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Aunt Frankie

Category: Mature
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It’s odd how you tell one car from another just by sound, but I knew it was Aunt Em when I heard the car pull into the driveway. She’s not actually my aunt. She and Mom were college roommates and have been joined-at-the-hip best friends ever since. Her parents stuck her with the name Frances Marie. Everyone calls her Marie except Mom, who calls her Frankie. I couldn’t say Aunt Frankie or Aunt Marie when I was young so she was always Aunt Em to me until recently. Now I call her Frankie, the way Mom does.

She has her own key, so there was no reason for me to wait at the door for her but I like watching her. Tall for a woman at 5’11”. Slender, but still a woman’s body, well toned from running and swimming, both of which she did at least 4 times a week. Fair complexion, grey eyes, light brown hair, just past shoulder length, often in a pony tail or french roll. Firm, medium sized breasts that, even at 41, need little support. She’s attractive, pleasant looking rather than pretty, and has the calmest, most wonderful personality. When she smiles it lights up her face and the world around her.

My Mom, Carol, is a startling contrast when you see the two of them together. Mom has black eyes and a dusky complexion, her black hair cut to just below her ears. Mom’s not short at 5’6″, but that 5″ difference looks like more when they stand side by side. And she’s not as slender as Frankie. She’s not an ounce overweight but she has more of an hourglass figure, with larger breasts. Mom’s prettier than Frankie, until Frankie smiles anyway. I think Mom’s stunning, but she’s my Mom. I would think that.

After Frankie’s husband, Mike, died from cancer, almost 3 years ago now, she spent a lot of time at our house. It was somewhere to come when she needed someone to talk to, or when she just wanted company, or someone to hold her while she cried. As often as not, that someone was me, since that was about the same time as my folks were getting a divorce, and it was a hard time for my Mom as well.

The divorce was messy and many times I also held my Mom while she cried. Mom and Frankie eventually got through the rough times, and they are still their own mutual support group. Just like in college. About 9 months after Mike’s death, Frankie decided she couldn’t live in what had been their home for 15 years, so she rented it out and moved in with us for a while. She never left. No reason to. After all, she’s family.

When Frankie saw me waiting at the door, she smiled and hurried her pace a little coming up the walk. As she walked through the doorway, she gave me a peck on the cheek. I closed the door behind her, sliding an arm around her waist as I did, then pulled her against me as I tipped my head down to kiss her.

Frankie’s mouth opened under mine with a soft sigh as her arms went around me. I caressed her back, then slid my hands down to the small of her back, pressing her groin tightly against mine, causing her to moan softly. When the kiss ended, I moved my arms up to hug her tightly, then slid my hands back down to her waist as she lay her head on my shoulder. We stood like that for a few moments, not speaking.

“Where’s Carol?” Frankie asked, leaning back to look up at me, without moving out of my arms.

“She called and said she had to stop at the market. She’ll be here in a few minutes.”

“Oh, well,” she said, laying her head back on my shoulder and giving me a hug, “I guess we’ll have to wait.”

“Just as well,” I replied, “I just got back from running and I need a shower.”

“Why? You’re just going to get sweaty again later,” Frankie teased.

“And it’ll be a lot more fun.” I said. “Or you could come shower with me now.”

“And have Carol walk in on us?”

“That’d be cozy,” I said, “my shower’s too small for 3 people.”

Frankie chuckled as she poked me in the ribs.

“Go,” she said. “Get thyself clean.”

I went.

About 15 minutes later, wearing just a pair of cutoff sweat pants, I walked down the stairs and into the den. Mom and Frankie had opened a bottle of wine and were sitting on together on the sofa, turned slightly to face each other, laughing about something.

I walked up behind the sofa and put my hands on Mom’s shoulders, squeezing them gently.

“Hi, Mom,” I said, as I leaned over to kiss her cheek.

“Hi, honey,” she replied, snaking her right hand up and around my head to hold me there as she turned her head, then pulled me down so she could kiss me. Her lips parted as I probed with my tongue, then she opened her mouth to mine as I pressed it firmly against hers. My left hand slid down, under the neckline of her blouse and inside her bra to cup her right breast, squeezing it gently as my palm caressed her nipple.

Frankie slid off the sofa to kneel in front of Mom and slid her hands under Mom’s skirt. Mom slid forward on the sofa so her bottom was at the edge, then lifted her hips so Frankie could pull her panties off, then spread her knees as Frankie began kissing up the inside of Mom’s thigh until her face was buried between Mom’s legs. Mom was moving her hips to match the strokes of Frankie’s tongue, as Frankie quickly brought her to climax.

When her breathing was under control, Mom said “I guess we have 2 choices. We can go upstairs and get in bed so we can do this more comfortably, or we can have supper.”

“I thought you said there were 2 choices,” Frankie said. We went upstairs.

* * *

Three years ago

I answered my cell phone on the first ring. I’d left the library and was getting in my car when I realized I’d forgotten to turn the ringer back on. I’d just done that when it rang, startling me. When I looked at caller ID, a chill of premonition ran up my back. Mom never calls me in the middle of the afternoon.

“Hi, Mom”

“Hi, honey. I need a really big favor.” Another chill.


“Yes. The hospital called just a couple of minutes ago. They don’t expect him to make it through the night.”

Mike is Aunt Em’s husband. About two years ago he was diagnosed with pancreatic cancer. He’d already outlived the year and a bit that the doctors had told him he had left. Now it looked as if he’d finally run his race. This time when he went into the hospital, we all knew he wouldn’t be going home again. When she’s not at work or the hospital, Aunt Em has been spending most nights at our house. It’s a big place and we have two guest bedrooms with their own bathrooms, so the larger one just became Aunt Em’s room.

“What do you want me to do?”

“Frankie rode with me this morning. Can you come pick her up and take her to the hospital? Joyce is going to cover for us the rest of the day, but I need about an hour to get one project finished.”

“I’m in the parking lot, so . . . fifteen minutes? A tick less if I make all the lights.”

“Thanks, honey. See you in a bit.”

I made it in thirteen minutes. I hurried into the office. Jenny, the receptionist, just pointed at Aunt Em’s office. I found her sitting behind her desk, not moving, staring at her computer screen. I walked around her desk and put a hand on each arm, urging her to stand up. She did, turning to face me. I moved her chair to the side with my foot and pulled her to me, hugging her tightly as she buried her face in my shoulder and sobbed. I held her head against my shoulder with one hand while I gently stroked her back with the other.

Aunt Em lifted her head and looked at me.

“I thought I was ready,” she said. “We talked it out. He’s in so much pain. We knew it was time.” She paused, then buried her face in my shoulder again. “I thought I was ready.”

“Aunt Em,” I said softly, “you’d never be ready for this. You’ve been inseparable since before I was born. There’s no way you could get ready.”

Just then, Mom walked into Aunt Em’s office. She came over and hugged both of us, then stood up on tiptoe to kiss my cheek.

“Thanks, honey. You two go on. I’ll be there as soon as I can.”

Twenty minutes later we were in Mike’s hospital room. Gone was the tall, gentle giant I’d known when I was growing up. 6’5″ and down to less than 150 pounds. His face was drawn, but calm. A difficult feat considering how much pain we knew he was in. The pain meds barely took the edge off anymore, but he was maxed out. The government wouldn’t let the doctors prescribe larger or more frequent doses because Big Brother didn’t want him becoming an addict.

Aunt Em sat on the edge of his bed, holding his hand, stroking his forehead, crying silently, tears coursing down her cheeks. Mike looked at her and managed a smile, then turned to look at me.

“Hey, short stuff,” he rasped. He’d started calling me that about time I learned to walk. He and Aunt Em couldn’t have children but we couldn’t have been closer if he’d been my real father. I was still three inches shorter than he, but had a couple of more years to grow. Had he lived and had I ended up taller than him, I’d still been ‘short stuff.’

“Hi, Uncle Mike.”

“Looks like I’m going to miss your graduation,” he said. “I’d liked to have seen that.” It took him a while to get all of that out. It tied my stomach in knots, knowing how hard it was; how much effort it cost him.

I just nodded. I couldn’t say anything as my throat choked up and my eyes brimmed with tears.

Mom came in about half an hour later. She walked to the other side of the bed from Aunt Em and kissed Mike’s forehead. I stood beside her, my arm around her waist as we sort of supported each other.

Mike closed his eyes and seemed to doze off. A while later, he opened them and looked at Aunt Em.

“I’m ready,” he gasped, then looked at me and nodded.

I nodded back then when to find his doctor. Everything had been signed a while ago. All that was left was for Aunt Em to tell the doctor to turn off the life support. I asked the head floor nurse to call the doctor, then went back to Mike’s room. Mom was standing behind Aunt Em, her hands on Aunt Em’s shoulders.

The doctor came into the room in less than ten minutes, two nurses trailing him. He took Mike’s vitals, then looked at Aunt Em, asking, “are you sure?”

Aunt Em, despair clear on her face, nodded, then said, “Yes. Please remove the life support.” The formalities having been observed, Aunt Em turned to Mom and sobbed into her shoulder as Mom’s arms went around her.

The doctor didn’t actually remove the equipment, except for the breathing tube. He just turned it off, then he and the nursed moved across the room to stand near the door, giving us as much privacy as they could.

About twenty minutes later, Mike opened his eyes and looked at Aunt Em. Aunt Em squeezed his hand and leaned close.

“It’s been a privilege loving you,” he rasped, struggling to speak. Then he closed his eyes for the last time. A few minutes later he died.

Mike’s funeral was a week later. Aunt Em spent that week at our house. Mom took as much time off as she could, but I spent most of every day with her. My high school graduation was still just over a month away, but I’d taken my finals early and was just marking time. I had to spend one hour a day at school to satisfy some rule about attendance, but other than that, there was nothing I had to do that was more important than being there when Aunt Em needed me.

After that, Aunt Em usually spent Friday, Saturday and Sunday nights at our place, so she wouldn’t be alone on the weekends, and the other nights at her place. I spent 3 or 4 days a month at her place, usually on weekends, keeping the landscaping under control, and doing the other little chores that pile up when you own a house.

Aunt Em wasn’t sleeping well, and she hadn’t been since Mike’s death, so even when there wasn’t anything that needed doing around her house, I’d stop by every day after she got home from work to see if she needed anything. Usually we just sat and talked, ate dinner, then talked some more, or watched television or a movie. If we had wine, Aunt Em didn’t want me to drive, so I’d spend the night in the guest room. I knew she still wasn’t sleeping because I’d hear her tossing and turning, and sometimes I’d hear her crying.

Near the end of the summer, Aunt Em stopped spending every weekend with us, but Mom or I still stopped by her home every day, just to check on her. She still spent a couple of nights each week at our place. When I started school in the fall, I stopped by 2 or 3 times a week. If Mom wasn’t going to be home, I’d spend the evening with Aunt Em. I could study there just as well as I could at home, but that way neither of us was alone.

After dinner, if I didn’t have to study, Aunt Em usually would sit next to me on the sofa. We had fallen into that pattern when she was staying with us. She’d start to cry and Mom or I would comfort her. Since it was summer, and I hadn’t started college yet, most of the time I was the one who was there. At some point, Aunt Em sort of settled on me being the one to hold her when she needed holding.

Near the end of the fall quarter, Mom called to tell me she had a last minute meeting that was going to run late. She and Aunt Em had ridden to the office together in Mom’s car, and Mom asked if I’d stop by to pick Aunt Em up and take her home. I had Mom transfer me to Aunt Em to see if she wanted to go out for dinner.

We went to a small steakhouse frequented. As Eduardo, our waiter, walked away with our orders, I noticed that Aunt Em’s eyes were shining with unshed tears as she stared blindly, not looking at me, or anywhere for that matter. Just staring. She seemed fragile, as if she was holding herself together, but only barely. As if she was running out of the strength it took to do it.

“Do you want to leave?” I asked her.

She didn’t say anything for a moment, then blinked and looked at me, shaking her head. “I’ll be ok,” she said. “I was just remembering the last time Mike was here with us. It was your birthday. Being here with you just reminded me. That’s all.”

After dinner, I drove Aunt Em home. I parked in the driveway, gout out of the car and walked around to open her door and offered her my arm as we walked to the front door.

“It’s still early,” she said, her voice breaking, “could you stay a while?”

I slid one arm around her waist, and pulled her head into my shoulder with the other as she turned to face me.

“I was going to ask you if I could,” I said. “What I had in mind was some of that butter brickle ice-cream you have in the fridge, and it wouldn’t be polite to eat and run.”

“Liar,” she said, smiling at me weakly. “You were going to take care of me whether I asked or not.”

Busted. I didn’t say anything. Nothing to say.

“Weren’t you?” she said, punching me on the arm.

“Yes, ma’am.”

Aunt Em changed into one of those long tee shirts, the ones that reach just past mid-thigh, that some women wear as house dresses, and nightgowns, and bathrobes, and etc. Sort of the female equivalent of men and their tee shirts and sweat pants. After the ice cream and some coffee, I put a movie in the player and turned the TV on. We sat together on the couch watching it, Aunt Em’s head tipped sideways to rest on my shoulder.

A while later, around 9:00, I realized Aunt Em was staring at the television but wasn’t watching it, so I reached for the remote and snapped the TV off as I lifted my other arm to put it around her shoulder. With a long, soft moan that tore at my heart she buried her face in the hollow of my shoulder and started crying. Sobs wracked her. I put my other arm around her and hugged her as she cried.

Grief affects people differently. I think this was the first time she had really cried for Mike. There had been many small episodes, but Aunt Em kept her grief inside as well as she could when people were around. I’d heard her crying at night when I’d been here and when she stayed with us, but always when she was alone, and never for very long.

She cried for a long time. I just held her, occasionally caressing her hair, but mostly just holding her. I was proud that I was the one she chose to be with when she could no longer hold it inside. I was also ashamed of that pride. And, try as I might, and I really tried, I couldn’t completely ignore the fact that her warm, firm breasts were pressed against my chest and that it was making me hard.

A long time later, her crying slowed, then eventually stopped. When she stopped crying, she sat up, wiped her eyes and nose with tissue, kissed my cheek, turned her body until her back was toward me then lifted her legs onto the couch and lay back across me, her head now supported by my left arm as I held her the way you hold an infant. She pulled my right arm across her body, just below her breasts, turned her face into my chest as she slid her left arm around my waist, gave a deep sigh and was asleep almost immediately.

A while later I worked my cell phone out of my pocket and called Mom. Caller ID showed her who was calling.

“Hi, honey,” she said when she answered. “What’s up.?”

“Aunt Em’s asleep. Really asleep,” I said, keeping my voice low. “We went to dinner and were watching a movie. She started to cry, and she cried for a really long time, then just fell asleep.”

“Can you stay there with her tonight?” Mom asked.

“Right now I don’t have a choice. She’s lying in my lap. I’ll let her sleep for a while then wake her up so she can go to bed. Then I’ll come home.”

“Could you just stay? I’d really appreciate it. I don’t want her to be alone when she wakes up.”

“Sure, Mom. I’ll take care of her. Goodnight.”

“Goodnight, honey. Thank you. It means a lot to me.”

About an hour later, Aunt Em stirred in her sleep, so I figured it was a good time to move. I slid out from under her and put a throw pillow under her head, then got a real pillow and the comforter from her bed to cover her. I swapped the throw pillow for the one from her bed and tucked the comforter around her. I grabbed another pillow and comforter from the guest room and stretched out on the floor near the couch. The carpet was a lot softer than some of the places I slept when I was camping as a kid, so it didn’t take me very long to fall asleep.

The next morning, I awoke before dawn, around 6:30. Aunt Em was still asleep. She’d been asleep almost nine hours, but when I checked on her she seemed to be okay. She was just sleeping. I went into the kitchen to make myself some coffee and breakfast. Just as I was finishing, I saw Mom pull into the driveway. She came in carrying my gym bag.

“Hi, honey,” she said, giving me a hug. “How’s Frankie?”

“Still asleep,” I said, “but I think she’s ok. I think it’s just that it’s been such a long time since she’s had any real sleep instead of just napping.”

“I brought you some clean underwear, sox, a couple of changes of clothes, a toothbrush and some other things,” Mom said, putting the bag on the table and heading toward Aunt Em’s bedroom.

“She’s still on the sofa,” I told her.

Mom tried to change direction in mid-stride and stumbled a little. Catching her balance, she looked at me with a small grin, then walked into the living room with me following her.

Mom adjusted the comforter around Aunt Em, and stroked her cheek. Aunt Em stirred, opened her eyes to look at Mom, smiled gently, then closed her eyes as was instantly asleep again.

Mom hugged me, kissed my cheek. “Thank you, sweetheart,” she whispered on my ear then took my hand and pulled me into the kitchen.

“Can you stay with her for a couple of days?” she asked as we sat down at the table. “I would, but things are kind of hectic at the office and I don’t think we can both be out at the same time right now.”

Mom paused, looking thoughtful, then continued, “Or when she wakes us, take her home with you. She can stay with us for as long as she wants, and that way you wouldn’t miss any classes.”

“I’d still have to stay with her,” I said. “Otherwise she’d be just as alone there as she is here.”

“Duh!,” Mom said. “I guess I’ll leave taking care of her to you and go do what I do.”

“You do just fine in the taking care department, Mom. You just got a lot of strain right now too. Anyway, I don’t have any classes this week. Exams are next week so it’s all review. I’ve only got 2 classes left to study for and I’ve got everything I need in my laptop.”

“Okay,” she said, looking at her watch as she stood up. “I’ve got to get going. Call me if you need anything,”

“I will,” I told her, rising as well.

“Thanks. Again,” Mom said hugging me, her head in the hollow of my shoulder, her firms breasts pressing into my chest. First Aunt Em lying in my lap, then Mom pressing her magnificent body against me. I’d better get a girl friend soon, before I die of frustration. Maybe I could lie to some of the freshmen girls about my age. The ones that I hadn’t gone to high school with.

Mom hugged me even more tightly for several seconds then surprised me by lifting herself on tiptoe to kiss me on the mouth. Not a deep, open mouth kiss, but more than a peck. Aaarrrggh.

“Call me if you need something,” she said, heading out the door.

That evening, I’d finished studying, cleaned the kitchen, cleaned bedrooms and cleaned the bathrooms, none of which needed cleaning, and was watching television with the sound off. Out of the corner of my eye, I saw Aunt Em stir. She turned over and stretched, then lay her head back down and looked at me.

“Hi,” she said. “How long did I sleep?”

I glanced at the mantle clock.

“Almost 21 hours,” I said, getting up and walking to the couch.

Aunt Em slid back on the couch and patted it, silently asking me to sit down.

“How do you feel?” I asked, sitting down, caressing her hair. “Better?”

“Tired. Yes.”

“Do you want something to eat?” I asked.

“I’m not really hungry,” she replied, “but I probably should eat something. Here,” she said, starting to remove the comforter, “let me up and I’ll make something.”

“No,” I said. “You’re going to stay right there. If you’re not all that hungry, how about some soup?”

I heated the soup and added some croutons to it while I steeped a cup of tea. When it was ready, I put the soup and tea on a bed tray with a large glass of water and carried it back to the living room. Aunt Em had dozed off, so I put the tray on the end table then sat next to her and shook her shoulder to wake her.

She smiled at me when she opened her eyes, looking at me sleepily. “I fell asleep again.”

“Eat. Then you should go to bed.”

She sat halfway up and propped herself against the end of the couch. I retrieved the tray and held it while she drank the water then reached for the spoon. When she fumbled it, I opened the legs on the tray and sat it down across her, then took the spoon from her and dipped in the bowl of soup and lifted it to her mouth.

“I can feed myself,” she semi-protested softly.

“Not unless you can wrestle the spoon away from me,” I replied.

“Ok,” she said, letting me put the spoon in her mouth so she could eat. She ate the entire bowl of soup and drank the tea.

When she was finished, I carried the dishes into the kitchen, rinsed them and put them in the dishwasher then walked back into the living room. Aunt Em was dozing again, but perked up slightly when I sat down on the couch.

“You held me last night. While I slept?”


Aunt Em looked at me for several moments.

“Thank you. I think that’s why I could sleep,” she said.

My pleasure, I thought to myself.

“Let’s get you to bed,” I said, reaching for her hand and pulling her to her feet as I rose. She was a little unsteady on her feet, so I put my arm around her waist as we walked to her bedroom.

“I need to use the bathroom and take a shower,” she said.

“Will you be ok?”

“I’ll be fine. I’ll holler if I need something.”

A while later I heard the shower stop, so I waited a couple of minutes then knocked on the bedroom door.

“Come on in,” I heard Aunt Em say. She was tucked under the covers, looking freshly scrubbed but tired.

“Can you stay one more night?” she asked. “I don’t want to be alone in the house.”

“Mom brought me some stuff this morning. I was planning to stay a couple of days, then I’m supposed to talk you into coming to our place for a couple of weeks. We could actually go over there anytime, but when I talked to Mom this afternoon, she thought maybe you need to catch up a little more on your sleep. Nuestra casa es su casa, but Mom thinks even that little change might mess with your being able to sleep if you do it too soon. She thinks Saturday is a good compromise. She says since neither of you have anywhere to be on Sunday, if all else fails the two of you can get drunk and I can tuck you in when you pass out.”

Tears welled up in Aunt Em’s eyes as she sat up to hug me, forgetting she was nude, at least from the waist up. The bed covers slipped, revealing her breasts. I caught myself before I actually gasped, but it put my hormones into overdrive. Unembarrassed or simply unaware, Aunt Em hugged me tightly and kissed my mouth, a soft, innocent, childlike kiss, before laying back down and pulling the covers up.

“Thanks, honey. Could you hold me until I get to sleep?”

“Sure,” I said, grabbing the extra pillow then turning around to lie back against the headboard, putting the pillow between me and the headboard to soften it. Aunt Em shifted in the bed until her head was lying on my chest. I put my arm around her, holding her tightly, her breasts pressed against me through the covers. She sighed deeply and closed eyes.

About half an hour later, when I was sure Aunt Em was asleep, I extricated myself and got off the bed. Pulling the covers to her chin, I leaned over to kiss her cheek. Knowing she wouldn’t hear me, I still whispered in her ear, “Sleep well. I’ll be here if you need anything.”

I know – melodramatic. But what the hell. It’s not every day I get to play at being a hero.

I spent the next 3 hours studying before I started yawning. It wasn’t all that late, but apparently sleeping on the floor was not as restful at the advanced age of 16 as it was when I was a kid. I toddled off to the guest bedroom, cleaned my teeth, debated sleeping in the nude the way I usually do, then opted to sleep in my boxers in case Aunt Em needed something in the middle of the night.

A sound woke me. Glancing at the clock I saw it was a little after midnight. I’d been asleep a couple of hours. I started to get up to check on Aunt Em when I realized she was standing by the bed. She’d put on another of her long tee shirts.

“Aunt Em,” I said, “is anything wrong?”

“No. It’s just that I woke up and can’t get back to sleep. You said you’d be here if I needed anything.” She’d heard that? “Could you come and sit with me a while?”

“Sure.” I got up and we walked back to her room. She crawled under the covers, and I lay down on top of them, as I had earlier, propped myself against the headboard again and covered myself with the comforter. Aunt Em again lay her head on my chest, my arm around her shoulder. I caressed her head, running my fingers through her hair. She hummed softly with pleasure. A few minutes later, her regular breathing told me she was asleep. Seeing no point in going back to the guest room, I lay there holding Aunt Em until I fell asleep.

Sometime later I woke and realized I had managed to slide down on the bed. I was spooning with Aunt Em through a layer of bed clothes. My face was buried in her hair, her firm butt pressed solidly against my groin, my arm around her with my hand cupping one of her warm, firm yet wonderfully soft breasts. Her hand was over mine, holding it in place. I was as hard as I’ve ever been in my life.

Reluctantly, I shifted away from her slightly and started to pull my hand away, which woke Aunt Em.

“Unt Unnh,” she groaned softly, holding my hand in place as she wriggled her butt until she was firmly pressed against me again. “Doan move,” she slurred, not quite awake.

“Yes, ma’am,” I whispered. “I’m yours to command.”

“Uum hmmm,” she replied, dropping off to sleep again.

When I awoke the next morning, I was alone in Aunt Em’s bed. I realized she hadn’t been gone long because the bed was still warm where she had lain in it. I saw that her bathroom door was closed and realized where she had gone. It also reminded what had awakened me so I got up and went into the guest bathroom to take care of my own morning needs.

Finished with those chores, I stuck my head around the door jamb to Aunt Em’s bedroom and saw her standing near the window, staring out blindly. I walked up behind her and put my hands on her waist. She stepped backward, leaning her entire body against me, laying her head back on my shoulder as she grasped my hands and pulled them around her until I was hugging her waist. We stood that way a few moments then Aunt Em turned in my arms, put her arms around my neck and leaned up to kiss me, a chaste, gentle kiss. But filled with promise.

I made breakfast for us, Aunt Em sitting at the kitchen table watching me. It was a pleasant, companionable meal. I insisted she let me clean up after the meal, then we sat drinking coffee, chatting about inconsequential things for almost an hour.

Aunt Em’s pantry was getting low on a lot of things so we made a list then went to the market. When we had returned and stowed the several bags of groceries, staples and other goodies, Aunt Em asked if I would take a walk with her.

We walked almost a mile to a local park, strolled around the park twice then sat down and watched some kids playing. A little while later, Aunt Em started to yawn, caught herself, and smiled at me ruefully.

“I guess I’m not caught up yet,” she said.

We walked back to her house, where I made her a light lunch. After cleaning up, I reached for her hand and led her to her bedroom. I sat her down on the edge of the bed and gave her a quick peck on her mouth.

Playfully, I pushed her sideways and theatrically she toppled onto her side, laying her head on her pillow, a small grin on her face. I lifted her legs, removed her shoes and placed her legs on the bed. She scooted toward the middle of the bed, patting the mattress to tell me she wanted me to lay down beside her. I covered her with the comforter then kicked my shoes off and lay down beside her. We wiggled a bit until she was tucked inside my arm, her head on my shoulder.

“Stay with me until I’m asleep? Please?”

“Of course. And I’ll be here somewhere when you wake up. Probably studying,” I said. She stretched up to kiss my cheek then lay her head back on my shoulder.

A few minutes later, Aunt Em reached for my hand where it was draped on her shoulder and pulled it down under the covers to cup her breast through her tee shirt, holding it there with her hand. She wasn’t wearing a bra. I was instantly hard. I thought I felt her smile against my chest just before she let out a huge sigh and drifted off to sleep.

When I was sure she was fully asleep I pulled my arm from around her and rose from the bed. I adjusted the covers over her then went into the living room. I put the stereo on low, fired up my laptop and spent the next couple of hours studying.

When Aunt Em came out of her bedroom in the middle of the afternoon, she looked better than she had in months. She looked refreshed, her eyes were clear and the haggard, drawn look she had worn since Mike’s death was gone. I knew she’d grieve for him for a long time, and go to her grave loving him. But now she looked as if she would be able to handle that grief.

We chatted briefly then Aunt Em went into her home office to make some phone calls. A while later, coming back from the bathroom, I overheard part of her conversation with Mom.

“Actually I’m much better. It’s been a blessing having him here. I’m sleeping and eating again. . . .” Aunt Em smiled at me as she saw me pass the door. I didn’t hear the rest of the conversation as I moved out of earshot. A few minutes later, Aunt Em came out of her office and sat on the couch.

“That was Carol,” she said.

“I guessed. I heard part of it when I walked by”

“She’s got that meet and greet tonight. She said she’s cover for me so I’m going to skip it. Tomorrow, I’ll pack enough stuff to spend a couple of weeks with the two of you. I think Carol’s right. It’ll be good for me to get away from here for a few days.”

“As long as you want. And I know it will be good for Mom to have you there.” I said.

“So what do you want to do for dinner? No cooking tonight. I don’t think I have that much stamina yet, and you’ve done more than you share for a while. How about Italian? La Trattoria?”

“You ask that like there’s a chance I’d say no,” I said, grinning at her. There was about as much chance of me passing up Italian food as there is of me missing my mouth with a spoonful of ice cream.

Dinner was pleasant. The food was good, and it was nice to see Aunt Em relaxing, without the stress she had been carrying for the last few months.

Aunt Em passed on wine with dinner since I couldn’t have any but when we got back to her place, she opened a bottle then went to change while I chose a movie and put it in the DVD player. We’d agreed that brainless was what we both needed. She didn’t want to do or watch anything that required thinking and my brain was temporarily fried from all the studying I been doing while she had been catching up on her sleep.

I sat down in the corner of the couch and started the movie as Aunt Em sat down next to me. I put my arm around her and she leaned her head sideways to rest it in the hollow of my shoulder. About half an hour and a glass of wine into the movie, she shifted slightly and leaned her body against me then reached for my had and pulled it down to her breast. She’d changed into a button down the front house dress. If she’d worn a bra when we went to dinner, she’d taken it off. The only thing between my hand and her warm breast was the thin fabric of her dress. I gently caressed her breast. It felt wonderful.

“We need to talk.” she said.

“Talk?” I replied, cluelessly.

“I’m been teasing you. A little, not all the time, but a little. I’m not teasing you now. This feels wonderful,” she said, brushing my hand with hers. “I miss Mike so much it’s a constant ache. And I miss making love with him. I miss the physical intimacy. But I couldn’t stand myself if I just went out and found some guy just to take care of my urges. I didn’t mean for any of this to happen, but the other night, when you held me while I cried, I felt . . . comfortable? . . .No. Safe. Protected. You weren’t after anything, you just wanted to help.” She paused for several moments.

“Please don’t misunderstand this,” she continued, a pleading note in he voice. “I know who you are. I know you’re not Mike, and I’m not mixing the two of you up, but when you hold me it’s sort of like Mike is still here, taking care of me. Please don’t be insulted when I compare you to Mike.”

“You couldn’t insult me by comparing me to Mike,” I told her.

“You don’t have to stop there,” she said, pressing my hand tightly against her breast. “You can have all of me if you want,” she said, looking at me with a odd expression. Not desperation, exactly. Concern?, Maybe; or hope.

“Do you?” she asked

“More or less continuously for the last few years,” I said, releasing her breast and using that hand to lift her chin so I could kiss her. Long and deeply, but gently, hinting at but not yet surrendering to the passion that was rising in both of us.

“I’m not being flip,” I continued when the kiss was over. “I love you. You’re as much my mom as Mom is and it’s true what they say about guys wanting to sleep with their mothers. I know I’m just a kid, but I think I know the difference between love and lust. And I love you. As much as I love Mom. And Oedipus is alive and well and sitting right here next to you on this couch.”

She grinned at that, then reached up to pull my head down for another long kiss that started gently but quickly turned passionate.

“I’ve never . . .” I started, when the kiss ended, then stopped. Started over. “It’s my first time,” I told her, “I don’t really know what to do. Only what I’ve read.”

“I know the trouble you have getting dates,” she said. “Always the youngest in your class. And now, being the youngest freshman on campus, I guess there aren’t many girls at school who want to go out with you when they find out,” she said, then paused, looking at me.

“I loved Mike with all my heart. I still do and I’d give anything to have him back, but he was very traditional about sex. I was his first and only. Except for a few experiments with Carol in college, I didn’t have much experience either. After I met Mike I’ve never been with anyone else. Then with him being sick for so long it’s been a while so be gentle the first time. The first time. Not always. You’ll probably know when. We can take as much time as you need. I’ll teach you what little I know and we can learn the rest of it together.”

She smiled at me as she stood up, tugging on my hand. A gentle, loving smile. I stood then pulled her close, holding her against me as we kissed again before she took my hand in hers and led me to her bedroom.

I sat on the bed and pulled her to me, to stand between my legs. I unbuttoned her dress, then pressed my face against her skin, kissing and gently licking her stomach as I pushed her panties down so she could step out of them.

“You sure you’ve never done this?” she asked quietly.

“Only in my dreams. About you as often as not.”

“And your mom?” she asked, tipping my chin up so she could look into my face.

I blushed. “Yeah, her too.” Aunt Em leaned down to give me a soft kiss, then stood back up. I stood as she did, then slid her dress off her shoulders and down her arms, letting it fall as I traced her neck with my fingers, trailed them down her throat to the top of her breasts. Aunt Em arched her back, pressing herself against my hand.

I turned her and lay her on the bed then quickly undressed and lay beside her. Starting at her hip, I caressed up her side then under her breasts and down across her stomach, running my fingers through her pubic hair to caress her slit with my finger.

As I did, I leaned over to suck and kiss her breasts, avoiding her nipples for several minutes. When I finally licked her nipple, Aunt Em sucked her breath in sharply and pulled my face against her.

Leaving her breasts, I rolled her onto her stomach and moved down to kiss the back of her knees, then moved to her ankles and began kissing my way up the back of her legs, across her rump and up her spine to her shoulders, then turned her over.

“I thought you’d never done this,” she whispered.

“But I’ve read about it,” I smiled down at her. “And dreamed about it.”

I kissed between her breasts, then down across her stomach again. As I did, Aunt Em bent her legs at the knees, and spread her legs. I could smell her scent. Kissing lower, I moved between her legs.

I licked and sucked at her labia, then spread then with my fingers as I lick from the base of her slit to the top, then circled her clit several times before licking it’s tip. When I did, Aunt Em lifted her hips, pressing herself against my face as her body shook when a long, trembling orgasm coursed through her. When she finally settled back onto the bed, she pulled me up for a long, tender kiss.

“Thank you,” she said softly. “Mike couldn’t do that. He tried a couple of times but he just couldn’t.”

Aunt Em kissed me briefly then she started moving down my chest and across my stomach as she pushed my legs apart and slid her body between them, moving down until her face was buried in my hair. Aunt Em raised her face and kissed the tip of my cock. She took me in her mouth and I groaned with pleasure, but I reached for her head and pulled her off of me. When she looked up at me, I shook my slightly then pulled her up to kiss her.

“I want my first tine to be the two of us, together.”

Aunt Em rolled onto her back and spread her legs. As I knelt between them, she reached for my arms to pull me down onto her. As I kissed her, she reached between us and guided me into her. She bent her knees, opening herself wider, then hooked her ankles over my legs. With a slow, steady thrust I buried myself in her. Her mouth on me had been wonderful. There are no words to describe how good this felt.

I stroked in and out of Aunt Em, her hips rising to meet my thrusts as she used her legs for leverage to hold our bodies together. In a very few minutes I felt my climax approaching. With my inexperience, I couldn’t tell about Aunt Em but I found her mouth with mine and kissed her deeply as I spurted deeply inside of her.

It was not until a long time later, after much experimenting and practicing that we fell asleep, me spooned against her back and marvelous bottom, my arm around her, her hand again holding mine against her breast.

I woke to the chirping of birds. It was barely dawn. I was lying on my back. I turned my head to look at Aunt Em. The dim morning light, filtered by the curtains, lit Aunt Em’s face while she slept, lying on her side facing me, her body pressed against mine, her arm across my stomach. I reached up to gently caress her face.

“I’m not asleep,” she said, opening her eyes. “I was just too comfortable to move when I woke up. And I like the feel of you against me.”

I shifted onto my side, facing her, then put my arm around her to hold her while I kissed her. Her nipples were firm, brushing against my chest, our pelvises gently grinding against each other, her top leg hooked over my hip. We made slow, gentle love for a long time.

Later, I was lying on my side stroking Aunt Em as she lay on her stomach, her face turned away from me. I caressed her from her neck, down her spine to the top of her marvelous butt, then back up one side of her back to her neck. Then I did the same thing again with the other side of her back. Every so often she would hum with pleasure.

After a while I couldn’t resist anymore, so I slid my hand down to caress the ass that had caused so many fantasies over the last few years. When I slid my hand down her crack the side of my little finger brushed across her rosebud. Aunt Em lifted her head and turned to face me, then lay it back down. One hand reached behind her to grasp my wrist.

“Honey,” she said, “That much feels really good, but would it be okay if you don’t do any more than that?”

“I’m sorry,” I said. “I won’t do it again. I just wanted to rub your butt. I’ve had fantasies about it since I saw you in that yellow two piece swimsuit your wore at the pool party for Mom’s birthday when I was 13.”

“I’m not reneging,” she said. “I’ll do anything your want. If you want me there, you can have me, but would it be okay if we don’t do it that way?”

“Aunt Em, I don’t want to do anything you don’t want to. I’m not interested in just having sex with you. From what little I know, I think that women don’t enjoy that and it can hurt. If we won’t both enjoy what we do, I don’t even want to try it. And even if you would let me, I won’t do anything that hurts you.”

Tears brimming in her eyes, she rolled onto her side, pulled me close and kissed me, a long, gentle kiss.

“You can rub my butt anytime you want,” she said, then with an impish gleam in her eye that I had not seen for a for a very long time, “but when you do it in public you better make sure no one is looking.”

Much later, Aunt Em made breakfast for us. She’d slipped on one of her long tee shirts. It was enough to cover her so I could keep my hands off of her while she made breakfast. Mostly, anyway.

After we ate, instead of using the dishwasher we did the dishes, Aunt Em washing, me drying. As she was putting everything away in the cupboard, I stepped up behind her, slipping my hands around her waist, pressing my groin against her butt ass as I kissed her neck below her ear, nuzzling her. I was sure she could feel my hardness pressing into her.

“You’re incorrigible. It’s only been a little over an hour,” she said, a smile in her voice.

“I know,” I replied, “but it’s been over an hour.”

“I’ve created a monster,” Aunt Em said with a theatrical sigh, turning in my arms and reaching around my neck to pull my head down for a kiss. “I guess I’d better see if I can tame it.”

Just then the phone rang. Aunt Em looked at the caller ID. “It’s Carol,” she said. Picking up the handset, she turned around and leaned back against me. Her free hand reached for my hand and pulled up to her breast. I nuzzled her neck again.

“Hi, Carol.” She listened a few moments.

“No, I’m just putting the dishes away.” She listened some more.

“He’s taking good care of me. I feel wonderful. I slept and slept and slept. When I woke up Thursday, he fed me some soup and tea then I slept some more. I woke up yesterday morning but it’s kind of a blur. I took a nap in the afternoon and we went to La Trattoria for dinner. We got back about 8:30, watched a movie and went to bed. I slept some more. That’s about it.” She paused, listening.

“No, he’s up.” An evil grin crossed her face as she reached back between us and brushed her hand across my erection. “We just finished breakfast and cleaning up. I gave him the morning off, so I cooked.”

I was now cupping a breast in each hand, still nuzzling Aunt Em’s neck as she talked. Her nipples were hard. I slid my left hand down and lifted the edge of her sleep tee, then cupped her vulva, my middle finger slipping into her slit, caressing her clit. She gasped slightly, putting her hand over mine, pressing my hand tightly against her groin.

“No. It’s nothing. Something started to slip but I caught it.” She listened a moment.

“Yes. He told me the plan. We’re going to close my place up and we’ll be there mid-afternoon.” Another pause to listen.

“Okay. We’ll see you then. Love you.” Aunt Em disconnected the call.

“You scamp,” she said, chuckling as she turned around to give me a quick kiss, then leaned back in my arms to look at me for several moments, a smile on her lips. “Well? You going to finish what you started?”

* * *

Several weeks later, I was sitting in the breakfast nook at home, halfway through my second cup of coffee when Mom came into the kitchen.

“Morning, honey,”she said as she leaned over to kiss my cheek, then poured a cup of coffee for herself, topped mine off, and sat down across from me.

“Aunt Em’s here,” I said. “She came over after you went to bed and decided to spend the night.”

She looked at me as she took a sip of her coffee, an odd look I didn’t recognize on her face.

“She sleep in her bed or yours?” Mom said, a wistful smile creasing her mouth. “I know about you and Frankie.”

“I thought you might,” I replied. “My bed. But she’s in her room now. You knowing and us parading it in front of you are different things. Especially right now. Does Curt know?” Curt’s my father, but I no longer call him anything but Curt.

“Good god, no,” Mom said, “He’s oblivious. To everything.” Her eyes glistened with tears.

I slid out of the seat, moved around the table and sat down next to her, putting an arm around her as she lay her head on my shoulder and wrapped her arms around me, hugging me against her.

“If he knew anything,” she said, “he’d of said something by now. Just to get back at you.”

“Good,” I said. “It’d be inconvenient to have to finish what I started.”

* * *

A few weeks ago Curt came home drunk. Again. He’d spent the afternoon drinking beer and watching football with his buddies as they relived their college triumphs. With me in the room, and maybe not the first time but certainly the last, Curt had slapped Mom. He hit her so hard he knocked her down. I reacted ‘with prejudice.’

I stepped up behind him, broke his balance by hitting him in the back of each knee with my knees, then forced him to the floor. I slid one arm around his throat and locked it in place in a modified carotid stranglehold that is almost impossible to break. When I squeezed, my arm pressed against his carotid artery. No more than 15 seconds to unconsciousness, and not all that long until death. People who think Judo is just Japanese wrestling don’t know much about it.

“Don’t kill him,” I heard Mom say with surprising calm. “He’s not worth the annoyance it’d cause until it got straightened out.”

I released the pressure on Curt’s carotid, but held the choke hold.

“Can you hear me?” I asked him. He nodded slightly. That was as far as he could move.

“It ends here,” I said. “You can’t take me. You’re 50 pounds and hundreds of beers out of shape. You’re bigger but I’m stronger. Lots stronger. I’m faster, and I know what I’m doing. And now you’ve made sure I’m meaner. You touch Mom again, I’ll kill you. She trips on a crack in the sidewalk and breaks her arm, I’ll figure it’s your fault and I’ll kill you. I won’t spend more than a day in juvvie, and maybe not even that.” I squeezed his neck for emphasis.

“You’ll be dead and I’ll get away with it. In this state self-defense includes defending someone else, and everyone will be on my side, not yours. You understand me?”

He nodded again, defeat clear in his body language, so I let go of his neck, backed away rose to my feet in a continuous motion, before he had a chance to do anything except rub his neck. When he got to his feet, I moved in front of him and crowded him to gave him a chance to change his mind, but he just turned and stumbled out of the room. He moved out of the house later that day.

That afternoon was just the culmination of his years-long downhill slide. A college jock, he wasn’t good enough for the pros and he never got past that, or the frat boy drinking binges. As he got older and found himself stuck in a well paying but dead end job, his drinking got worse. I didn’t really understand much of that until around 4 years ago, about the time I turned 13. By then I’d learned to stay out of his way when he was drinking, which was often.

Mom had one of her associate attorneys file for the divorce that week.

* * *

“You have to be careful,” Mom said, bringing me back to the present. “I love Frankie like my own sister, and lord knows she needed more than just me to help her through the grieving, but if anyone finds out she’ll go to jail. Being in college doesn’t matter. You’re still a minor and what you’re doing is illegal for her.” She paused, hugging me tightly. “I’m not telling you it’s wrong or that you should stop, but you can’t let anyone know. Not anyone. You understand? No one.”

I didn’t say anything for several moments. Barely seventeen years old, and she’d just given me her blessing to sleep with her best friend. I tipped my head down to kiss her temple, just behind her eye.

“I wouldn’t tell anyone,” I said. “I wouldn’t do anything to get Aunt Em in trouble. I love her. Not getting married love – I’m not in love with her – well, maybe I am a little – but I love her the way I love you. It’s like I have another mom. I’d never do anything to hurt her. Or you.”

“I know,” Mom replied. “Just be careful. OK?”

“We’ll be careful, Mom,” I said. “I promise. You know what that means.”

“I know, honey.” Mom sat up pulled may head down to her chest, holding me tightly against her, my head pressed against her breasts as she hugged me. Not even close to being the first time, or even the first one hundredth time, my barely suppressed Oedipus complex surged through me.

“Why don’t you go wake her up?’ Mom said. “See if she wants breakfast or something.”

It turned out Aunt Em wanted the or something.

* * *

A month or so later it was raining, and had been for several days. It was a Thursday, so my classes were over at 12:00, but it was ugly enough out that I decided to skip the library in favor of studying at home. Mom’s car was in the garage when I got there. I hurried into the house, looking for her. She never takes time off, so I was concerned something had happened.

She was in the den, sitting on the sofa staring into the fire. She turned when she heard me come in and gave me a wan smile.

“Hi, honey. You’re early.”

“It was too ugly to spend the afternoon on campus so I skipped the library. I can do everything here. Is anything wrong.”

“No. Not really. I’m just feeling down. This mess with your father. Frankie got tired of me moping and chased me out of the office, so I decided to take a few days off.”

I sat down next to her on the sofa and put my arm around her shoulders. She leaned against me, her head in the hollow of my shoulder as I stroked her hair.

“Is there anything I can do?” I asked.

“No,” she said. “It’s okay. I’ll be alright. I just need some time off. But this is nice.”

She started to take a sip of her wine, then sat up and said, “Would you like a glass?”

I’ve been drinking wine with her occasionally for over a year, but the imp in me reared it’s mischievous head.

“I’m too young to drink,” I said. “You trying to corrupt me?”

That got me a small grin.

“You’re too young to have sex with my best friend, too, but that hasn’t stopped you,” she said rising and walking to the wet bar. She poured me a glass and refilled hers. Moving back to the sofa, she handed me my glass then sat down, lifted my right arm to put it around her shoulder, and leaned against me. I tipped my head down and kissed her hair.

We sipped our wine in comfortable silence for several minutes until Mom sat up to put her empty glass on the end table. Then she leaned back against me once again, shifting until her head was comfortably resting in the hollow of my shoulder again. I squeezed her gently as she gave a long, contented sigh.

“This is nice,” she murmured. I rested my head against the top of hers and stared into the fire. I realized I had dozed off when I felt Mom reach with her right hand to grasp mine. Pulling gently on my hand, she used her left hand to open her now unbuttoned blouse as she guided my hand inside it so I would cup her left breast. She wasn’t wearing a bra.

Surprised but enthralled, I gently caressed her breast for several minutes. Mom shifted carefully so she wouldn’t dislodge my hand as she moved, and I put my left arm around her back to hold her as she turned, lifted her legs onto the sofa, and lay back across me as she reached behind my neck to pull me down to kiss me. Her mouth opened slightly as I pressed my mouth to hers and we shared a long, sweet, gentle kiss.

When the kiss ended, Mom looked up at me for several seconds, her eyes glistening, her hand pressing mine against her breast.

“You can have me too if you want me,” she said softly, almost a whisper, looking at me with an expression I thought meant she was expecting to be rejected.

“Only since I was 11,” I replied, “but I can’t hurt Aunt Em.”

Mom’s expression changed to one of contented pleasure as she pulled me down to kiss me again.

“You won’t,” she told me. “I said too, not instead of. She told me about your dreams. This was her idea. I wouldn’t have had the nerve by myself.”

I leaned down to kiss her as I pulled my hand out of her blouse, then ran it down her side, over her hip and down her leg to her knee. I caressed her nylon covered leg for a moment then slid my hand between her knees and under her skirt. She parted her legs to make room for my hand as I caressed up the inside of her thigh.

As I neared her vulva, I reversed direction and slid my hand back down her leg. Reaching her knee, I switched to her other leg and made the same slow journey. This time I didn’t stop. When I reached her vulva, I used one finger to trace the outline of her labia through her panties and pantyhose. Mom was thrusting hips against my hand slightly, trying to increase the pressure of my hand against her.

I slid my hand out from under Mom’s skirt, then traced her face with my fingers. She reached for the button on her skirt and started to unbutton it. I reached for her hand and stopped her.

“Not here,” I whispered. “This has to be special for you. For us.”

Mom slid out of my lap and stood up. When I stood, she stepped close to me, put her arms around me and lifted herself on tip toe to kiss me lightly. Without a word, she turned, grasping my hand as she did, then led me out of the den and up the stairs to her bedroom.

Mom kicked her shoes off as we entered her bedroom, then led me to the side of her bed. When she started to finish unbuttoning her blouse, I shook my head as I grasped both of her wrists to stop her.

“I get to do that,” I said.

She smiled and lifted her hands to rest them on my shoulders as I undid the remaining buttons. I left her blouse hanging open instead of taking it off of her, briefly caressing her breasts before moving my hands to her skirt. I unbuttoned and unzipped her skirt and let it fall, then knelt in front of her and slowly pulled her pantyhose down, kissing and licking down her legs as I did. I made that last a long time, and could feel her trembling when she finally stepped out of her hose, a hand on my shoulder to brace herself.

I stood and kissed her as I finally slid her blouse off her shoulders and arms, then dropped it and spent several minutes kissing her face, neck, shoulders and the tops of her breasts. Eventually, I reached slid my hands to her waist to pull her hips against me while lightly kissing each of her now rigid nipples before I began kissing and, using just the tip of my tongue, licking her breasts, carefully avoiding her nipples. All the while Mom slowly ground her pelvis against me.

Several minutes later, Mom moaned deep in her throat as she grabbed my head and guided my mouth to her right nipple. I sucked on it for a moment then bit it gently. A shudder ran though Mom’s body, and she pulled my head more tightly against her as I bit her nipple again, realizing she was having an orgasm.

Moving to her left breast, I slowly repeated the process, but I also turned Mom slightly to the left and slid my hand inside her panties. Wetting my finger with her moisture, I traced the lips of her labia and around her clitoral hood for several minutes, then moved to the tip of her clit, caressing it until I felt her shudder with another orgasm.

Leaving her breasts, I traced my mouth down, across her stomach, as I knelt in front of her again. I explored her navel with my tongue for a few moments,.then began pulling her panties down, kissing and licking downward as I did.

As I slid her panties down her legs, my mouth reached the lush triangle of her womanhood. I kissed her mons, pulling gently at her hair with my lips, then I moved my mouth lower. When my tongue found the top of her labia, she spread her legs slightly. I spread her lips with my tongue and licked and nipped at her for a long time. When her breathing turned to short gasps, my tongue grazed her clitoral hood. Her hips bucked slightly, involuntarily, and she trembled with her 3rd orgasm.

I stood up and pulled Mom against me as I kissed her deeply, then turned her and lay her on her bed. I quickly undressed then moved between her legs as she parted them for me. After several minutes of kissing, licking and nibbling her labia, I moved to the top of her labia and parted her lips with my tongue again, searching for her clit. Now engorged, it had emerged from its hood, so I licked and kissed along it’s sides for a few moments before catching the tip between my teeth and gently nipping it. Mom screamed softly and bucked against my face, a series of shudders shaking her body.

When the tremors stopped, I slid up her body to share a kiss with her. As we did, I slid my legs between hers, then found her wetness with the tip of my cock. I slid into her slowly, raising my body so I rubbed along her clit as I did. A long, contented moan of pleasure come from deep in Mom’s throat.

I moved in and out of Mom with long, slow strokes, withdrawing slightly, then pushing back into her as deeply as I could. She wrapped her arms around my back, bent her knees and spread her legs widely, opening herself to me completely as she locked her legs around mine and pulled me against her until I was fully buried in her. I continued my slow, deep strokes. When I kissed her again, her lips firmed under mine as she grabbed my head and held me as her kiss turn fierce, her legs holding me inside her.

I felt rather than heard another low moan from Mom, then felt the beginnings of the tremors that I now knew meant she was having another orgasm. Without warning, my own climax arrived and I emptied myself into Mom. When I was finished, I continued to slowly stroke in and out of Mom for a while longer as we rode the afterglow of our mutual orgasm.

When I stopped moving, Mom held me deep inside her for several moments, kissing me. When she relaxed her arms slightly, still buried in her moist warmth I rolled to the side, pulling her onto her side so that we were facing each other, our bodies still tightly pressed together.

When Mom’s breathing was nearly back to normal, I kissed her. Her mouth opened to mine, but it was a gentle kiss, our passion satisfied for the moment. She opened her eyes and looked at me, smiling a contented smile.

“So that’s the difference between having sex and making love,” she said. “Making love is much better.”

I rolled onto my back, my arm around her, pulling her to lay beside me, her head on my chest. She was asleep in seconds.

Sometime later, I realized Mom was awake when she began caressing my stomach as she gently rubbed her mons against my hip. I was hard again almost immediately.

With a touch of awe in her voice, Mom said “You’re ready again? Already?”

“Mom,” I said, “I’m seventeen. I’m in bed with a beautiful, and naked, woman. It would be a surprise if I wasn’t.”

“Well,” she said, moving on top of me, holding herself up with one arm as she guided me to her opening with her other hand then pressed her body down onto me until I was buried in her, “in that case . . . .”

* * *

Much later we showered and dressed. Mom went downstairs and I went to my room. I would’ve rather spend the afternoon in bed with Mom, but I had to study. I lost track of time as I worked on a complex business model, and was lying across the foot of the bed reading the course book, which was lying on the floor, when Aunt Em came flying through the door to my room and jumped on my bed, making both of us bounce around. She grabbed my arm and rolled me onto my back then pressed her body against mine as she gave me a long kiss.

“That was nice,” I said, when we came up for air, “whatever it was for.” Aunt Em moved off me to lay on her side, pressed against me, with her top leg bent at the knee, her thigh laying across my groin. I put my arm around her as she lay her head on my chest. She started moving her leg, rubbing her thigh over my suddenly hard cock, through the gym shorts I’d put on.

“You did good,” she said. “Carol’s got that same contented look that I get. She’s humming while she’s making supper. It’s been years since she’s done that. You did really, really good.”

“You’re ok with it?” I asked. “With her and me? I don’t want to hurt either of you. Mom said it was your idea.”

“I’m not hurt. I’m delighted. Your Mom’s my sister in all but blood and it’s been making me crazy to see her so sad when I’m not anymore, and not being able to help her. Her marriage was over a long time ago, but the divorce is still hard on her. You did really, really good.” She kissed me again.

“It wasn’t actually my idea,” she said after doing a good job of kissing me. “I just helped her talk herself into it after it occurred to her.” Aunt Em moved off of me then rose to her knees as she reached for my shorts and started pulling them down. “Carol said she lost track of how many times she came, but she’s pretty sure you only made it twice, and that we’ve got about 45 minutes to change that.”

* * *

Aunt Em and I were lying in my bed, cuddling, covered with only a sheet, when Mom knocked on the door jamb, looking at us through the open door.

“Supper will be ready in about 10 minutes. You two decent?” she said. Aunt Em chuckled.

“No,” she said. “But that’s a problem because . . .?”

Mom walked into my room, smiling. She had put on a loose dress after we had showered earlier and she didn’t have a bra on under it. She jiggled slightly as she walked toward us, mesmerizing me. She sat on the edge of the bed and looked at me for a long time, then leaned down to kiss me.

“Thank you,” she said, sitting up. Aunt Em watched her, a thoughtful look on her face.

“Do I get a thank you too?” she asked in a quiet voice.

With no hesitation, Mom leaned across me, breasts pressing into my chest, and kissed Aunt Em. Not a peck. A lover’s kiss.

When Mom finally sat back up, Aunt Em gave a long, satisfied sigh, then lay her head on my chest and looked at Mom.

“It’s been way too long,” she said.

“We’ll take care of that,” Mom said, “but right now supper’s ready. You two get dressed, or at least put robes on. I don’t want to be too distracted to eat. Supper. Eat supper.”

We ate in the breakfast nook rather than in the dining room, choosing it because it’s cozier. The table is no larger than those café tables that barely seat 4 people. Mom and Aunt Em sat on one side, as close together as they could get and still have room to eat. I sat across from them. It was the best meal I’ve ever had. In time each of them would find another man to share their lives with, but for now we were together. The two women I have loved all my life were happy again.

“Aunt Em . . . ,” I started to say at one point, but she leaned across the table and pressed a finger to my lips.

“I’m not your Aunt Em anymore,” she said softly. “I haven’t been for a while. I’m Frankie to you now.” She paused a moment, a playful gleam in her eye as she grinned at me. “And this” she said, pointing to Mom, “is Carol.”

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