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Disclaimer: "The Facts Of Life" is owned by Sony Pictures. No copyright
infringement is intended. Just want to play with the girls for a while.

Rating: NC-17

Summary: Blair finds Jo having sex with her...mother?!?

Note: Blair's mother, Monica Warner, was played by the lovely Marj Dusay.
Naturally, Blair was played by Lisa Whelchel and Jo by Nancy McKeon.
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The Real Facts Of Life (Ff,Fff,inc,spank,oral,anal)
by Liz Beth Smith ([email protected])

Entering Peekskill House, the quaint local hotel, Blair Warner, heiress to
the Warner fortune, was smiling. She was meeting her mother who was taking
her to lunch then on a little shopping expedition. There was nothing Blair
loved more than spending money - especially someone else's. That it was
coming from her future fortune, technically, didn't bother her in the least.

Like most children in her social circle, her parents were divorced and she
rarely saw them. A majority of her rearing was handled by various members of
the Warner domestic staff. A parade of new husbands for her mother never
succeeded in replacing her father's place in Blair's life. And, like many
children of failed marriages, she felt like she had some responsibility for
her parents marriage difficulties.

But, unlike most of her upper-class friends, she really loved her parents and
enjoyed spending time with her mother. It was going to be a nice change from
her ever-present schoolmates and the dormitory life she'd become accustomed
to for the past few years.

The beautiful teenager caught the attention of the desk clerk and a couple
over on the settee across the room. But that was typical for the chic teen.
Her light blue dress, belted across her waist, complimented her blond,
Farrah-like locks. The shapely legs under the knee-length dress were equally
fetching.

Ascending the grand staircase - grand by Peekskill standards - she went to
the suite occupied by her mother. It was the largest suite, of course, and
not too much of a step down from the Warner home on Central Park West.

Without bothering to knock, Blair used the spare room key her mother always
demanded when in town and entered the front room. Casting her eyes around,
the blond-haired teen saw a nicely appointed room in the Edwardian style
typical of the entire hotel.

On the settee was what looked like part of an Eastland uniform - a maroon
vest and... Was that a black tie? Just as Blair lifted the vest to see the
school's crest on the breast, she heard a moan come from the bedroom. Fear
for her mother seized the girl and she dashed into the bedroom just as she
heard, "Oh god, Jo! Right there!"

"Mom, are you alri...?" Blair froze in the doorway, her question unfinished
as she saw the tableau before her.

Monica Warner was laying back against the headboard of the overly large bed,
completely naked. Lying between her splayed thighs, was an equally naked Jo
Polniaczek, her young face buried in the older woman's open cunt.

Even from where she was standing, Blair saw her roommate's tongue eagerly
probing the channel she came from over seventeen years before. Her mother's
hands were tangled in Jo's long, dark, unbraided hair, holding the teen's
face to her pussy.

"Mom? Jo?" Blair squeaked.

Monica looked up, surprise on her face. "Oh my... Are you early or...?"

Jo looked over her shoulder and smirked, "Hiya Blair!"

"'Hiya Blair'? 'Hiya Blair'?!?"

With that, Blair threw herself at the naked, street punk who was assaulting
her mother.

Jo, with years of street smarts behind her, was on her feet to meet her
roommate. Just as the two met head-on, Monica sat up and got off the bed,
"Blair, Jo, please, don't fight."

Finding herself in a half-nelson, Blair choked out, "Don't fight? She was...
She was molesting you, Mom!"

Monica stepped up before her daughter, "No dear. She was just making me feel
as good as I made her feel a little while ago."

"Wha..?" Blair managed to get out.

"Blair, Jo and I have been lovers for several months now."

"Yeah, Blair. Yer mother and I are...tight," Jo said into Blair's ear as she
tightened her hold momentarily for emphasis.

As Jo loosened her hold, Blair took advantage and threw her elbow back into
Jo's stomach. With a whoosh of air out of her lungs, Jo released her grip on
Blair and fell back onto the bed.

"Blair!" Monica shouted. "Stop that this instant!"

"Stop what? She started it," Blair protested.

"Blair..." Monica spoke in that threatening tone Blair remembered from her
childhood. But the teen, in her shock, failed to recognize the implied
threat.

"Mom! That...bitch..."

"Hey!" Jo protested.

"Jo, sit still! Blair, I can't believe you said that!"

"But Mom, she is... All she's done is...ruin my life...my..."

"Blair, you're acting like a spoiled brat!"
"But Mom...!"

"That's it, young lady!" Monica sat next to Jo on the bed and pulled her
daughter across her lap. "You are going to get the spanking of your life!"

For one of the few times in her life, Blair Warner was speechless. She was
laying across her mother's naked lap with her face practically shoved into
Jo's crotch, held there by her mother's arm across her back, her hand holding
both of Blair's, and Jo's hands on her head. Then, red-faced with shame, she
felt her mother lift her skirt and, with her free hand, began to spank her.

WHAP! WHAP! WHAP! "Don't you dare to presume you know everything." WHAP!
WHAP! WHAP! "I deserve happiness too." WHAP! WHAP! WHAP! "And if I find it
with your roommate, that's no concern of yours." WHAP! WHAP! WHAP!

Between her own shouts of pain and embarrassed surprise - muffled somewhat by
her face pressed against Jo's naked leg, Blair heard her mother's words but
couldn't quite make sense of what she was hearing - or what she had heard.
Instead, she was staring at the dark hair above Jo's wet pussy, inhaling the
aroma of a turned-on teenage girl. And...was it getting stronger? Was Jo
getting turned on by...this?

WHAP! WHAP! WHAP! "My happiness...my pleasure..." WHAP! WHAP! WHAP! "...Is my
business." WHAP! WHAP! WHAP! "Not yours!" WHAP! WHAP! WHAP!

Monica let up on her daughter's ass and asked, "Do you understand?"

"Huh? What?" Blair muttered into Jo's thigh.

"Oh, so that's how it has to be? Very well. These panties have got to go..."

Blair, still held down, tried to struggle but to no avail. In moments, she
felt her mother tug her panties off her round ass and down her legs.

"Mon...maybe we'd better make sure she won't yell too much?" Jo suggested.
"Ya know, so nobody gets to...curious about what we're up to?"

"Good idea, dear. Here, use these..."

"Wow, Monica. They're wet!"

"So they are. Are you getting turned on dear?"

All this Blair heard Blair heard just before she realized the last question
was to her. Before she could answer, Jo shoved a wet cloth into her mouth.
Out of the corner of her eye, she saw part of the rag and realized those were
her own panties! And they were wet with her own juices!

'Oh god, what is wrong with me?' Blair thought, tears of shame flooding her
eyes.

"Those cheeks could use some more color," Jo said.

"Yes dear. I agree with you," Monica said as she began to spank her
daughter's bare ass.

WHAP! WHAP! WHAP! "Next time, you will knock before entering a room, young
lady." WHAP! WHAP! WHAP! "And you will not presume to try to tell me who I
can be with..." WHAP! WHAP! WHAP! "And you will never..." WHAP! WHAP! WHAP!
"...Ever interrupt me again!" WHAP! WHAP! WHAP! "Especially when I'm about
to cum!" WHAP! WHAP! WHAP!

"God Monica, this is hot!" Jo said, unconsciously pushing Blair's face closer
to her dripping cunt. "Thin Blair has learned her lesson?"

With two more sharp slaps, Monica relented. But instead of letting her
daughter up, she slipped her hand down between Blair's legs. "Oh my, she is
so wet..."

"She is?!?!" Jo asked with a little un-Jo-like giggle.

Blair felt soft fingers stroke her and slip inside her. She moaned through
the panties in her mouth as her mother fingered her pussy. Then those fingers
pulled out of her and Blair was surprised to find she didn't like that. She
wanted more.

"I thought I felt something wet on my leg but... Here, taste this."

Blair could hear Jo say "Hmm...don't mind if I do." Followed by soft sucking
noises.

"Hmm...Blair, I didn't know you had taste!" Jo yanked the panties from
Blair's mouth and spread her legs, "Alright Blair, yer always flappin' that
mouth of yours...let's see if ya can do somethin' constructive with it for a
change."

Blair found her face pressed into her roommate's pussy. Her nose was tickled
by the dark, wet, fragrant curls above and her lips pressing against Jo's
labia in an obscene kiss. But, at that moment, something changed in the young
debutante and she surprised herself when she found herself licking Jo's
pussy.

Her body was lifted and then lowered so Blair was kneeling between Jo's
spread thighs. Her dress was again lifted up and soft hands caressed the
blonde's hot, sore ass. It had to be her mother who began to kiss her
reddened cheeks, cooing babyish things like "Mama will make it all better,
Blair."

The kisses were pleasant and reminded her of those few times as a child her
mother would kiss a boo-boo to make it better. But her mother's kisses then
never led to the older Warner woman's tongue snaking between Blair's ass
cheeks.

"Ooo," Blair moaned as Monica Warner's tongue teased her daughter's tight
little asshole. This was followed by long strokes of her mother's tongue
along her ass cleft mixed with tickles by the tongue tip on her rosebud.

"AAAaaa..." Two fingers entered Blair's pussy as she cried out before
resuming her amateurish tonguing of her roommate's cunt.

As Blair became more confident, she heard Jo say, "Ya know Blair, for such a
busy mouth, you ain't all that good." Then, to belie those words, Jo moaned
loudly, "Oooooo!!! God!!! Blair!"

For her part, Blair was rewarded with a splash of Jo's cum in her mouth as
she shoved her tongue into the brunette girl. Her tongue plunged deeper into
Jo when Blair felt her mother's tongue push past her tight sphincter into her
anus and a third finger was shoved into her own pussy.

The idea that her mother was tongue-fucking her ass was enough to set Blair
off. But her orgasm exploded through her when Monica's thumb brushed against
the teen's clit.

It was so intense, Blair lost all track of reality. The next thing she knew,
she was lying naked on the bed between her mother and her roommate. Both
brunettes were caressing and stroking her body softly.

The young debutante laid still, enjoying the afterglow of her first
non-masturbatory orgasm.

* * *

"Mother? Can I ask you something? Are you and...Jo...?"

Monica Warner, lying next to her daughter, toying with Blair's full breast,
nodded, "Of course dear. Jo and I have been lovers for quite some time now."

"But...Jo?"

"Hey, Warner! Watch what..." Jo tweaked Blair's nipple, causing the
faux-blonde to squeak.

"Jo dear, please."

"Alright, I'll kiss it and make it better." Jo was good as her word, leaning
over and licking the hard nipple.

Monica watched eagerly for a long time before going on, "Blair, you know your
step-father..."

Jo raised her face from Blair's tit. "Which one?"

"Jo, please... Anyway, Blair, I've never been totally... satisfied with any
man, even your father."

"Yeah Blair, didncha ever notice how all yer help were hot young women?"

Blair looked at Jo and the smirk on her face then looked at her mother.

"Mother! You fooled around with the help?" Blair was amazed. The help was...
well, the help.

"Yes dear. Why not? And then when I met Jo... Well, she reminded me of my
roommate when I attended Eastland. Jenny was my first lover."

"What about Robert? Or... Wendell? You know, what's-his-name."

"Blair, these are not the '60s. These are the '80s and such things just
aren't done so I'm seeing men. Your father would take me to court and try to
strip me of everything, including you.

"But , believe me, if I could take Jo and live happily ever after, I would."

"Yeah, and besides, my mom and dad would kill me," Jo added. "They're still
good Catholics."

"Mom, are you happy?" Blair asked.

"Yes dear, even more now that my darling daughter is with me." Monica smiled
at her little girl and said, "To tell you the truth, ever since you started
to blossom into a woman, I've wanted you to share my bed."

Jo leaned over the older woman and smiled, "And I told her about the time I
saw you with that Penthouse and you were diddlin' yourself..."

"JO POLNIACZEK! You watched me?!?"

"Yeah. It was pretty hot too." Jo's fingers began to ply Blair's folds. "Wow,
you're so fuckin' wet! Still! Monica? Mind if I have a taste?"

"Blair?"

"Uh, yeah, I... guess. Sure, Jo. Uh, lick my... pussy."

Jo moved down between Blair's legs. "Blair, I knew from gym that you weren't
a real blonde but... Jeez! How much dye do you use?"

"Why you... little..."

"Blair, shush. Jo, you have better things to do with that mouth than
antagonize my daughter."

"Yes'm."

"Oh God Jo!" Blair squealed when Jo's mouth met her pussy lips. As Jo's
tongue began to opne her, Blair just moaned and pushed her crotch into Jo's
face. She watched as Jo's head moved slowly as the brunette thoroughly
explored her pussy.

"She's good, isn't she?" Monica asked her daughter, her face close to
Blair's.

"Uh-huh," Blair managed, her eyes locked on the girl's head bobbing between
her legs.

Monica kissed Blair lightly. When Blair pressed her lips to her mother's.
Monica deepened the kiss. When she licked her daughter's lips, Blair opened
her mouth.

Mother and daughter shared one of the most intense kisses of their lives,
their tongues moving together from Blair's mouth to Monica's. The fact that
sucking on her mother's tongue was taboo only made Blair more excited and
more passionate in her kissing.

Blair moaned into her mother's mouth when her roommate's tongue pushed into
her. Pulling her mother on top of her, Blair felt Monica's hard nipples push
into her own breasts. She ran her fingers through her mother's hair,
destroying the perm that Jo had already disheveled earlier. Blair's other
hand slid down to cup her mother's tight ass, the fingers slipping between
the woman's cheeks.

When her mother jerked above her, Blair knew Jo had licked her pussy too.
That wasn't fair. This was her mother! She deserved to lick her mother's
pussy. After all, that's where Blair came from almost eighteen years ago.

Reluctantly, Blair broke the kiss but kissed her mother's cheek then her ear.
While licking her mother's ear, she whispered, "Mom, I want you to... sit on
my face."

Monica smiled at her little girl then moved up to kneel over the deb's face.
Blair reached up and pulled her mother down, impaling the woman on her
extended tongue.

'I came from here,' Blair thought excitedly as she began to tongue her
mother's fragrant, wet pussy. The taste was unlike Jo's. It was stronger -
headier. It was like her own taste (when she'd licked her fingers clean after
masturbating) but more intense.

Blair loved it.

And from the way her hips were moving over Blair's face, her mother was
loving what the teen was doing to her.

Blair knew she wasn't experienced but tried to do to her mother everything
that Jo was doing to her. When Jo sucked her labia, Blair sucked her mother's
labia. When Jo plunged her tongue into Blair, Blair shoved her tongue into
her mother's pussy. Blair brushed her mother's clit with her nose just after
Jo did the same to her.

And when Jo shoved a finger into Blair's ass, Blair licked her finger and
pushed it into her mother's tight ass.

"Oh Blair... Oh Baby! Lick me! Shove your tongue in Mommy's pussy! So good...
so good!"

Like music to her ears, her mother's words spurred Blair to really pleasure
the woman. The dirty talk coming from upper-crust Monica Warner's mouth was
weirdly exciting to the young girl.

Monica continued to moan her daughter's name as well as more animalistic
noises. Blair felt the increase in the hot juices from her mother's cunt on
her tongue and in her mouth. She swallowed as much as she could, thrilling
to the flavor. Her tongue continued to dance around her mother's pussy,
tracing the heated lips and pushing into the humid, buttery-soft interior
while her nose brushed against Monica's clit.

Blair, holding her mother's hips to her face while still pushing a finger
in her ass, felt Monica's hands wrap around her head, holding Blair in
place while she screamed out, "OOOOooo God Blair baby, I'mmm goingggg to
cuuuummmm!!!"

More of her mother's womanly essence splashed into Blair's mouth as Monica
climaxed on her daughter's face. After her body tensed and her fingers dug
into Blair's long, blonde hair, Monica relaxed and fell to the side, her
breaths coming in hard gasps.

With her mother's juices all over her face, Blair screamed as she climaxed on
Jo's talented tongue.

Jo looked up, smiling, "Pretty good, Princess. Ya managed to get yer mom off
the first time."

Blair felt Jo's body lay on hers and opened her eyes. Jo smirked down at her
and kissed her, her tongue sliding into Blair's mouth. Blair was thrilled as
she tasted herself in Jo's mouth.

Jo pulled back and began gathering the spilled nectar from Monica. Blair
moaned at the erotic feelings her mother and her friend had ignited in her
as the other girl softly licked and tongued her face and neck.

"Ya know Blair, I've wanted to do that to ya since I came to Eastland."

Blair kissed Jo, "I'm glad you finally did. And I want to do this again and
again" She turned to her mother and kissed her, "I'm glad I was early too.
And I'm really looking forward to coming home to visit."

"You girls know you need to keep this... relationship quiet. You're only in
high school and it would be too much for you to be open and honest about
yourselves. Even to your friends."

"No problem. I'm sure yer daughter will still press all the wrong buttons for
me."

"Oh?" Blair asked, her eyebrow raised. "How, pray tell?"

"By talkin' like that."

"Well, let's not talk then." Blair grabbed Jo and kissed her hotly.

Jo pulled back, "Ya wanna share yer mom?"

"Oh yes..." Blair said. "I just had another one of my fabulous ideas..."

"Uh-oh," Jo giggled.

"Mother, stand up."

Monica smiled and stood before her two young lovers. Blair knelt behind her
mother and spread the woman's shapely ass cheeks. Jo knelt before her lover
and rubbed her nose through the older woman's curly fur.

As one, Jo's and Blair's tongues moved in - Jo began to suck at Monica's
pussy and Blair started to lick her mother's tight asshole. The girls each
placed a hand on Monica's thigh and their fingers laced together.

Blair licked and tickled her mother's rosebud until she seemed to
instinctively know when the muscle had relaxed enough and she could shove
the tip of her tongue past the sphincter. She tightened her fingers around
Jo's and heard her mother squeal as the other girl shoved her tongue into
Monica's other orifice too.

The two classmates licked at the wealthy heiress' cunt and ass until Monica
felt her legs buckle. They then helped their older lover to lay on her side
on the bed.

Blair kissed Jo quickly but deeply then pressed her face between her mother's
ass cheeks again. With a happy grin, Jo resumed eating Monica's pussy.

Monica smiled, her hands brushing through her young lovers' hair. She was
happier than she'd been in years.

    

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