Author's Note: The story you are about to read is fiction. In real life, intelligent people use condoms.

I couldn't believe the size of that cock. I had seen it plenty of times before, when it was about to be stuck into my mouth or pussy, but what he had in mind just then was very, very different. If he'd tried to stick it in my ass, which was what he wanted to do, it would have ripped my virgin backsides to shreds. After all, I was only twelve at the time.

I'm Lisa Carlyle, the big sister in the family. You've heard from my kid brother Marvin writing about his one-time girlfriend named Carol; the story is called White Pants. This series is about the rest of the family, told by each of us in turn.

The fact that they call me Moaning Lisa has nothing to do with the famous painting of the Mona Lisa in the Louvre; that's in Paris. When I say Paris, of course, I mean the city in France, not the vapid slut who lives here in the States. No, I don't have that painting's sad smile. In reality, I'm a much more perky type, upbeat and always with a happy smile. I'm also much prettier than the woman in that painting, and trust me, that's not just ego.

No, the reason they call me that has to do with, you guessed it, the sounds that I make when I'm having sex. All of the sounds remind one of the noises made by cows in the field, yet all the sounds are different. I have one moan when someone has his — let us for grammatical ease assume that each 'his' where practical could also be 'her' or 'hers' — fingers feathering or pinching my nipples, another when his mouth is sucking one of them, a third when he's pinching my clit, etc. You get where I'm going. The strongest moan of course is when I finally cum.

I'm thirty two, with three younger brothers. Michael is thirty, Mitchell twenty nine and Marvin is twenty seven. Mel and Lois, our parents, are still in their mid-fifties. Grandpa Dave, Mom's father, used to live with us when I was younger, until he hooked up with that young chippie Marlene— she's 68 — and moved to Arizona. This story is about me and Grandpa Dave before he took off with the oversexed bimbo Marlene. I still call myself Carlyle even though I'm married. If my husband can't live with that, it's just too fucking bad.

Now, since I'm a teacher, college professor to be more precise, let me make this one thing perfectly clear. Much as I love to fuck, of which you shall soon read more, I absolutely abhor the idea of instructor-student sex. Not here at the college level, not with little kids, and nowhere in between. And just because the male students would love to fuck me, or a twelve year old boy would be in heaven if he could stick his puny cock into his twenty year old teacher, it would still be taking advantage of them, so no, no, no! In my mind, it would be as bad as a psychiatrist fucking a patient, or a matrimonial lawyer fucking a client. Well, lawyers fuck their clients all the time, but I'm talking about sex just now.

Anyway, my first experience with sex came when I was about twelve years old — that's if you don't count my necking with Billy Sims and letting him feel me up. I knew that Mom and Dad fucked like bunnies; my bedroom was closest to theirs and I couldn't miss the noises that they both made, but mostly Mom, and they always fucked with the lights on. Mom had given me that talk about how babies were made, and I had seen my brothers' little dicks when I helped Mom bathe them. The fun part though was the fact that the two bedrooms had a connecting door. That door was always locked, never used, but due to the age of the Victorian house, it had an old fashioned keyhole. And looking at them through the keyhole when they started making those noises became a very useful adjunct to my childish masturbation. I say childish, but of course by that time I had become very adept in satisfying my recently found urges, that itch located exactly half way between my two big toes, where my legs come together.

Mel and Lois, my parents, were regular social butterflies when I was a kid. They could certainly afford baby-sitters, but it wasn't necessary, because they had Grandpa Dave to watch the children. And yes, you're absolutely correct, it was Grandpa Dave's cock that scared the dickens out of me back on page one. Other than the fact that he should have known better, which is after all a pretty important fact, I've always thought that it was all my fault.

There was never any of that 'jumping on Grandpa's lap in my nightie and feeling him get hard' stuff involved. Grandpa Dave treated all of us kids like adults; he was long past using baby talk to us, and he answered every question factually and honestly. He never said 'ask your mother' or 'ask your father.'

Now, as I said, by the time I was twelve, I kind of knew most everything about sex that a girl my age can learn from her friends, from video tapes or DVDs, or from her own fingers. Or from peeking through a keyhole! The only thing I didn't know, or so I thought, was how a cock would feel inside my pussy or mouth, much less I never gave to thought to having one inside my ass. And I was becoming increasingly curious about that mysterious sensation, about that mystical transformation from girl to woman — and I don't mean learning about my period.

It started one night after my little brothers had gone to sleep. Grandpa Dave and I were on the couch, peacefully watching a theoretically G-rated television program. There was a kissing scene and then the woman started to unbutton her blouse as the screen faded to commercial.

"They're going to fuck, aren't they, Grandpa?"

My Mom's lecture had used the expression 'making love' but all my friends, even the ones who had never done it, described it as fucking. Grandpa Dave gave me a sort of forlorn look, sort of like I had just dredged up old memories.

"Ah, Lisa, back when I was your age, girls were not so precocious. They didn't talk to boys about sex the way they do now, and a lot of them tried to remain virgins until they got married. Nowadays, girls your age are already jumping into the sack with every Tom, Dick and Harry."

"You didn't answer my question, Grandpa."

"Of course they are, Lisa, that's what the producers want us to think. And if you were paying any attention at all, you noticed that going to bed was not even one teeny bit necessary for the story line," he replied. "It's in there just to get people to stay tuned so that they can pay attention to the commercials. They've got the viewers hoping that the next scene will show them something hot and sexy. Like they say, 'sex sells'."

"Did you fuck Grandma when she was my age?" He again smiled wistfully when he answered; I wondered if a saw a tear forming.

"No such luck, Lisa. She held out for a long time."

"Did she at least suck your cock, Grandpa?"

His head spun toward me like a rocket. I thought that it would snap off his neck.

"Where the dickens did you learn about that, Lisa?"

"Oh, from my friends at school and from cable shows. Also, I've seen Mom do it to Dad sometimes." Like I said, conversations with Grandpa were pretty open and adult.

His eyes bugged out like they were on stalks, like an alien from a space ship. "You SAW them?"

I nodded. "Through the keyhole in the connecting door between our rooms. They do something or other almost every night."

"Something or other?' he asked.

"Well, mostly they fuck, and sometimes she sucks his cock, and then once in a while he sticks it into her from behind." To tell you the truth, I never knew if it was doggy-style or anal fucking; I mean, who was I going to ask?

Then Grandpa Dave got a really far-away look in his eyes, and I knew, I just knew as sure as I'm sitting her typing with one hand — you can guess what the other one is doing - what he was going to say next.

"Lisa, would you mind if I watched with you sometime?"

I looked at the clock and then the door. "They'll be home soon. I'm going up to bed, Grandpa. As soon as they kiss me goodnight and go into their room, I'll come and get you."

He kissed me on the top of my head and I went to my brush my teeth and all that other stuff before getting into bed. But I had no intention of falling asleep. In fact, even if I wasn't planning to get Grandpa Dave later, I would have stayed up just to watch my parents do their thing. Sure enough, when I heard them come up the stairs, I closed my eyes, opening them 'in my sleep' to return the goodnight kisses.

Once I heard their door close, I tiptoed down the hall to Grandpa Dave's room. His door was ajar and I pushed it open. He was waiting, wearing a bathrobe. Did I see a bump in the middle of his robe? It was hard to tell in the dim light. I grabbed his hand and we snuck back down to my room and inside, leaving the light off so that my parents, if they even thought to glance toward the keyhole, would assume that I was asleep.

We knelt by the peephole, as I thought of it, shoulder to shoulder, taking turns looking through the keyhole. There was nothing to see at first, as Mom and Dad wandered around, hanging up clothing and doing their bathroom stuff. Suddenly I heard Grandpa Dave inhale sharply and I felt his body move forward as he pressed his eye tight against the viewing port.

And in that instant, that one awesome, maybe even terrifying moment in my life, I knew that my Grandpa and I would do something more than just talk about sex before he left my room that evening. I didn't know what, nor even why, but I just knew. Only I still didn't know if the terrifying or the exciting would win out.

"Let me see, Grandpa, let me see," I whispered urgently.

"I'll be damned," he whispered in response as he moved aside to enable me to look through the keyhole.

Damned was right. Mom was naked, bending over Dad, also naked. Her hand was wrapped around the base of his cock and she was sucking on the crown and then licking the shaft. I had seen her do that to him before. Though it always got me wet, without fail, still it was almost boring. When she took the whole thing into her mouth, I felt Grandpa Dave's arm moving, rubbing against my shoulder. I turned to look at him and he moved his eye back to the keyhole. I could see, feel, that unconsciously his hand was under his robe and he was holding and stroking himself.

"You never told me if Grandma ever did that for you," I whispered to him.

"No, damn it, she always refused, no matter how much I begged. I tried and tried but all she would ever do was lie on her back, missionary style, with her eyes closed. It was like she was waiting for me to get it over with." His eye remained glued to the scene of Mom sucking on Dad's cock.

His hand was moving rapidly. I reached under his robe and put my hand on top of his. He realized what he had been doing and stopped his masturbation immediately.

"How long is it since you've had sex with a woman, Grandpa?"

"I'm not going to tell you, Lisa. That's private."

I assumed that his only relief in years had been by his own hand. I squeezed his hand tightly around his cock and began to move it up and down, helping his masturbate. Again he stopped, clamping his hand around my wrist and moving it away from his body. It was so easy to manipulate Grandpa Dave, like an amateur Golden Glove boxer. I ducked my head down and put it where his hand had been, gulping as much of his cock as would fit right into my mouth.

His free hand hit the back of my head. How dare he hit me while I've got his cock in my mouth, I thought angrily, and then realized the truth. He hadn't hit me, he had simply clasped my head to him groin, his unthinking signal that he wanted me to stay right where I was, firmly attached to his cock.

I had never had a cock in my mouth. The only hard ones I'd ever seen had been Dad's, through the keyhole, and some on videos at my friends' houses. Yet I knew what to do anyway, compliments of Mom's unknowing lessons.

Sometimes I wonder what made me take Grandpa Dave's cock into my mouth that night. As I mentioned, I had played around a little bit with Billy. He had been trying to get me to put my hand inside his pants, and I knew that pretty soon I would give in to that, though I didn't yet know how far I would go with him. Maybe I wanted to try out on Grandpa what I would one day do for Billy. Maybe it was the girls at school, one by one starting to admit — brag if you will — about going through the 'steps' with their boyfriends, starting with letting him feel her up, moving on to rubbing his cock through his pants, then holding it bare in her hot hand and finally taking it into her mouth. A couple of them even claimed to have given up their cherries, and I half believed them.

Or maybe it was because I was hot, so ... fucking ... hot, watching Mom gobbling down Dad's meat, with Grandpa Dave's shoulder pressed against mine as he began to spank his monkey, signaling his excitement as he watched his own daughter blow Dad, maybe that's what made me let my hair down. No one had ever taught me the word 'fellatio'; to me and my friends, it was just 'cock sucking' or 'a blow job'.

But whatever the reason, I had no intention of stopping once I started. And I guess Grandpa Dave felt the same way, for he took his eyeball away finally from the keyhole and gently pushed me onto my back. His cock never left my mouth as he hovered over me; his hands rested on the floor above my head, his balls rested against my chin. I sucked up at him as he plunged into my mouth. The only sounds were the slurp of my saliva on his cock and the puffing as he fucked my face; I could only hope that my parents would not hear us through the door.

DVDs had shown me cum spurting onto the faces of whores. My friends told me that it didn't work that way in real life, that their boyfriends shot their cum directly into their mouths. Since we were both trying to keep quiet, Grandpa Dave gave me no clue when he was ready to cum, he just let go, his thick goo squirting into my mouth and onto my tongue.

I knew that I was supposed to swallow, and I did so. After all, that's what Mom always did when she blew Dad. Swallowing a guy's cum was definitely never one of the things that Mom taught me about, but the creamy consistency was easy to handle. Taste wise, it was a little salty but nothing to either savor or complain about.

Grandpa Dave pulled out of my mouth and straddled my chest, resting on his knees. He bent to kiss me and my tongue flicked out against his lips; that was a trick that Billy had taught me.

"Wow, Grandpa, watching Mom do that to Dad really got you hot, didn't it?" I whispered to him.

"She always gets me hot, Lisa; always!"

I looked up at him strangely. He had never given me a clue about looking at his daughter in a sexual manner. He saw the look on my face and smiled down at me.

"Who do you think taught her to do that, Lisa? Whose cock do you think she learned it on? Who do you think taught her that it tastes OK when you swallow?"

It was a week later. I had already sucked Grandpa Dave's cock twice more, each time after we had peeked through the keyhole to watch my parents. One time they had been fucking; Mom was sitting on Dad's lap and riding him. The other time they didn't do anything; maybe they were just too tired, or maybe Mom had her period, but that last shouldn't have stopped them. It apparently never did. All Grandpa Dave did those evenings, physically to me, that is, was play with my nipples and my teeny A-cup boobs. He never made me cum; that was something I had to take care of after he went back to his room. Orally, he gave me instructions on how to lick his cock, how to kiss and play with his balls.

The night in question, though, was going to be special. Grandpa Dave and I were in the family cabin all alone. My three younger brothers for the first time ever were all going to be in sleep-away camp at the same time and my parents had dropped Grandpa and me off at the cabin, which was en route. The only reason I wasn't with them was because I would be going to a special Music camp a week later. The folks planned to drop off the boys at camp and then keep going for a week, until it was time to come back and take me to my camp.

Grandpa Dave wanted us to use the large bedroom in back, and that was fine with me. The TV set was bigger than the ones in the smaller bedrooms and it had a DVD player attached. He had told me about the collection of porn in his overnight bag and I figured that we'd watch some and then I'd blow him. But he had other ideas.

He sat in the easy chair while I took off my clothing. I really had not much in the way of tits back then, barely enough to hold my nipples in place, but I could see his pants beginning to tent as he stared at my chest. I was wearing my Saturday panties, from my day-of-the-week set, and I tried to act sexy as I pulled them down oh so slowly. Grandpa Dave's eyes went to my pubes, studying my light brown fuzz which did nothing to hide my slit. The gleam in his eyes gave it away.

"You're going to fuck me, aren't you, Grandpa?"

"Yes I am, Lisa, as long as you don't mind," he admitted.

"I'm a virgin, you know, Grandpa."

"Well, I should hope so," he responded with a smile.

"But I'll get blood all over the sheet," I explained as though he was a child.

He nodded. "That's likely to happen, yes."

"But Mom will have a fit when she does the laundry, Grandpa." Though I couldn't wait for him to fuck me, it sounded to my own ears as if I was arguing against it.

Grandpa Dave gave a deep sigh before he responded in a whisper that I could barely make out.

"Lisa, you wouldn't be here in this room with me tonight if your mother didn't already know about it."

I almost jumped out of my skin. "Does my Dad know too?"

Grandpa Dave laughed. "I don't think any of us have to bother your father about this."

My pussy began to leak just as though I had been playing with my clit. Grandpa stood up and began to undress. His shirt came first, showing a rippling set of weight-lifting generated chest muscles tinged with sprigs of graying hair. A faint scar gave the only clue to his heart surgery, long since forgotten. When he dropped his jeans, I grinned at the tight bikini underwear that belied his age.

He put his thumbs into the waist band of his bikinis, about to pull them down, when he saw the hungry look in my eyes. He gestured with his head and I ran to him, kneeling and replacing his hands with my own. I skinned his shorts down just enough for the head of his cock to pop out over the waist. My lips reached down without instruction of take the crown into my mouth, licking away that little drop of fluid they call pre-cum.

Grandpa Dave re-took control and pushed his shorts all the way down, stepping out of them and kicking them toward and out the door, as though daring anyone to find them and know what we were doing. Then he picked me up bodily and carried me toward the bed.

"Enough of this, young lady. It's on to the sheets with you."

I spread my legs like the whores on the videos, reaching for his cock, welcoming Grandpa to my body. He twisted his hard penis away from me and instead knelt between my legs. His head bent to lick my slit. That was incomprehensible to me.

"What are you doing, Grandpa?"

He looked at me in surprise.

"Doesn't your Dad ever do that to your Mom?" he asked.