4 comments/ 107645 views/ 11 favorites My Aunt Shirley By: ACode352 Growing up, my fixation was on my Aunt Shirley. As far back as I could remember she was the one woman that brought on an erection just from thinking of her. I lost track of her and my uncle when I married and moved to another part of town, but here is our story. My aunt was a petite little 5'2" tall woman with very small breasts, and an ass to die for. It was the very first bubble-butt that I recall. My uncle was 6'7". I always wondered what those two looked like in bed together. I was 18 and leaving to go away in the military. I went to visit friends and relatives beofre going and the last ones to visit were my uncle and aunt Shirley. We had a great evening together sharing old times, then it was late and they suggested I stay with them for the night. I took the invitation, I was tired and it was a long drive to my place. I awoke in the morning to find my uncle had gone to work and my aunt had left a note saying she had gone to the store for groceries and I should make myself comfortable. Being a giving and responsible person I like to return favors, so I felt I should at least make my aunts bed for her in return for their kindness. I began by tucking in the sheets and as I got to my uncles side of the bed and tucked the sheets in I discovered a packet of Polaroid pictures. I opened the pack nervously and almost fell to my knees when I saw the first picture of my aunt posing naked for the camera. I couldn't breathe, I began shaking and could barely see the pictures. I flipped to the next one. My aunt sitting on my uncles' cock, I didn't think it would fit, he was huge and she was so tiny, but the next picture proved that to be wrong as she was down to the last inch with him engulfed in her pussy. I heard my aunts car pull in the drive. I shoved the pictures back where they were and ran to the backdoor to help with the groceries. I never had the chance to go back and see them again but, those images were planted in my brain forever. I grabbed a couple bags of groceries and couldn't take my eyes off her cute body. She seemed to sense it and asked if everything was okay, I answered things were fine, with a quivering voice. Then she did it, she bent over to pick up some drinks from the floorboard which allowed her blouse to drop down giving me a view of those pert little tits, dangling right before my eyes. She looked up into my face and said "are you sure" I stood there mesmerized by those cute little tits that were unrestrained, responding, huh? She realized what I was looking at and just laughed as she walked into the kitchen. Two days later I left for the military. It was 25 or so years before I saw my aunt and uncle again, we had all lost contact, I had been in a bad marriage and they moved away to another town some 100 miles up the coast. I happened to talk to my sister one day and she told me she heard from Aunt Shirley, I almost jumped asking her where she was. She told me and I looked up their telephone number and called. My uncle had developed a bad gambling habit and my aunt had put him out, so he had his apartment and she had the house. Several months later he died of a heart attack. After the funeral my aunt asked if I would do her a favor, she needed my uncles apartment cleaned out and she didn't want to have to do it. She told me to keep anything I found that was of value, she didn't want anything. I walked into the apartment, sat down and looked around. He had changed over the years, he basically had nothing worth keeping, I assumed he gambled away anything of value. This wouldn't take long. After a couple of hours I had removed everything and as I looked into a small hall closet to make sure everything was gone I noticed a box on the top shelf. I pulled it down and peered inside, there was an 8mm movie projector and a dozen or so reels of films which appeared to be home movies. I loaded those into my vehicle and thought I would check them out later. Months went by and I was home alone one night, no date, nothing to do, bored with watching television and I remembered those films. I figured what the heck I can watch some home movies. I set the projector up and plugged it in, surprisingly the lamp lit up and I could hear the fan running, I'm in business. I threaded the film through and finally, with some effort, I got it to run. The light flickered and images began to appear. They were in black & white. I sat back to watch. The images were really fuzzy at first and I finally realized I had to focus it, after turning the lens back and forth things began to come into view clearly. I realized it was an old porno film. The homemade type. I figured I had found my uncles stash of porn flicks. There was a woman wearing a pair of tight shorts with her back to the camera. Shapely legs came into view. The camera panned up to the ass when the shorts were suddenly dropped under her cheeks, wow what an ass, it then went around to the front to show a fluffy blonde untrimmed bush. I was almost drooling now. Pussy lips were spread by her to show the pink folds. The camera followed her fingers as they trailed up her body to her lips. She began licking her fingers, up a little further. OH MY GOD it's my aunt in her younger years. She was even more gorgeous than I had ever imagined. Uncle Ray. Uncle Ray lived next door to my aunt & uncle for many years. He was not my uncle, but as kids we referred to him as such, because he was around most of the time. Uncle Ray suddenly appears in the movie. They were making a home movie. The camera follows them into the house where Shirley lays down on the bed and Ray begins rubbing and kissing her ass. Eventually the zipper is pulled down and the shorts are removed. He gets between her legs as she lays on her stomach and runs his tongue from the top of her ass down to her pussy and she rises up to meet him, this goes on for a few minutes until he turns he over, removes her blouse showing those perky gorgeous tits. She removes his shirt he stands and drops his pants to the floor revealing one hell of a hunk of cock. He had to be 9" and as big around as her wrist. She looks at the camera with a look of surprise in her eyes, runs her little hand under his cock feeling the weight of it in her hand, wraps her dainty little fingers as far around it as they would reach lifting it and slowly taking its length in her mouth, taking all but the last inch or two, my god I would've never known. I'm breathing hard, have an erection that has since been released and is standing at full attention. This is only the first of a dozen films, I may have to quit work and stay home to watch all these. I continued to watch as Ray continued to devour my aunts' body with my uncle obviously taking the movies. I watched as he buried this huge member of his into my aunts' furry little blonde pussy. Pumping away until I could tell it was time, he pulls it from her pussy, she grabs it with both hands and pumps furiously until he spews cum all over her face, the second bolt shoots over her tits and as he was preparing to shoot another she engulfs his cock sucking away until he is spent. Whew, I'm shaking, sweating, this is my wish come true. As the days go by I review each film over, and over, and over, and over. Each one is with a different man with my uncle obviously behind the camera. The last of the films was my favorite with my aunt being the center of attention of three of these guys all at once. I thought she would be lost in a tangle of flesh due to her small size, but I was in awe watching as she first mounted Ray as he lay on his back, she lowered herself down onto his huge cock, bending forward she took her second lover in her sweet bubble-butt, and the third stood in front of her as she took him orally. The camera continued to pan in and out, move to different angles, zoom in for close-ups, giving an extra excitement with its dated scratchy appearance of a home movie. This went on for a good 30 minutes with each changing positions. Two of the men picked her up shoulder level while the third draped her legs over his and began eating her, this was obviously something she enjoyed by the look on her face. I packed the films away and decided to visit this weekend. My aunt was now in her early sixties, works out on a daily basis, now I'm not going to tell you she looked 18, but she was still in great shape for her age. Saturday morning I knocked on her door with some danish and she had the coffee pot going. She answered the door in her robe and my mind immediately flashed to the films picturing her naked underneath. We sat at the small table and talked enjoying coffee and danish. She finally got around to asking if everything was out of my uncles apartment, to which I told her it was clean and the keys turned in, she thanked me indicating she could not go over there to do it. She asked if there was anything of value and I studdered and stammered for a minute and told her that he had very little there, however, I did find one thing of interest. She asked what it was. I told her it was an old projector and some films. She studied me for what seemed like forever then the question came, what was on the films. I asked if she would like to see them herself? She said why not! I wasn't sure if she knew which ones I had or not. I retrieved the projector and the first film that I enjoyed so much and brought them into the house. I set up the equipment, closed the drapes, turned off the lights and turned on the projector. When the film opened with her ass I could hear her audibly take a deep breath. She quietly said "I thought those were destroyed years ago", I immediately answered "I'm very glad they weren't". I began to tell her how she was the object of my imaginary affections growing up and I used to masturbate to images of her. She laughed and told me she sort of knew that and she would do things as I got older to tease. I laughed and told her that was not nice and I rolled over on the couch to tickle her and in doing so her robe flipped open and there she was in all her splendor. I felt awkward not sure what to do, but one thing for sure I was going to look for all it was worth before she closed her robe. She didn't. She looked me right in the eyes and said "well?" with that I moved forward and kissed her lightly and after all these years of wanting her I wanted this to be special for both of us. She responded and her lips were hot, I began kissing her face, her neck and while doing so I slid her robe off her shoulders and moved down to her little tits that had huge pink nipples. I lightly ran my tongue across both of them and she moaned, I knew they were sensitive. I cupped one and ran my thumb over the nipple while I took the other breast entirely in my mouth. She began caressing the back of my neck and kissing the top of my head while running her fingers in my hair. I slowly kissed her stomach and worked my way down until I got on the floor, slid her beautiful little ass up to the edge of the sofa, got between her legs, forcing her to spread her legs and planted a kiss on the furry bush. I draped her legs over my shoulders, put my big hands under her cheeks, slightly lifting her, using my thumbs to open her pussy which was dripping wet, I could feel the heat on my face. I stuck my tongue out and touched her ass, she jumped, I guess she was expecting something different, I stuck my tongue in the tight little hole, moved in slow circles feeling her sphincter relaxing and I pushed in as far as it would reach, then without removing it slowly dragging my tongue up her crack until I found the opening of her pussy and let my tongue enter her, all the time she was moaning, "oh yes, yes, yes". Swirling my tongue inside her I began lapping up her juices, sucking first one side of her labia into my mouth then the other side, back to the opening, diving deep as I could and slowly, so slowly dragging up to the top where I found her little button erect and wanting attention. I sucked it between my lips and I could hear this low guttural sound come from her. I traced a path slowly from there to her sphincter again and picked up my pace trailing from her sphincter to her clit, inserting my nose as I went up the trail, moving up and down faster and faster until she grabbed my head when I got to her clit and held it there as she hunched up and down while I ate her until she suddenly let out this "OH FUCK" and she came. She just sat there on the couch for a minute then leaned forward kissing me fully on the lips telling me what a dear man I was. She had me to stand and she removed my shirt, shoes and removed my trousers, my cock was now just inches from her face, I could feel her breath on it, causing it to jump. She reached up with one of her tiny hands and it completely disappeared under my cock, she was lifting it and kissed the tip causing it to flinch, she laughed and did it again. She now took hold of it and began rubbing it over her face and neck, with some of the precum trailing over her lips. I looked down to watch her as she looked up into my face opening her mouth and began taking it in slowly an inch, then out, each time going down deeper into her throat Now it was my turn to groan, she was damn good. Then without warning she went down on it burying it deep in her throat and began rapid sucking and giving a blowjob like I've never had, I told her she needed to stop I was getting close and that just spurred her on. She was giving it her all when suddenly I felt a finger at my sphincter and just as I was stirring cum up in my sack she shoved her finger in me as far as it would go and sucked until I had the most intense orgasm I have ever had in my life. My knees got weak and I had to sit. We sat for a few minutes and decided to retreat to the bedroom, but she asked for me to bring the projector in there. I set it up, turned it on and we watched her with the three guys for about ten minutes and my cock began to rise to the occasion. She said "I see you enjoy these films, huh?" I asked if it was obvious and with that she slid down the bed and began licking my cock like it was a lollipop. Of course I enjoy them, but I'm enjoying the real thing more. I reached over and picked her up as she was licking my cock and put her on top of me in a 69 position and began enjoying the taste of her. After a few minutes of that I picked her up and turned her around so she was on top of me and she placed her feet on each side of me and began lowering herself, guiding my cock into her awaiting, wet, hot hole. She slid down on it and off, back down further going deeper and finally she lowered herself to the point where her pubic hair and mine became one. She coo'ed and began sliding back and forth, spreading her legs wider for full contact, I just laid there taking in the warmth of her pussy. She continued to slide back and forth until I could see she was getting close to orgasm. She closed her eyes and her slide back and forth became sporatic, I felt the walls of her pussy gripping my cock and I knew she was cumming. I pulled her forward and took her breast in my mouth and I began to pump into from below getting faster and faster until she let out, "fuck me hard, fuck me you bastard, fuck me with that huge cock" I began slamming into her as I sucked her breast and feeling the other one, I looked into her face and she had her eyes closed tight, mouth was open and a small droplet of drool was coming from the corner of her mouth. I pulled her down on my chest and began slamming her, holding her by her hips giving me leverage, I could feel my cum beginning to stir and she was in ecstacy, suddenly she screams "give it to me you motherfucker" and I let loose with all the cum I had to give, I've never been spurred on like that before, but was it ever a turn on. We lie there for some time talking and I brought up the fact that I would love to see her in real life do what she did in the threesome film. She said we would discuss that at a later time. I packed up my films and projector, she asked what I was going to do with them, teasingly I told her I was going to open a movie theater and charge admission. She laughed. What a thought though. My Aunt Shirley Ch. 02 Christmas was over and New Years was approaching, I found I had nothing to do, no plans, everyone else would be out-of-town visiting relatives and so forth. It was time to call Aunt Shirley to see what her plans were. Aunt Shirley told me she had no plans for New Years Eve, that she usually stays home and just watches as the ball drops in Time’s Square. I asked her if she would like to make an evening of it and perhaps go to a dance or a party of some sort if I drove up. The 55+ subdivision she lived in sponsors a dance every year with a live band and dinner, she said we could go there and not have to go far. I told her to go ahead and get two tickets and I would reimburse her later. I took my tux out of storage and to the cleaners for this special occasion. It was going to be an exciting night. I drove up that day spending the afternoon with my Aunt as she had to go to the mall to pick up some essentials, we had lunch, bought a bottle of Amaretto for the byob evening and went home to prepare. I had finished showering and dressing first and was seated in the living room when she came out dressed to the hilt. She wore a long black gown that came all the way up to her throat with a collared top. It had pearl-like décor on it. It was obvious there was no bra under it as I could barely see the outline of her nipples under the material. She turned and the back plunged all the way down to the top of her ass, exposing all of her back, thus why there was no bra. She had a wrap that would cover her shoulders, back and hide her nipples. Due to her petite size it looked absolutely fabulous on her. She explained that the Recreation Hall, where the dance was being held was only 2 blocks away and we could walk or take the golf cart. We chose to walk. Upon arriving I found the Hall to be tastefully decorated and the tables were set up to accommodate 8 persons per table. There were 2 dance floors and the place was set up for approximately 300 people. We selected a table, set her clutch and the bottle of Amaretto down and walked as she gave me the mini-tour of the Recreation Hall, outside to the pool area then we went back in toward our table as it was getting time to be served dinner. As we approached our table it was obvious that the Hall had filled in our absence and our table had six others already seated and talking with one another. No body seemed to know one another other than in passing. The couple seated nest to us on my Aunt’s side was a stunning couple, He was just over the 55 age limit and she, as we later discovered was just 50. She was an attractive natural redhead, tall at approximately 5’8”, taller with her heels on, in a form fitted green dress that matched her eyes. She showed lots of cleavage and I guessed she was a 38 d. His name was Ken and hers Carole. Ken was about my size, 6’, broad shoulders, silver hair, handsome and very mannerly, we liked them from the beginning. The couple next to me were up in age and I felt they would be in bed before the New Year hour. We all engaged in small talk. I broke out the bottle of Amaretto and found that Ken & Carole had not known of the byob, so we shared our more then ample bottle with them. Dinner passed and the band began playing music we could dance to. The lights were dimmed and the evening took on a hue of romance and excitement. After a few dances we all sat back at the table for awhile. The older couple, as I figured called it a night at about 10:00 PM the other couple found friends they knew and moved to a different table, leaving Ken, Carole, Shirley and myself together. Earlier I had noticed Ken watching Shirley’s ass wiggling as we danced, just as I watched Carole’s cleavage as we talked. Finally, Ken broke the ice and asked if it would be okay to dance with Shirley, I responded with “As long as I can dance with Carole”. We all agreed and hit the dance floor. The song was a slow cuddling romantic song and as I took Carole into a dance position she pulled me in tight to her, very tight. I could feel the fullness of her breasts against my chest. I could smell the light scent of Amaretto on her breath her perfume was intoxicating and I knew she was going to get me excited. I looked over at Ken and Shirley, they were also locked in a tight embrace and he had his face buried in her neck and hair as if he were telling her something. After a few dances we all went to our table. Shirley’s face was flushed. She told me to escort her to the restroom. I obliged. When she returned she took me outside and told me she had to tell me something important. She was a little tipsy from the Amaretto, as we all were, but managed to tell me that Ken had a full erection while they were dancing and he continually kept whispering in her ear how hot he thought she was while pushing his erection against her. I asked what she wanted me to do. She asked what I thought about it, and I told her “enjoy it”, with that she smiled. We went back inside and Shirley and I danced, Ken and Carole were within a few feet from us. Ken would look down at Shirley’s ass and look up into my face and wink, I smiled and did likewise with Carole’s boobs, he also smiled. The next dance they walked over to us and told us it was time to switch partners, I made some off the wall comment about being game for that, it caught their attention. Again, Carole pulled me into her boobs tightly enough that they squished upward and I thought they were going to pop out of her dress. I told her so, and she responded with “you would like that wouldn’t you”? I said “of course”. I could see Ken & Shirley talking as they danced and locked in a tight embrace again, they worked their way into a dark corner and I saw his hands slide from her back down to the cheeks of her ass, at the same time he was moving his hips provocatively against her. We went back to the table and finished the bottle of Amaretto and Shirley slurred “we don’t have anything to drink at midnight”! Ken then said they had a bottle of Amaretto at their place and asked if we would like to finish the party at their house. We were all feeling no pain and I hoped it wasn’t far. Ken said we could take their golf cart parked outside as it was a four-seater. We arrived at their house and went inside, the lights were dim and we left them that way. Carole walked over to the entertainment center and put on some soft music. She pulled me up to dance and melted into my chest. Then her hips began to sway and she would grind them into my pelvis. It was taking its toll. I was getting an erection and she knew it. Ken had pulled Shirley to her feet and they were dancing except she was straddling one of his extended legs gyrating her hips back and forth. He had a hand on one of her little tits with the other inside the back of her lowcut dress holding a cheek of her bubble-butt ass. I felt like I was in an inferno, things were heating up at a rapid pace. Just as I was going to recommend a break I felt Carole’s hand pull my zipper down with one swift motion and deftly reached in to grab my erection. Whoa, I couldn’t move, I wasn’t sure what to do and suddenly she was on her knees and had pulled my cock out and took the tip into her lips giving it a kiss with a slight suck, my knees buckled. I thought I was going to fall. I looked over to see Shirley and Ken watching intently. Carole took more of my cock into her mouth and reached to my belt undoing my trousers letting them fall to my feet. I froze as Ken walked over to us, especially when he reached down to Carole. I thought it was over and we had gone too far, but instead he reached own for her zipper and undoing it removing her dress over her head. He undid the clasp on her bra and there she was only in a pair of hicut panties. Her beautiful alabaster skin was adorned with freckles. She had now taken most of me in her mouth and was slowly moving on it back and forth, all the while humming. Wow! What a sensation. Ken and Shirley just watched. Then Shirley came over and removed my shirt, lifted my feet one at a time removing both shoes and socks and pants. I was standing there nude. Ken and Shirley embraced in a kiss. I watched Shirley run her hand down the front of Ken’s pants feeling his cock through the material. I could make out the outline of it and he was rather well endowed. Shirley removed his shoes and socks, then his shirt and finally slowly unzipped his pants, undid his belt and hooked her thumbs in his waistband removing pants, and underwear all in one swift motion. As his trousers went over his cock it sprang lose bouncing up and hitting Shirley’s cheek. Shirley was the only one clothed. I asked why she had clothes on and she decided to play hard-to-get trying to elude us. We all stood up to catch her, Shirley ducked behind Carole to hide. Carole turned around and took Shirley by the arms marching her backwards to the sofa pinning her down. She reached under Shirley’s dress and removed her panties in one swift motion, Shirley lay there with a stunned look on her face. Carole reached behind Shirley’s neck undoing the clasp on the collar that holds up the front of the dress. The front of her dress drops exposing her little titties with the biggest pink nipples you’ve ever seen, her nipples were almost half the size of her little tits. Carole then slipped the dress off her hips and over her feet. She was now naked. Carole slowly lowered her lips to one of Shirley’s, now hard, nipples as Shirley protested lightly. Carole engulfed her entire tit in her mouth. Carole’s hand slid down Shirley’s belly and I watched as Carole separated Shirley’s thighs slid her middle finger up and down the slit, parting that fluffy tuft of blonde hair. Carole ordered Ken and I to suck on Shirley’s tits and as we did she kissed her way down Shirley’s stomach, all the while getting between her thighs spreading them even more. I was sucking on one of Shirley’s little tits reaching down to massage one of Carole’s large pendulous tits. Ken’s face was next to mine as he sucked Shirley’s other tit. As I sucked I watched Carole as she spread open the lips of Shirley’s now wet pussy, I could smell the aroma of her sex. Carole used her fingertips to open Shirley’s pussy while Shirley squirmed as if to say no, but once Carole lowered her tongue down and reached into Shirley’s pussy with the tip of her tongue as far as it would go, Shirley could only let out a whimper followed by a whoosh of air. Carole began sucking one side of Shirley’s pussy sucking the labia and stretching them out. Then releasing and taking the other side in her lips. Ken was watching his wife as I was. He had reached down and was stroking his, now large cock as he sucked and tongued Shirley’s tit. He then left her tit and began whispering in her ear asking Shirley “do you like my wife licking your hot pussy while we suck your tits”? Shirley began gyrating her hips every time Ken would whisper in her ear. He then asked her “would you like me to shove my big – hot – cock inside that tight pussy”? Shirley responded by reaching down and holding Carole’s head while she humped her face, she slid her pussy up and down Carole’s entire face. Ken and Shirley then switched places and I watched intently as Ken placed the head of his big cock against the opening of Shirley’s pussy. He began sliding the head up and down getting her juices all over his cock. He then pushed it slowly forward stopping just short of penetrating her and asked “do you want my cock now?” and Shirley panted “Oh yes, please give it to me”. Then to my surprise Ken said to Shirley “First you have to lick Carole’s pussy” Shirley stammered, muttering something like “I’ve never – then her voice trailed off. Ken would shove his cock forward again inciting Shirley to beg for more. Carole stood up and removed her hicuts and I was in awe, as well as Shirley. Our eyes were on the reddest patch of hair I had ever seen on a pussy. It was thin enough to see through but fluffy enough to give it color, a fiery red color. She lifted one leg over Shirley’s face and began lowering herself, even as Shirley protested. Ken then pushed his big cock inside Shirley’s waiting pussy a few inches and almost withdrawing. At the same time Carole lowered her redheaded pussy down as she spread her lips open. Shirley instinctively stuck her tongue out lapping her first pussy. Ken then pushed his cock inside Shirley slowly to the hilt and held it there. I knew that excited her because she dove into Carole’s pussy like she was a converted lesbian. Carole was breathing heavy and began humping Shirley’s face sliding her pussy back and forth over her mouth while Shirley was sucking licking and kissing her first pussy. I was hot as hell. I thought I would explode. Carole told me to stand and she took my entire shaft in her mouth and sucked it to the back of her throat. She took my hips and moved them back and forth causing me to fuck her face. I told her I was about to cum. That inspired her to go faster and harder. I groaned, there was no holding back now I could feel it boiling up from the depths of my balls. I grunted and Carole slid her mouth off my cock and began jerking it aiming toward Shirley’s face. The first explosion hit Carole’s red fluff and Shirley’s mouth, the second one shot across Shirley’s face, eyes, and nose. The last one Carole aimed it at her big tits rubbing the head against her as it splashed its white goo on her. Ken was now humping Shirley for all he was worth. Carole got off Shirley to watch, she whispered something in Ken’s ear and he groaned pulling out of Shirley’s dripping pussy and moving up her body while Carole jerked his cock and he shot his first load on her tits, damn he shot one helluva load. The second shot a load on her chin and lips while a third unloaded on her neck. Carole sucked the remainder. Carole began cleaning the cum from Shirley’s tits, working her way up her neck, chin, then I watched as Shirley and Carole’s tongues entwined sharing the cum. I couldn’t move I was enthralled at this sight. Eventually things quieted down, the midnight hour was approaching. We broke out the bottle of Amaretto and toasted. All of us naked. We all danced for awhile and finally dressed and returned home. A New Years evening to remember forever. My Aunt Shirley Ch. 03 I received the call from my Aunt Shirley this time. She sounded somewhat distressed and asked if I could come and visit her, she had something to tell me. I coaxed her into giving me a hint and she told me she had met a gentleman, who was not into the lifestyle, but good security for her future and could support her well. I asked what the visit was all about and she confided in me that she had been talking with Ken & Carole, the friends we met at the New Years Eve dance, they were aware of what was going to happen and they wanted to have one big last fling together before Shirley buckled down. My bag was packed into the car they went and I was off and running. As I drove there my mind was filling up with all sorts of things, what was this final fling to entail? When I arrived at the house late that morning, Ken and Carole were at the house with Shirley. They came out greeting me in the front yard and told me to get in their car we were all going for lunch. During this time we four sat and discussed what was about to transpire. I knew Shirley could use a husband and she informed me at that point to refer to her as Shirley NOT Aunt Shirley, especially when Bob, her new found friend was around. Was I to meet him? No, not this time, he was out-of-town, but this would be our last affair. So what was the plan? The three of them told me that Ken and Carole would pick us up at 9:00 PM. The type of dress? Party type, but no underwear, no bra, no panties -- sounded like my kinda evening. I figured we would be going over to Ken and Carole's like before and have an evening of fun. They showed up promptly at 9:00 PM and into their car we climbed and we were off -- no golf cart? We left the subdivision and a bottle of my favorite, Amaretto, was opened and each with a glass of ice we had drinks as we rode. We finished the bottle almost an hour later just as we began driving up this long driveway located way out in the country. Not a neighbor in site. As we pulled up in front of the house a valet took the car and we were asked to step inside. Ken and Carole were greeted by the front doorman, so I assumed they had been there before. I wasn't sure where we were. The place was huge, it could've been a restaurant, a resort, a motel, a bed & breakfast -- who knew? A very elegant couple stepped up to the four of us and Ken and Carole embraced them and welcomed them back. We were introduced as Shirley and her nephew. With that the woman responded with "How deliciously wicked". I looked around and noticed everyone was dressed rather casual, but skimpy. Short dresses or skirts were the norm for the women and men were in mock turtles, jackets and jeans or dress slacks. Everyone was handsome or pretty, over 40 and built for sex. The couple greeting everyone asked Ken and Carole if they would like to do the honors of giving their guests a tour or would they prefer the hosts do it. Carole spoke and said she would prefer to give us the tour. Each of us were handed a glass of Amaretto on the rocks ( you thought they knew) they did know. Carole asked us to follow them and I gladly walked behind her as she started her wiggle of a walk that was soooo sensual. Carole told us this was the meeting area, the place to get drinks, meet strangers and just relax. We wondered down the hallway and the first room to our right was rather large and a little dark. We stepped inside and saw this was the bondage room. Carole explained that in this club, no meant no, we would be allowed to go anywhere inside and use any facility we desired, but if anyone wanted to do something we didn't like, just say no and it would cease. Likewise if we were to engage in a situation that someone didn't like, if they said no, we were to stop and walk away. While in the room, Carole pointed out that there were numerous restraints, tables and so forth. No harm would come to anyone. This club was a no pain club. I noticed a swing hanging from the ceiling, I figured someone would step into the loops and it would keep their legs separated exposing all parts of their body. We left that room and Carole took us to the next room, another large room. This room had a small stage with lighting much like a theater across the ceiling pointing to the stage. There were different tables, cushions and pads off to the side. There were 4 cameras that I could see pointing at the stage and several TV monitors all around the room. The room was strewn with futons, beanbags, chaise type chairs and sofas, all facing the stage. Carole admitted this was her favorite room. The last room had one single padded table in the middle of the room with several overhead lights. We went back to the greeting room, had another drink and then Carole said " it's about that time". I looked at my watch and it was 10:00 PM. So I asked -- what time is that? She told us to follow her. We went into this room that looked like a high school locker room. Large lockers, but no locks and two rows of showers 20 ft. long, no barriers. We were to remove our clothing and put on the silk robe that was in the locker. When we went back into the greeting room someone had opened the floodgates. There were people coming in the front door hugging and greeting one another. As they finished their greeting they walked past Shirley and I and we could hear little remarks such "fresh meat" or "she looks good enough to eat" or yum, yum. All paraded off to the locker room. Several minutes later a few dozen people had filled the greeting room. Some of them in their robes, others naked with their robes draped over their arms. I couldn't help but look around. There were men that were muscular, pudgy, slender with cocks of average size to well hung, women with narrow to full hips, small tits to pendulous ones, long hair or short. There was every conceivable body available. Some women were shaven, others had a full bush. The drinks began to have their affect on us. I asked Shirley what she wanted to do. She was in awe. All she could do was look at every cock that passed in front of her. Eventually robes started coming off and the greeting process started again, but this time the hugs lasted longer, the kisses were getting deeper and hotter. Carole walked up to me and wrapped her naked self around me kissing me deeply and told me to get rid of the robe, she wanted to show off her new guests. The robe dropped to the floor. She did the same to Shirley. Ken stepped in front of Shirley and kissed her long and hard, I watched as his cock began to rise. His thick large cock was growing quickly between her legs. Next thing you knew there was this beautiful short-haired brunette on her knees under Ken and Shirley, she was sucking Ken's balls and moving her tongue to Shirley's now wet pussy. As she went back to the underside of Ken's cock she inserted a finger easily into Shirley's pussy causing Shirley to swoon. Ken scooped her up by the cheeks of her ass and had her hovering over his large pulsing cock. The brunette took his cock in her mouth giving it several wet plunges then held it in her hand as she guided it into Shirley's waiting pussy. Ken lowered her onto his manhood slowly until his entire cock disappeared in it's entirety up her waiting cunt. Someone had hold of my cock, I turned to see this beautiful redhead that I knew as Carole firmly gripping my growing cock. She said "follow me", how could I not with that grip. We went into what she had termed her "favorite room". The stage was flooded with light from the overheads, all the cameras were on and the monitors were showing images of whatever was on the stage. She led me to the stage, pulled this padded table that looked like it belonged in an OB GYN office. She layed back on this flat able and told me to take her. I looked up into the monitor above her and saw my face as it was nearing her sweet redheaded pussy. A stool was slipped under me and I sat in comfort as I spread her labia apart with my thumbs entering her with my hot tongue. I slowly swirled it in tight circles as I slowly and deliberately inched it in deeper and deeper. Carole was moaning. I found stirrups in this table and pulled them out putting Carole's feet in them. I was thinking the whole time, how perfectly thought out. I snaked my tongue down to her puckered little pink bud and inserted it, she responded with an "Oh Yes". When I looked into the monitor it was on closeup of my tongue. As I I'm licking Carole for all I'm worth people begin coming up on the stage, while others remain in the futons fucking and giving oral while watching what was going on. A thin male with this extra long cock walks up to Carole and lays his cock across her lips, another male comes up and begins tonguing and sucking one of her large tits. From the other side another male comes up taking the remaining tit in his mouth, stopping occasionally to rub the head of his cock over her nipple leaving a trail of precum on it. The short-haired brunette I saw earlier with Ken and Shirley shows up and takes the thin mans cock in her mouth alternating between his cock and pushing her tongue into Carole's mouth. I've now got two fingers inside Carole's hot little twat, spreading the lips wide when I feel movement under the stool and look down to see this delicious little short-haired blonde on her stomach reaching up to take my cock into her mouth . I feel the heat intensify as she slowly sucks my length into her throat. She sets a rhythm sucking my cock, slowly sliding up and down its length letting the drool from her mouth drip down over my balls. Her sucking suddenly becomes eratic, I look under and she's up on her knees with some guy fucking her doggy-style while she's sucking me. I'm trying to concentrate on eating Carole with all this going on. I'm looking into the monitors and you can see everything from every angle. The blonde lets go of my cock for a second and I stand to get away from her vacuum lips. I see my mark and slowly ease my cock, just past the glans, into Carole's hot-as-hell quim. It's like a burning envelope. Carole is now urging me to push it in deeper, but has a hard time talking because the brunette is pushing the long slender cock into her mouth while she sucks it and kisses her. I pull my cock out to the point where it almost dislodges, but push it in a little deeper then hold it still. Carole has removed her feet from the stirrups and is now pumping her legs trying to get me to push it in deeper. I decide to play. I ask her, while looking into her eyes, past the brunette and slender cock, do you want it all, she nods yes and I give her a little more, I ask her more? And she gives me a look that would kill if she were loose. I decide then to shove it in to its hilt. So I slam it home and she screams "Oh Fuck", I hold it in. Then as I pull it out, I remove it completely, lining it up I shove it in again to the hilt and begin pumping her, slamming her, the brunette suddenly comes down to where I am and pulls the skin back where she can get a tongue on Carole's clit. I drop my angle so she can tongue her clit, the slender dick is buried in her mouth and the two guys sucking on her tits are now jerking their cocks. Ole slender dick starts grunting and pulls out of her mouth just as he begins shooting cum. It shoots all over her eyes, face, and hair. The guys jerking off on her tits are both picking up their pace and I know they're about to come. It was like stereo watching their streams of cum criss-crossing each other onto her tits, over her throat and on her stomach. It was more than I could stand and as I pulled out to shoot up her stomach the brunette sucks me to the back of her throat working her muscles causing my cock to shoot for all it was worth down her gullet. I am exhausted, spent and satisfied like never before. I go and sit on one of the futons regaining my strength. As I'm sitting there I'm wondering Where's Shirley? Several minutes later I decide to go find her. I didn't figure I would find her in the bondage room, not her thing, so I look in the other room, not there, I go to the waiting room, nothing, the locker room, nothing, I step into the bondage room and low and behold there is my little center of attention. She's lying on a table that pivots in the middle. She's tilted backward almost in a backbend sucking this huge cock. Her hands are bound at the wrists straight out from her body. Her legs are spread and bound at the ankles with her beautiful bubble-butted ass hanging over the edge of the table, and she's blindfolded. She has got her eyes closed and there are several men all around her. I notice she has cum in her hair on her pubic hair, between her toes and on her hands. I was kinda sorry I missed that, but not to worry, I'm in for a new show. The guy with the huge cock is running the tip of his cock back and forth across her lips and she's flicking it with her tongue trying to suck it in. There is a guy at each hand, each has his cock in her grasp, since she's bound she only clasp her hand, so these guys are fucking her hands, what a way to jerk off. There is a fellow on each of her feet and they're rubbing their cocks all over her toes, instep, ankles heels, then one tries to slide his cock between her toes, fails, but he begins a steady rhythm across her toes. Carole steps up between her legs and just dives between her legs sucking, licking, fingering and eating her with all she's got. As Carole is eating her, this attractive black man, that is very well endowed, steps up behind her and slides his massive member into her pussy. She begins pushing back on it trying to get as much in as she can, never letting her lips leave Shirley's pussy. My cock is beginning to grow despite the hearty workout it had earlier. I leave my seat to get a closer look at everything. Carole is now hunching back into this massive cock, but never losing rhythm on Shirley's pussy, her massive tits swinging back and forth. Shirley screams an orgasm, the cock in her mouth shoots all over her face, the two cocks in her hands are pumping a mile a minute and soon begin spurting cum up her arm, on her hands. The two working on her feet have now hit the edge and are pumping their cocks on her feet, between her toes and all over her legs. Another seat is pushed over to her and she has her bands removed, still blindfolded, she is lifted and this man half seated and lying has her lowered onto his cock. As she straddles him she begins rocking down on him and throws her head back from the intense pleasure she's getting from her clit being in the right position. A smaller man gets on his knees behind her and slowly slides his well-lubed cock into her tight little bunghole. She stiffens at first, but loosens up as he eases it in and out very slow. She is now double-penetrated. Men now gather around to get a closer look, I step up and see my opportunity and slide off her blindfold as I slip my cock into her mouth. There are hands on her body rubbing every part of her. There are cocks being rubbed on her as well. I have hands on me, a finger eases into my ass, don't know if it's male or female, but don't care. Eventually I look back to see the short-haired brunette with her finger in my ass and her lips on my balls. Everyone is humping and bumping in every direction possible. I look over and Carole has a cock in her mouth bent over with the black guy now pounding her pussy. I would love to be closer to watch that black cock sliding in and out of the redheaded pussy. Slowly everyone was beginning to grunt and pick up their pace. Cum started flying everywhere. Shirley was getting it from every angle and now mine was getting ready to shoot again, it shot down her throat, she gagged, I pulled it out and it shot across her tits hitting another woman in the face, catching her off-guard, the woman jumped as if "how dare you" I started laughing, she started laughing. She took me by the hand and led me to the locker room. She turned on one of the showers and plaster herself against me, the hostess I had met when we first arrived plastered herself to the backside of me and I became a sandwich between these four beautiful tits. They were grinding pussies into my cock and legs and eventually got me stirred again. The hostess laid down on a bench, spread her legs wide and the other woman buried her face between those luscious thighs while I slid my cock in her pussy from behind humping her for all I was worth. Several others came into the shower room, witnessed what we were doing and did the exact same thing. Carole was on her hands and knees, Ken fucking her doggy-style and Shirley had a strapon and shoved it in Kens ass. What a scene. Everyone eventually showered, washing each others everything. We dressed and left. On the long drive home I thanked Ken and Carole for the time of my life. Shirley said she had never had such a great time in her life, but due to circumstances she has to call off any future engagements since Bob, her fiance', was a very jealous person, but she had to have benefits that came with marriage. We understood and told her we would honor her decision. However, Ken and Carole asked me for my number in the event they came through town where I live or they may call me for a future party. The End? We'll see!