It happened on Christmas Eve 2008. I had my first sexual encounter with an older woman, my Aunt Louise. That encounter encouraged me to start this journal.

Aunt Louise was my mother's little sister and one of the sexiest ladies I had ever seen. At thirty-something, she had a face and body that most teenage girls would have killed for and she loved to flaunt it. No matter what the weather conditions, even on the coldest days, she wore miniskirts and thin cotton blouses with nothing on under them except for sexy lace g-strings. On really cold days, she added thigh-highs to her ensemble. She never wore a bra but then she didn't need to wear one. Her large, firm titties jutted straight out from her chest like to missile nose cones, stretching the thin cotton fabric taut. Those thin blouses revealed more than they hid. Her huge ruddy colored nipples, surrounded by saucer-size aureole, clearly visible through the gossamer material as they tried to thrust their way through the fabric that held them captive. When aroused her nipples grew into tiny titties atop her titties. Aunt Louise had starred in all my best masturbation fantasies ever since she came to live with us two years earlier.

She hadn't always dressed like that. When she first came to live with us after Uncle Phillip was killed in an auto accident, she wore very demure pantsuits or skirts and dresses that ended an inch or two above her knee. My mother, a very sexy lady in her own right, took her shopping and helped her pick out an entire new wardrobe. It didn't happen over night, but slowly mom got her to shed her demure cotton panties for sexy, laces g-strings, and got her to go braless. OK, I confess, I had sexual fantasies about my mother too. Just being in the same room with those two had me walking around with a perpetual hardon. Dad too. Dad had mom but all I had was my hand and a pair of their soiled panties to get me off. In my masturbation fantasies I turned Aunt Louise or my mother every which way but loose but never once did I ever dream, never once did I ever dare hope that someday I would actually hold their naked bodies in my arms. However, I was about to discover that fantasies could become realities when the time is right.
The three of us had gone into the city to bring my sister and her live-in boyfriend home for Christmas. We were halfway home when the snow hit. It was unpredicted. It wasn't long before they started closing roads and we had to find a place to wait the storm out. Everyone had the same idea and it took almost an hour to find a motel that had any vacancies and that one only had three single rooms left. Mom and dad took one; sis and her significant other took one, leaving the last one for Aunt Louise and me. I volunteered to sleep on the floor giving the single bed to my aunt. I had a sleeping bag in the trunk of the car. Mother Nature still wasn't finished with us yet. The motel lost electrical power around seven that evening and the motel's antiquated generator gave up the ghost around nine. I guess that that must have happened before because we found a supply of big candles in one of the bedside tables along with a couple of candle holders. We lit two of them, putting one on the bedside table and the other in the bathroom.

It was a very small room and my sleeping bag was right next to the bed. Aunt Louise stood inches away from me, watching me, as I Slipped out of my jeans, sweatshirt, and tighty whities.

"I always sleep naked."

I watched as Aunt Louise slipped out of her skirt, blouse, and g-string, letting them drop to the floor between the bed and my sleeping bag. My cock twitched and started to grow hard as I took in her nakedness.

"Me too, Clarence. I like the freedom. I'm horny all the time since your uncle died and I spend a lot of time playing with myself. Even my skimpy g-strings get in the way."

My cock was rock-hard and straining straight out from my crotch now.

"I have too many wet dreams to wear anything to bed. I often wake up just as I start to shoot off and I need to be able to grab my cock and milk it dry. Happens to me several times every night."

Aunt Louise reached out and started to stroke my shaft, running her fingers gently up and down my shaft. I moaned softly as her soft hand closed around me, tugging me closer to her, closer and closer until my swollen cock knob pressed against her belly.

"What…who do you dream about? Do you remember your dreams, honey?"

"Oh, sweet Jesus, Lou…Aunt Louise…."

"Louise, honey…call me Louise. Tell me, honey, do you ever dream about me?"

"All the fucking time. You. Mom, too. Both of you are so fucking sexy, so fucking beautiful. I can't be in the same room with either of you without getting a hard on. I have to masturbate a dozen times every day just to keep from shooting my wad in my Jeans."

"Does she know, honey? She's horny all the time too, honey.

You could have had both of us anytime you wanted us."

Louise took my hand in her free hand and guided it between her thighs, between her bloated lips, placing my fingertip on her little clit. Instinct took over and I circled it, caressing it gently, as I pressed Louise backwards on the.

"Oh, God, honey. I need you inside me right fucking now.

"Not yet you fucking bitch. I want to cum in your fucking mouth. I want you to suck me off. I want you to swallow every drop of my cum while I eat your sweet little pussy."

Straddling her head I plunged my tongued all the way up inside her steamy hot hole. Working my tongue in and out of her hole, I lapped up her juices as her tongue circle my cock knob lapping up my hot pre cum. As I circled her little clit with the tip of my tongue, Louise started thrusting up against my mouth. Suddenly, her body bowed upward, going rigid beneath me as I started shooting off in her mouth.

I kept working her clit with my tongue as she grabbed my shaft and pumped furiously as she sucked and swallowed, milking me dry. Louise never released my cock even after I had stopped cumming, holding me firmly in her hot, moist mouth. Within seconds I hard again. Rolling me over on my back, she lowered herself slowly on my rampant erection. Her vaginal muscles clamped down on my cock, holding me tightly inside her slippery hole as our lips met in a first kiss. Our tongues met, swirling over and around each other like two fiery serpents engaged in mortal combat. Everywhere her tongue touched me my nerve ending exploded in a pyrotechnic display of arousal.

Reaching upwards, I found her hard nipples. Taking them in my fingers, I rolled them around, milking them until they grew even harder. Slowly, ever so slowly, as we continued to kiss, Louise starts siding up and down on my shaft. She slid all the way up on my rod until just its bloated know remained in side her hole, then slid slowly all the way back down to grind her pubic bone against mine. As we both soared upwards towards another climax, I released her nipples and grabbed her hips, guiding her movements as my hips flew upwards to meet hers stroke for stroke, thrust for mighty thrust.

This time as our orgasms subsided we collapsed into each other's arms, holding tightly to one another. Slowly we became aware of the chill in the room and pulled the covers over us. Louise stretched out beneath the blanket and pressed her body against mine. Laying half on my chest she had her leg between mine, her thigh pressed tightly into my crotch. A contented sleep was slipping up on me when I remembered what she had said about mom.

"Louise, what did you mean when you said that mom is horny all the time? Doesn't she and dad…."

"Don't they fuck? Sure. As often as he can get it up. That's the problem, he can't get it up often enough or keep it up long enough anymore to satisfy her needs. Old Mother Nature plays a terrible joke on men and women that love one another. Women get hornier with age but the men in their lives loose the ability to get it up often enough and keep it up long enough to satisfy us. Honey…would you like to have sex with your mother like you had with me?"

I felt my cock starting to get hard again.

"Jesus, yes, Louise, but would she let me? Should I just ask her? What should I do to let her know that she arouses me sexually?"

I reached down and pulled her tighter against my hardening cock.

"It has to happen naturally when the time and the situation is right. Just like it did with us tonight. Go with your feelings and you won't go wrong. Read her body language and you'll know how far to go with her. Let her know how sexy and beautiful she is to you. And, above all else, stop wearing those tighty whities, let her see your hard on in your pants when she causes you to have one. Now, fuck me again. Slowly this time. Make me beg you to let me cum."

I did and this time we fell asleep in each other's arms.

Neither one of us heard when my sister knocked on our door the next morning. The power had come on during the night and we had kicked the blankets off. Carol walked in to find us lying there naked, our arms around one another, our legs intertwined.

"Jesus Christ, Bro…you're hung like a fucking horse. I'm going to want some of that before the holidays are over with. The roads have been cleared. Mom and dad wants us to meet them in the diner for breakfast."

"OK, Carol…give us a few minutes."

"Better make it a quickie. Dad wants to hit the road before it starts snowing again."

Louise had been stroking my cock and it was rock-hard and throbbing again.