,” I thought to myself.

I was not skinny but I was far from fat. My six-pack abs had long disappeared under a thin layer of fat but my arms and legs were still toned. I worked out every chance I got but as my age increase my muscle mass decreased.

My cock hung down between my legs. It was much smaller when not aroused. But as I thought about Amy again it began to grow in length and girth. I grabbed my cock and gave it a couple of tugs. My cock was an impressive sight once it was filled with lust.

I turned back to the bed and grabbed my trunks. I slid them up my legs and shoved my cock down one pant leg. My shorts seemed to have shrunk since I last wore them and the outline of my cock was prominent as it rested against my thigh.

There was nothing I could do about now but hope that the girls did not notice. I open the door and made my way down the hall. Just as I passed the bathroom, the door swung open and Amy stepped out. We collided with each other and Amy’s breast squished against my chest.

She started to fall backward when I grabbed her by the waist and pulled her back into me. We stood silently for a moment as we looked into each other's eyes until Amy finally spoke, “If you wanted a hug, all you had to do was ask,” she giggled.

Amy wrapped her arms around me and held me tightly. She was wearing her bikini and most of our contact was flesh-to-flesh. I could see down the top of her bikini top as her boobs pressed against me. My cock twitched in my shorts and Amy took a deep breath when she felt it move.

She slowly released me from the hug and then turned to head to Jill’s room, but as she turned she looked down at my crotch and saw the bulge in my trunks.

As we walked down the hall, I looked at Amy’s ass. Her bikini bottoms barely covered her ass and I was given an eyeful of her soft supple ass cheeks.

Just then Jill came out of her room. She saw us walking down the hall and smiled at us, “Ready?” she asked.

Then she looked at my outfit and said, “Jeez, Dad. Don't you have anything tighter?”

She chuckled to herself and as I got closer, she must have seen my bulge because she blushed and stopped laughing immediately. She turned and led the way to the pool carrying towels for all of us.

As the girls exited the house to the backyard, I stopped in the kitchen and grabbed a bottle of beer. I needed to calm my nerves and stop perving over Amy.

I popped open my beer and carried it outside. The girls were getting situated on a couple of recliners next to each other as I took a seat in a chair nearby.

Once the girls had laid out their towels they made their way into the pool. They held hands and slowly stepped down the pool steps. The water appeared to be a bit cold but refreshing.

I watched the girls as they submerged themselves into the water up to their tits. They moved to the opposite side of the pool from me and started whispering to each other. They giggled every so often and looked at me a few times while they whispered.

Finally, Amy turned to me and said, “Why don't you join us? The water feels good.”

“Yeah, Dad. Come in with us.”

“Well, okay.”

I rose from my seat and walked over to the deep end. I put my hands over my head and dove into the pool. Swimming underwater I approached the girls. When I got to them I started tickling their feet and legs.

The girls thrashed in the water trying to get away from me before I stopped and surfaced. The girls were laughing and my daughter splashed water in my face, “You big meanie!” she laughed.

“The water is very nice,” I said, “Thank you for inviting me.”

“You're welcome,” said Amy.

“Let's play a game,” Jill said.

“What kind of game?” I asked.

Jill closed her eyes and said, “Marco!” as she flung her arms out in front of her.

Amy and I both swam away quickly, “Polo!” we called back.

Jill seemed to have her sights set on Amy. She followed her wherever she went, ignoring me completely. Amy swam around the pool avoiding Jill, until she swam over to me. She swam behind me and called out, “Polo!”

Jill turned toward me and started swimming my way. I tried to move away from Amy but she wrapped her arms and legs around me. I couldn't move and Jill was fast approaching. As I struggled to get away from Amy she wrapped her legs tighter and her feet pressed against my cock.

I felt my cock begin to swell. The motion of her feet on my cock as we thrashed felt pleasurable. Her foot was sliding up and down, stroking my hardening cock.

I grabbed her thighs and tried to pull them apart. She seemed to lock on tighter and her feet stroked faster. Jill was a foot away from us now. I had to do something.

That's when I spun around and put Amy between Jill and I. Jill reached out and slapped Amy on the back, “Gotcha,” she proclaimed.

“No!” Amy whined in defeat.

She released her grip and slid down my back, almost pushing my trunks down in the process. I grab my trucks and pulled them up causing my cock to point up as well.

I spun around and tried to push my cock back down. Amy was still facing me and she noticed that I was adjusting myself. Her eyes looked below the waterline and then back up at me, “That was fun,” Amy said, “But I think I want to get some sun for a little bit.”

“Me, too,” said Jill.

The girls swam back to the shallow end and climbed out of the pool. There is nothing sexier than watching a woman get out of a pool. I only wish I had been closer to see it better.

I remained in the water and started doing some laps until my cock had subsided enough to get out of the pool. The girls dried themselves off and then lay on the recliners.

Once my cock was no longer pointing upward I swam to the shallow end and climbed the steps out of the pool.

Amy didn't take her eyes off of me as I got out of the pool. I noticed that she was staring at my crotch. My trucks had clung to my body and my swollen cock was clearly displayed.

I moved over to the chair and dried myself off. Once I was done, I wrapped the towel around my waist and did my best to cover my indecency.

“Who wants to put sunblock on my back?” Amy asked.

My stomach dropped again and I started to volunteer but Jill beat me to it and offered to help. I sipped on my beer as I watched Jill sit next to Amy. She started rubbing the sunblock into her back.

Amy reached behind her back and undid the clasp to her top. She then pulled it out from under her and threw it on the ground. My daughter continued to rub her bare back. I felt my cock begin to stir so I downed my beer and told the girls that I needed another.

They both looked at me and smiled as I rose to my feet and walked inside. Once inside I walked to the kitchen and grabbed another beer. Before going back outside I looked out the window at the girls and saw that Jill was back in her chair putting sunblock on her own arms and legs.

However, what really caught my attention was Amy. She had rolled over and was rubbing sunblock into her arms and legs while her exposed tits were on full display. My cock was hard as a rock again. I couldn't go back outside, not that I wanted to.

I loosened my towel and let it fall to the floor. I then reached into my shorts and grabbed my hard cock. I tried to stroke it but my shorts were in the way. I decided to pull my shorts down to my ankles and grabbed my cock as I stood back up. I had my hand on my cock as I looked out the window again.

That's when I saw Amy looking at me. I froze in fear as I had been caught. Amy continued looking at me as she nonchalantly wrapped herself in her towel and then said something to Jill.

Jill acknowledged what she said without stopping what she was doing or looking up. Amy rose from her chair and started walking towards the back door. I pulled up my trunks and moved away from the window, forgetting about my towel on the ground.

I started to walk towards the back door when Amy walked in. She closed the door behind her and stood in front of me, “Enjoying the view?” she asked me.

“I was just, umm, getting a beer,” I stuttered.

“It's okay. I don't mind,” Amy said as she brushed past me, But you might want to calm down a bit before you go back outside.”

I looked down at my trunks and noticed that the head of my cock was protruding out of the top of my shorts. I ran back into the kitchen as Amy went into the bathroom.

I grabbed the towel and wrapped it around my waist covering my exposed cock. I went to my room and lay on my bed. I couldn't believe that I had just exposed myself to Amy, “She must think that I'm a dirty pervert,” I thought to myself.

As I lay there reprimanding myself I heard my phone chime. I grabbed my phone and saw that it was a message from Amy, “Oh god,” I thought, “She probably sent me a text to tell me off.”

I opened the message and saw that she had sent me a photo. She had taken a photo of herself in the bathroom mirror with her tits exposed.

“Now you can look at them whenever you want,” her message read.

I jumped out of bed. I ran to the door and was about to go apologize to Amy when I looked at the photo again. I paused at the door and instead of opening it, I locked it.

Before returning to my bed, I dropped my towel and removed my shorts completely. I grabbed the towel and laid it on the bed next to me. I then grabbed my hard cock and started stroking myself as I looked at Amy’s picture.

My orgasm came quickly and I moaned out, “Oh, Amy?” as I came all over my chest.

Just then there was a knock at my door. I cleared my voice a said, “Yes?”

“I was just wondering if you were, umm, coming... back outside,” said Amy from the other side of my locked door.

“I think I'm done for now. But you go ahead. I might come later,” I said.

“Okay,” Amy said, sounding disappointed.

I wondered if Amy had heard me say her name. She had to know what I was doing. How could she not after she sent me that picture? I cleaned off the cum on my chest and climbed out of bed. I put on my swim trunks and walked out of my room. Part of me was hoping that Amy was still standing outside my door but the other half was glad that she wasn't.

Before going back outside I stopped at the kitchen window. I looked outside to be sure the girls were decent and to my relief they were. Amy had put her top back on and she was laying on her back.

Amy was on her back too and she noticed me looking out the window. She waved at me and then motioned for me to come outside. I smiled at her and then walked to the back door.

I went outside and took a seat in my chair, “What took you so long,” Jill asked me.

“I had to, umm...”

“Relieve yourself?” Amy finished my sentence.

“Umm, yes. I had to use the restroom,” I said.

The girls soaked up the sun a little longer before Amy said, “I think I've had enough fun in the sun. Can we go inside now?”

“Sure,” Jill said, “My dad wants to watch a movie with us tonight. Do you want to?”

“Yes, that will be fun.”

We all got up and walked inside. I went to the kitchen and whipped up a quick meal while the girls sat on the couch chatting.

I served up three plates and brought them to the living room, “Do you girls want to get changed first?” I asked.

“No. We're comfortable like this,” Amy said.

The girls were sitting on opposite sides of the couch so I took a seat in the middle. We ate our meal as we talked and then I cleaned up once we finished eating. The sun had set and it was now dark in the living room, “Do you want a light on?”

“No. Movies are better in the dark,” Jill said.

I grabbed a blanket from a chair and spread it across us as I sat back down between them. I started the movie and we watched it quietly.

Then Amy started to toss and turn in her seat, “I'm uncomfortable,” she said, “Can I cuddle with you?”

“Umm, okay,” I said.

Amy grabbed my arm and put it around behind her as she cuddled into my bare chest. She placed my hand on her ass and tucked her hand under her head.

My heart began to race as my fingers rested against her exposed ass cheek. Amy lifted her head and looked up at me. Her mouth was just inches from mine when she spoke, “Are you okay?” she asked.

“Yes, why?”

“Because your heart is beating so hard, I can barely hear the movie.”

“Oh, sorry about that,” I said.

“It's okay, I'll just move.”

I thought she would move away from me, but instead, she moved her head and her hand down to my lap. She put her hand under the blanket and her head on top of the blanket. Her hand rested right on top of my cock.

I wanted to say something but I didn't want Jill to know so I just let it be. An hour into the movie a sex scene came on. The combination of that and Amy laying on me caused my cock to stir. I felt it start to grow under Amy’s hand when I felt her hand tighten and grip my cock.

I wanted to moan but I bit my tongue and steadied my breathing. As the sex scene got more intense Amy started rubbing her hand up and down my cock. I enjoyed the pleasure she was giving me but I couldn't do anything about it with my daughter sitting right next to me.

The sex scene finally ended and Amy stopped rubbing my cock. She kept it on my cock but she stopped stimulating it. My hardness subsided as we watched the rest of the movie to the end.

The girls sat up and went to their room. I got up and cleaned the kitchen. I heard the girls take turns taking a shower while I finished cleaning.

I made my way to the stairs when I saw Amy at the top of the stairs looking down at me. She was only wearing...