The Challenge

"Is this ok?" I asked. "It's kind of cold in here. Dad turns the heat down pretty low at night."

"Yeah... it's ok," she said.

I moved closer to her and put my arm around her shoulders. She seemed a little nervous at first, but soon laid her head on my shoulder as we continued to watch the final scenes unfold. My hand rested on her arm for a moment, then moved to her side as she freed her arm.

"I know I missed a good portion of the story, but it looks like she really wanted to be with that guy for a really long time," I said.

"Yeah," Emmanuelle almost whispered.

"And she's older than him, too," I said, as if commenting on our similarities... a young man... an older lady... hooking up. The only thing missing was... we hadn't hooked up yet.

"Yeah," she whispered again, almost breathlessly, transfixed with what was happening on the screen.

I could tell she was controlling her breathing, trying not to breathe hard even though she needed to, trying to breathe as quietly as she could. I could feel her left arm moving slightly as it was doing things hidden under the covers. With my right hand, I opened the fly of my shorts, sending my hard cock through it and started stroking myself. God it felt good.

The scene changed as the man urgently pulled the woman by the hand behind him into an abandoned room. He grabbed her head with both hands as they passionately kissed. Then his hand moved from her neck as they continued kissing and slid down to cup her breast. The woman set her hand on his, helping him squeeze and tease her breast through her clothing. Then she helped him unbutton her shirt, bare her nipple, and guided his head down until he trapped it with his mouth.

"I like how she's kind of helping him, you know? Showing him what she likes," I said.

"It's almost like he's been kind of aching for her for so long," she said, almost whispering. "Up 'til now, she's stopped herself from doing anything about it. But now... she's... free."

I looked at her and she closed her eyes, obviously concentrating on something. She opened them halfway and licked her lips.

"Are you... are you masturbating?" I asked.

"Yeah," she admitted after a moment's embarrassing pause, and licked her lips nervously. "Are... are you?"

"Yeah," I said. I pushed the blanket away and bared my cock so she could see it. My hand was stroking up and down, paying a lot of attention at the head occasionally.

"Oh my God," she whispered. Her eyes seem to be glued to my crotch, watching me stroke my shaft. Her eyes glazed and she started breathing heavier and moaning. "Oh fuck... oh fuck...". Her head fell back on the couch and I could feel her arm and hand moving very fast. Her body was shaking as she writhed on the couch next to me.

My hand around her shoulders accidentally bumped against her breast and I immediatly closed on it. I could feel her nipple poke against my palm and squeezed it a little. This seemed to send her over the edge as her body clenched then sagged into the couch. "Fuck!" she hissed. Then she just lay there, panting.

Her actions excited me even more and my hand stroked faster. I was getting close. "Did you just orgasm?"

"Yeah... I did," she panted.

I was breathing heavy, too. "I think... I think I'm close." I moved my hand from her shoulders and squeezed my balls with it.

"What? Um... you... you can't," she said, scared, sitting up. "You're gonna make a mess. You're going to get it everywhere." She looked around for something... but her eyes kept coming back to my cock. The head was swollen and red. I was ready to explode.

"I can't help it," I gasped. "It's coming... it's coming fast. Oh fuck!"

She moved quickly, dropping her head into my lap and sliding my cock into her mouth. I felt the warm, wet suction and immediately started cumming. Her hand replaced mine, stroking me as jet after jet of cum sprayed into her mouth. I could hear her swallowing, gulping, eagerly taking every drop. When I nearly finished, she still stroked me, slower and with far more of a grip, trying to squeeze every drop out of me.

When she rose again, she wiped her mouth with her fingers and was licking her lips.

"Oh my God... oh my God... I can't believe you just did that," I said, happily surprised. I was smiling from ear to ear. "Did you swallow that?"

"Duh!" she said, giving me that look that told me it was a stupid question. "I don't want you to make a huge mess and get us both in trouble. I just... did what I needed to do. Ok?"

"Yeah," I said, panting. I fell back into the couch, smiling. "That felt great."

"Yeah?" she said, smiling back at me. Her robe was mostly undone and I could see a fair amount of skin beneath it. She wasn't wearing a bra, but she was wearing panties. Her robe moved when she did, giving me glimpses of her hard nipples.

"Hell yeah!" I smiled.

"Well... good," she said, nodding. She seemed to be happy that she could please me. I imagine that her thoughts about herself, her womanhood, her ability to please a guy were in question. Her husband really screwed her up. "But you can't say a word about this. Ok?"

"Ok," I panted. "I won't. I swear."

She adjusted her robe again, pulling it tightly around her body again and tied it closed. "Just... go to bed. Ok?"

"Ok," I said, tucking my cock into my shorts again and standing. "I love you Aunt Emmanuelle."

"Love you, too," she said back as I ascended the stairs.

*****

I was on a high all the next day, but, true to my word, I didn't say anything about what had happened to anybody. My Aunt was at work all day long, along with my parents, so I just sat around playing video games and surfing the net a little. It was all just another, normal day. I couldn't help but replay what had happened in my head over and over again. My step-aunt had literally had my cock in her mouth... and swallowed my cum. I was just amazed! Never in a million years had I ever expected something like that.

I wanted to masturbate to my memory, but fought very hard not to. I really wanted to see if I could do more... and I wanted my sexual desire to be at its peak.

It was about 10:00pm when my parents said their good-nights and I wandered down to the kitchen to get a drink. As I was grabbing a can of soda from the fridge, my step-aunt walked in to grab a glass of wine.

"Hey Aunt Emmanuelle," I said. It was the first time I'd really been able to talk to her all day.

"Hey Vince," she said, pouring a glass of wine. "I'm... uh... I'm going to watch a movie again tonight."

"Like yesterday's movie?" I asked, popping open the can.

She nodded. "Maybe... like... if you want to watch it with me."

I couldn't believe it! I had thought she'd avoid me after last night. But... I was wrong. She was inviting me to be with her again! Was she inviting me just to watch a movie... or more?

"Oh... yeah.... I do," I said.

"I'm not making you miss out on a date or anything am I?" she asked.

It was obvious that I wasn't dressed to go out, so I figured she was just fishing to see what my dating status was. "No... no... I'm kind of taking a break. The last girl I went out with is being really clingy."

"Yeah? What's she doing?" she asked, leaning against the island in the middle of the kitchen.

"She keeps texting me... sending me, you know, naked pictures and stuff," I said.

Her face lit up in surprise. "Wow... you must have impressed her," she giggled. "I can see why, though. You're funny and charming. I don't know, there just something about that's hard to pin down. Like... anything can happen."

"Really?" I asked.

"I mean... it's nothing conscious," she said. "It's more intuitive... and intriguing."

I laughed a little. "Intriguing eh? I guess... I mean, every girl I've gone out with has been... you know... satisfied."

She nodded in understanding. "I bet... you're a big man... you know... down there."

"I guess... I didn't realize that," I lied. I knew I was bigger than average. But I felt it was better to act more innocent. "But they seem to really like when I... you know... go down on them, too."

"Oh!" she said, her eyes lighting up and looking a little embarrassed. She giggled nervously. The conversation obviously went further than she expected. "Ok then. I don't know what to say to that so let's just go watch the movie." She picked up her wine glass and started walking towards the door. She was wearing her robe again, loosely tied closed, hiding whatever she might be wearing underneath.

I laughed... a little embarrassed myself. "What's on tonight?"

"It's called... um... 'Deep Throat'," she said, as I followed her down the steps and into the family room. She sat on the couch and grabbed the remote.

"I think I've heard something about that," I said.

"It's a bit campy," she said. "It's kind of a comedy, too."

I settled onto the couch, too, and then grabbed the blanket to share with her. We huddled together underneath it. She pulled my arm over her shoulder again and lay her head on my chest, just like last night. But this time my hand was on her chest... right on her breast. I could feel her soft flesh move beneath me as I moved my fingers, and felt her nipple getting hard as we started to watch the movie.

The movie moved along, and I was half paying attention to it. I couldn't help but be distracted by her breast in my one hand and my other hand slowly stroked my very hard cock. "This is... interesting," I said as the thin, very sexual plot unfolded.

"It's old. It's from the 70s," she said. "I don't think they had elaborate plots back then."

She tried far less to hide her breathing this time and I could tell she was getting excited. Her nipple was hard and she put one of her hands on my thigh, squeezing it. The cushion on the couch moved as she shifted in her seat, too.

"Are you... um... masturbating?" I asked.

"Yeah," she gasped after a moments hesitation. I could imagine it was embarrassing to admit it. "These movies just... you know... get to me. You can, too... if you want. I... I don't mind."

"I don't want to make a mess," I said.

"I'll... I'll make sure you don't," she replied.

I knew exactly what she was saying. She'd take it in her mouth again. I slid off my pajama shorts and underwear and let them drop to the floor. Pushing the blanket aside, I started stroking it as she watched and masturbated. I couldn't see her face, but I could tell she enjoyed what she was seeing.

A deep-throat scene was on the movie with the lead actress gurgling with a huge shaft deep in her mouth. The glug, glug, glug caught my attention at least. I could only pray that my cock ended up that deep in my aunt's mouth some day. The scene quickly changed then with the woman kneeling below him, stroking him with her hand, her face ready to accept his load as she held her mouth closed. Suddenly he erupted thick ropes of white cum shooting out onto her face, covering it. She kept stroking him, trying to get every drop.

"OhmyGod... ohmyGod," I heard my aunt gasp, her body was shaking and undulating as she gave in to her orgasm. Her hand on my thigh moved to my hand on her breast, encouraging me to squeeze it and pinch her nipple again. "Yes! Fuck!" she hissed and then finally stopped moving.

I giggled. "I guess you liked that scene," I said after a moment.

She giggled in return. "Yeah, it, uh... it definitely did something for me. Are you...?" she asked, hoping that I was going to cum soon myself.

"No," I said. "I'm sorry... I'm not even close yet." My cock was hard, but I think I was too distracted with her and with the movie.

"I... I can help," she whispered as if embarrassed, scared of my response. "If you want."

"Help?" I asked. "Yeah... um... I guess... how ever you want to help, I'll take it."

She moved to kneel on the floor, moving between my thighs and pulled a bottle of lube from her robe pocket. She had anticipated this.

"Oh! You mean help-help," I said. "Ok."

She squirted some of the lube in her hands and then slid them together to spread it around. Then she grabbed my shaft, replacing my hand. "Yeah. Since I'm de-stressed, I thought I could help de-stress you."

Her hands felt so good sliding up and down my shaft. The lube was strawberry scented and provided a little different sensory experience as I watched her.

"Oh yeah," she whispered. "It feels so good in my hands."

"Oh my God it feels so good to me," I moaned.

"You're so big!" she gasped, smiling. "No wonder all the girls want you so badly."

"Oh shit," I moaned again as she used one hand to squeeze and torture the head as the other slid up and down the shaft beneath it.

"Oh, look at that," she said softly. "Such a big, big boy. We're not telling anybody about this, right?"

"No... I wouldn't dream of it," I said. My eyes were distracted by the movie ending and the corny music getting a little louder with the credits rolling. "I can't believe you like watching movies like this, too."

"I guess when you're alone and need some stimulation..." she explained. "I've learned some new things from the movies. Wanna see?" She was smiling deviously, wanting to showcase her new-found skills and see how I react.

"Oh my gosh... God yeah," I said, excited.

She held my shaft still with one hand while she licked from the bottom to the tip a few times, then sucked the head into her mouth, her hand stroking beneath.

"That feels so good. It's amazing," I panted. I was getting close.

"I wish my husband would think so," she said whistfully, watching her hand move up and down. My cock was so swollen. "But I guess I have you. I can have fun with a big dick at least."

She took me into her mouth again, going deep to the back of her throat and then slowly sliding it out. Her hands taking every opportunity to stroke me and tease my balls.

"God that feels so good," I gasped. "Fuck."

"So... how many blowjobs have you've received?" she asked, smiling up at me while lightly licking the head.

"I dunno... I've never counted," I admitted.

"Well," she smiled, then bit her lip. "You're gonna remember this one."

She used one hand to push her robe off her shoulders, exposing her bare breasts to me, as she stared at me, gauging my reaction. I smiled broadly in surprise. I was in heaven! I couldn't take my eyes off them. They were so perfect... large... with very large areola and nipples. I'd never seen areola that large before.

She suddenly changed tactics a little and committed herself to making me cum. Her hands stroked with a twisting motion as her mouth moved up and down, sometimes going deep and sometimes just suckling on the head. All in all, it felt incredible and she was getting me close fast.

"Oh yes... fuck!" I moaned, her slurping noises sounding so erotic.

"The head is so swollen," she said, sliding my cock from her mouth for a second, but never letting her hands stop. "Oh, look at that... it's so pretty. It's so long and thick. Fuck I'm gonna make you explode."

"Oh fuck!" I groaned loudly... probably louder than I should. I prayed my parents and sister were deep asleep. "I'm gonna cum. You better grab a towel."

"No," she said, shaking her head. She looked determined. "No towel... right in my mouth again. Cum right in my mouth." She sucked on the head, letting her tongue stroke just beneath it as her hands expertly milked my cock. I'd never had it so good before.

"Oh God," I moaned. "Oh God... yeah! Fuck!" I held my breath as my cum jetted from my cock and into her waiting mouth. I could hear her sucking and swallowing, trying to keep up with it. It felt like every muscle in my body tensed up, wanting to release everything I had.

When I finally relaxed again, I felt her squeezing my cock up from the bottom, trying to get every drop like she did before, licking the tip to clean it off.

"You taste pretty good," she smiled, licking her lips. She sat back and squeezed her tits, displaying them for me as she watched my appreciative smile. "You like these?"

"Yeah... they're incredible," I said.

She smiled and blushed at my compliment. I guessed it had been a long time since she felt so appreciated.

It looked like she wanted to say something, maybe even wanted to do more with me, but, in the end, decided against it.

"Time for bed, Vince," she said, winking at me, and sliding her robe back over her shoulders again.

"Love you Aunt Em," I said, standing up and pulling my shorts on.

"Love you, too... my big boy," she giggled.

*****

I had a very hard time sleeping that night. I couldn't get my aunt out of my head. I couldn't get what we'd done out of my head. And I wanted so much more. The past two nights, she gave me pleasure without me giving any in return. And I wanted to change that. I really wanted to fuck her. And I was sure she wanted that, too.

At about 2am I just couldn't take any more. I got out of my bed and went to her bedroom. The light was out and I walked in as quietly as I could. When I got to the side of the bed, I slid all my clothes off and slipped into bed and under the covers.

It was cold, at first, and as I slid closer to her body, I could feel her body heat calling me. I was shaking a little as I snuggled up behind her and wrapped my arms around her. She was wearing a long night shirt that covered her, but it was thin. My hand found her breast and I teased her nipple until it was rock hard.

She moved a little and I knew she was awake. She brought her hand up to mine, stroking it, encouraging me to continue.

"Hey. I thought you were going to bed," she said.

"Oh, I did... I'm in bed... just not my own," I said.

"Mmmm," she moaned softly as I pinched her nipple. I felt her move her ass, grinding backwards against my cock. I was so hard.

I slid my other arm underneath her head and hugged her against me, now grabbing and teasing her breasts with both hands. "Wow... these are so nice," I whispered in her ear.

"Thanks," she said.

I continued to play with them, squeezing them and then stroking, pinching her nipples and then teasingly circling them. She was breathing harder, getting more and more excited. She lowered her hand and brought it behind her, grabbing my shaft with it. Slowly she stroked it and I moved my hips as if fucking her hand.

"I love your nipples," I whispered. "I love making them hard, begging to be licked. Begging to be sucked."

"Oh my God that feels good... fuck," she hissed, squeezing my cock.

"God damn, your tits are so nice. And you're so sexy." I slid my cock closer, sliding it against her ass. Then I grabbed her leg so I could fuck her from behind.

But she pushed me back. "No... we can't do that," she said. "I'm... I'm married and you're... you're my nephew."

"I'm going to fuck you soon," I groaned. "And you won't stop me."

"I know... I want it, too," she apologized. "It's just... I... I can't. What else can I do for you... to make you feel good?"

"Do you like having your pussy licked?" I asked.

She paused, wondering if I was serious. "Yeah? Are you serious? It's been so long... since anyone's..." she whispered excitedly. "Stuart thought it was too dirty."

"Let me show you how much I love it," I whispered in her ear, then licked it. I got up on my knees and pulled the blankets down, moving down between her legs. I raised one leg up and kissed her calf, feeling her tremble beneath me. "God, you're so hot," I hissed excitedly.

I started kissing down her leg, hearing her gasps and feeling her body tremble when I hit spots that were particularly pleasurable to her... especially behind her knee. Then I kissed down her inner thigh, moving closer and closer to her pussy.

I took a moment to smell her and licked her through her panties. "Mmm... you're so wet," I said softly.

I grabbed the waist band of her panties and pulled them down and she lifted her lips to help. Her excitement was so raw. I touched her with my fingertips, sliding them along her labia. I pulled her lips apart and then pinched them together, creating different sensations to drive her crazy.