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Clinton Turner, 21, now living in Heathcote, appeared before Judge Joe Gullaci in Bendigo County Court Wednesday.
Turner pleaded guilty to two counts of sexual penetration with a person under the age of 16 and one of attempted sexual penetration with a person under 16.
Crown prosecutor Andrew Moore told the court the offences took place at the defendant's unit in Bendigo, between April 1 and April 23 this year.
The court heard Turner met the victims through a homosexual group in Bendigo.
Police interviewed Turner on April 30.
He admitted he had met one of the victims and that they had consensual sex.
Turner said he was extremely intoxicated at the time.
During an interview with police on May 6 the defendant denied all allegations.
Judge Gullaci said the serious matter of the offences and the fact they were not ''a one-off'' would be taken into consideration.
''They incorporated three acts and two victims,'' he said.
In a bid to keep his client from going to prison, defence counsel John Lavery put forward that exceptional circumstances could apply.
''He comes from very difficult circumstances...he was left in very vulnerable circumstances himself from a very young age.
''He has a limited education and serious limitations on his literacy.''
Judge Gullaci agreed that Turner had ''a dreadfully unfortunate background and floated through life in a spiral of self destruction.
''He had an itinerant lifestyle that was totally out of control.''
Lavery made reference to Turner having an intellectual disability.
''Your client is capable of working in the community and being self-sufficient,'' Judge Gullaci said.
''His intellectual disability is not so severe that it would make serving a term of imprisonment so onerous that the court should not impose it.''
Turner will give evidence against a co-accused awaiting trial regarding sex offences with a minor in which the complainant was also one of Turner's victims.
Lavery said that this should be given weight when exceptional circumstances are considered.
''His evidence will be of significant value in that trial,'' Moore said.