Chapter 1

Mary was a tall willowy blonde. John couldn't figure out really what willowy was supposed to mean but he figured if anyone met that description it had to be Mary. Her hair was a subtle tone of blonde, not really blonde more like a really light brown, almost. She had eyes that John found himself drawn to, wanting them to focus on him regularly, they watched him with a deeper concentration than he had ever experienced before.

Mary was also twice John's age, and his mother's closest friend. His father had passed away when John was 12 so John was regularly in Mary's company throughout his youth. John had spent countless nights listening to his mother and Mary talking in the kitchen. Mary had been married to a drunk and had left him five years before. John had a fervent dislike for Mary's husband even though he rarely saw him.

John had graduated from high school two years before and he knew his mother was struggling to help him meet his college costs. John did what he could, had a part time job that took most of his free time. He had friends in school and had a girlfriend or two during school. Nothing serious just someone to pass the time with.

John was typically quiet, commonly described as shy. The truth was John didn't really care. He liked spending time with people but he didn't suffer stupidity well. He had a quick wit with a dry sense of humor that some found offensive until they got to know him well and started to understand his humor. The problem was John didn't let many get to know him well.

Not what one would call a hunk, but John had a masculinity about him that seemed to attract women. He was rarely described as "in pursuit" but more often described as in flight from. His sexual experience suffered from his lack of free time. He had had several quick sessions with a couple of his girlfriends but they were mainly unsatisfactory. It's difficult to truly experience all that sex has to offer while trying to calm the cramp in the leg that keeps banging on the gearshift between the seats, or truly enjoy the throws of orgasm while realizing your foot is stuck in the steering wheel, knowing that if you move your leg the only way you can to get it out, the horn will sound.

And then there was Mary. Willowy, she had to be the definition of willowy he thought as he looked out of the second floor window at her lounging in the pool lounger in the back yard below. She lived a few blocks away but seemed to spend most of her time with John and his mom. It was normal for Mary to spend time with John alone while his mom did the shopping.

His eyes followed the curve of her neckline as her shoulders rose up to meet the long thin neck. Her head laid back as if responding to his visual caress. His eyes traveled down and watched as her skin disappeared into the T shirt she had on. She had nice breasts that seemed to be more round than most of the girls he had dated. He wondered if it was the fact that Mary rarely wore a bra and his past girlfriends never went without. His guess was that she was a C cup. Definitely more than his last girlfriend but definitely not a D cup. "What a fucking bizarre way to judge a breast" he thought. Her nipples were erect he noticed, poking against the fabric of her shirt. "I love that look" John thought. Her nipples kept the fabric mostly away from her breasts unless she leaned back, two hard points that moved under her shirt. He always had a difficult time not letting her know that he was watching.

"I don't see him that way" Mary was explaining to John's mom, Maureen. "I mean he's a nice guy and all but I'm not interested in him that way". Mary seemed so innocent, even more so than some of the girls he had dated in the past few years. He wondered how a 40 year old microbiologist could seem so nave.

"Mary, when's the last time you saw a man in 'that way'" Maureen asked making the quotation marks in the air while she talked.

"Oh I don't know, it's been a while I suppose."

"Mary, it's been at least since Bob left, probably a year or two before that hasn't it?"

"Maureen! That's mean... true, but mean!" Mary said with a hint of a giggle in her voice that John absolutely loved to hear.

"Don't you miss it? I mean I miss it a lot..." Maureen said with a far away tone of voice and John realized that his mom was talking about sex. He was fascinated to learn that his mom and Mary talked about such things. He figured that his mom was an attractive woman and dated occasionally, she had to have sex from time to time but he never really thought about her in that light. Matter of fact he never really imagined Mary having sex... until right then.

Images began to flash through his mind of what Mary must look like having an orgasm. Head back, that thin long neck tense as waves of pleasure flowed through her body. Her long thin legs tensing rhythmically. He wondered what she looked like without clothes. Wondered if she kept herself trimmed, or shaven or wildly untrimmed. He realized that he wanted the woman he called aunt Mary more than any other woman he'd ever met.

"Sure I miss it..." was Mary's response, "but I just haven't found the right guy yet, I guess" she ended lamely.

"There are times that I just have to have it, I mean don't you get nuts some times? You know where it doesn't really matter who, it only matters what?"

"Yeah I get crazy sometimes but I take of it myself..."

An incredible image of Mary laying naked on her bed with her hands buried between her legs made John's cock tingle like mad. He was rock hard in his shorts and found that his hand was gripping his member. The tingles increased as his hand began gently stroking up and down his length. He wondered what Mary thought about as she massaged her clit, her lips spreading her legs spread wide as she climbed to her peak. He knew he was getting close as his hand sped up.

The conversation below had faded from his attention as his orgasm approached. Mary stood up to walk in the house and he watched as she walked around the pool. As his tingles reached their crescendo and his testicles tightened and began to send his seed up his length he was watching her long legs, and the point where they joined as she walked. He struggled not to make a noise but a slight groan just managed to slip out. Mary looked up at his window but kept walking as John bent down with the rhythmical contractions with each jet of pearly white cum as it shot and splashed into his hand and floor in front of him.

He scrambled to clean himself up as he heard Mary rooting around in the kitchen. With the passing of the tingles came reality. "Right! Like I'll ever have a chance at that!" John thought to himself. "This is my Aunt Mary, I mean I wish she was mine but she's still Mary." He resigned himself to lusting for her from afar as he changed into his clothes and prepared to go to his part time job.

"Hey John! How are you?" Mary asked as he walked into the kitchen. He hoped she wouldn't see the blush as he thought about the past ten minutes.

"Doing well Aunt Mary. Heading to work."

"Have fun!" She said and John melted into her eyes once again.

John walked out the back door. "Going to work Mom"

"Ok John, I'll be out late tonight so I'll see you when I get home."

"I was thinking of having a couple of friends over after work to swim in the pool tonight if that's ok with you. Mary you're welcome if you wanna take a dip with us tonight."

Mary laughed and said "thanks John but your mom's set me up with a double date tonight."

John had an image flash in his mind of the potential outfits Mary would wear on a date. Would she wear a bra? Would she wear one of her tighter shirts? John really wished she would get dressed like that for him. Just so he could watch her, touching her was too much to think about.

The sun had set by the time that John had finished work. He and his friends were laying by the pool after a refreshing dip. John was laying back on the pool lounger watching the two girls talk. He liked Amber. She had a ready smile and was reasonably intelligent, a little heavier than he typically liked his women but she had nice breasts. He particularly liked her hands. Long slender fingers, small knuckles, nails that were long but not too long, and she was wearing one of those thumb rings. Just a simple silver band, he never knew why he liked them, he just did. The only problem with Amber was that she was enamored with Bob. While she and Sally kept talking they would sneak subtle glances at Bob as he swam the extra lap.

Bob pulled himself from the water and walked over to where John was laying on the chair. "hey John, I'd really like to have some fun with Amber if you know what I mean..." followed by that hefty laugh that John hated.

"What do you want me to do with Sally?" John asked.

"Have some fun!" and Bob winked with that conspiratorial smirk.

"Nah, not really my style... but if you can get rid of her I'll go upstairs and leave the two of you to it."

"Cool! I'll work it out" was Bob's macho response. Bob was a friend but sometimes John really hated the way he treated women. He was great when it was just the guys but add a woman or two to the mix and Bob was a... well... a dick I guess.

About an hour later and an almost insufferable amount of bullshit small talk later John lay back with his eyes barely open. Sally gave John a perfect opening when she said "I'm cold... anyone want to go inside and watch TV?" John knew all he had to say was "Sure" and he and Sally had a pretty good chance of at least messing around a little. Problem was, John just wasn't interested.

"I think I'm just going to go up stairs and crash... early morning tomorrow."

"Well I think I'll just go home then, Amber, are you coming?"

"No I think I'll stay awhile."

And John walked Sally to the door. As they stood at the door saying the usual goodbye stuff, "thanks for coming over" "Thanks for having me" Sally looked so sad that John leaned over and kissed her softly. He intended to kiss her on the cheek but she turned at the last moment and their lips touched. It was a really tender kiss, soft, lips slightly parted which left Sally breathless.

"uhhh maybe, ummm next time..." Sally said lamely.

"Yeah I'd like that" John responded just as lamely.

She turned and walked down the sidewalk into the darkness. John walked upstairs and as he glanced out to the patio through the sliding glass doors of the kitchen, noticed that Bob and Amber were deep into a kiss, Bob's hand sliding up Amber's stomach. John just smiled and shook his head as he continued to walk upstairs.

Lying on his bed, with his window open he heard a gentle moan. He slowly got up from his bed and looked out of his window down on the scene below him. Bob, the eternal rocket scientist, never bothered to turn off the spot lights, so the lighting couldn't have been much better. John watched as Bob slid Amber's suit top down off her shoulder, fingers trailing down her skin.

Mary had had an awful night. Maureen seemed to really like the guy she was with but Mary was wondering whether Maureen really liked him or if it was one of the nights that the who didn't matter. It was obvious that this guy Maureen set her up with was not Mary's style from the start. She didn't like to dance much but... what was his name? Dan? Don? Dragged her, protesting the whole way to the dance floor. He danced like he had a hot stick up his ass, hips never moved but he hopped around like he was trying to get away from something. Not the kind of dance that she could consider a mating dance.

Damn Maureen! She had to bring up the subject of sex. It had been so long! Of course she thought about it, almost constantly. She'd started shying away from Maureen over the past few months, Maureen seemed so free. Why couldn't Mary be so free. She was angry enough about the disastrous date that she decided she was going to Mary's house to wait for her. "I don't care if she doesn't get home until tomorrow I'm going to be there when she walks in the fucking door!"

As Mary pulled up and saw John's car in the driveway she thought to herself, "Shit, I'm going to have to be quiet..." She quietly slid the key she had gotten from Maureen when she went on vacation with John several years before, into the door. As she slid into the foyer the sounds from the pool came quietly through the house.

"Great! even John's getting laid! What's wrong with me?" she wondered. She sat quietly in the living room in the darkness and listened to the moans.

"ohhh that feels so nice... My nipples, suck my nipples a little, I love that..." Mary imagined John suckling the young breast of his girl, and felt a tingle. She slid a little lower and gently rubbed her palm over her breast, feeling the nipple tighten and press out against her blouse. She'd decided against a bra that night, she had desperately wanted sex that night and thought... "If he wasn't such an ass!" as her fingers captured her nipple and gently rolled it.

The tingles as her hardened nipple rolled between her fingers went straight to her moistening pussy. Her hand slid slowly up her thigh to rest between her legs, her finger searching for the hardening nub of her clit through the silky fabric of her pants and panties.

"Shit, what if John comes walking in? I should go upstairs to Maureen's room..." and she rose, silently padding softly on the carpeted stairs in her bare feet as she took each stair. She could still hear the moans of the girl downstairs...

"ohhhhhh yeah, touch me there... circles... please press there... ohhhhh..."

"well" thought Mary, "John apparently takes direction well, but I'm kind of surprised he needs it"

A she silently slid down the hall she noticed John's door was open... and she could hear the voices from downstairs. She'd never really thought about it before but John's room had the perfect view to the patio beside the pool. "No, I couldn't" she thought to herself.

"why not?" said the evil voice in her head. "Just watching can't be bad can it? I mean he's 20 years old, not bad looking at all, always has good looking girlfriends... Why Not?"

And she slid slowly into the room. John's ass clenched rhythmically as his hand slid up and down his length. His back was to her and he was apparently concentrating on what was going on down by the pool, never noticing her entrance. She could see his arm moving, and his ass clenching in the semi darkness. "He couldn't be! He IS! He's masturbating! He's watching them have sex and he's... masturbating while he does it!"

She stood still for several moments watching him, his arm moving slowly. She listened as his breathing changed and her hand found its way to her clit once again. She wanted to rub her breasts against his back, wanted to feel that hardness he had in his hand, wanted to cause the pleasure that his quiet moans signaled. She slid up slowly behind him and the first he noticed she was there was when he heard her sigh... "hmmmmmmm... Looks like Johnny's got a show going on..."

John Jumped. Physically jumped, feet leaving the ground with the worst "OH SHIT!" feeling raging through him. "um uh Aunt Mary! What are you doing here!" he asked. The best defense being a good offense of course always sounds like a good plan. "oh god Aunt Mary please don't tell mom..."

"SHHHHH!" She whispered in that stage whisper that probably carries further than if she'd just said shut up. She nodded her head to the couple preparing to mate on the patio. John's raging hard on had gone down almost as if the switch had been turn off. He looked at Mary and noticed the loose shirt, the braless look that he had come to expect from her, the pure lust in her eyes as she looked down at the patio. "don't stop what you were doing on my account... I mean that's perfectly normal for a 20 year old guy, and what guy wouldn't be... with that going on."

John looked down and couldn't help but feel a tingle as Amber slid down Bob's body. John watched as she licked Bob's cock like a Popsicle. He could see her tongue swirling around the head. Watched as her lips traveled down his length, her hesitation as she adjusted her lips to take more of him, her hand wrapped around the base. Bob's head was laid back as Amber's hair fell down to cover the detailed motions that were indicated by the wave of her hair, head beginning to bob up and down.

"That looks good." Mary whispered in John's ear as he felt her breast rub against his back. He could feel her hard nipples against his back, could hear her breathing change as he watched. He felt like he was having an out of body experience as he stood there and watched his friend receive such enthusiastic head from Amber, while feeling the woman he had fantasized about for the majority of his post puberty life rubbing her hardened nipples against his back. He was essentially speechless, probably a good thing while spying on the mating couple below. He had achieved a level of hardness that astounded him. He was sure he could cut glass, drive nails, and pop if he didn't get relief soon.

"aren't you gonna, well, umm aren't you?" Mary asked. It took a moment for John to figure out what Mary was talking about.

"Here? Now? In front of you?" John stammered.

"Not quite in front of me dear..." Mary whispered with a giggling lilt to her voice. "how about with me..." and the smile John saw reflected on her face was one he'd never seen before. A mixture of absolute lust, mixed with generous portions of uncertainty and, well that old time love that he'd felt from Mary for as long as he could remember.

He reached out slowly, his hand moving as if of its own accord. He couldn't actually believe he was doing it as it moved, his mind in slow motion, but the look of rapture on Mary's face as his fingers gently slid over her nipple almost made him cum. Right then, right there with no additional stimulation.

"ohhhhhhh fuck that feels good John..." as her head fell back. John was trying to watch everything all at once. He watched her eyes roll slightly back in her head, her head fell back and he marveled at the firm lines of her jaw, the tendons of her neck, her collar bones, her almost blonde hair hanging down over her shoulders.

"John... watch..." she said and again nodded out the window. When John looked down Bob was preparing to slide into Amber. She was laying on her back with her legs around Bob's waist, her hands on his ass, fingers digging into his skin. John was wondering if he had done the right thing. Typical mixed signals, did Mary want John, had he done the wrong thing touching her?

"watch" she said. John watched as Amber's head fell back and she let out a loud moan. "He just slid into her... I love that feeling when a hard cock first splits my lips and slides into me..." Mary whispered into John's ear. "ohhhhh..." Breathy, whispered half sigh half moan. He still felt Mary's breasts against his back, moving rhythmically and he reached down and again took his member into his hand... Mary's chin resting on his shoulder.

Bob was thrusting into Amber. His ass clenching rhythmically, hard fast thrusts. "Going to... ohhhh! Going to cum!" Bob exclaimed...

"wait for me!" Amber almost screamed, her head thrown back almost a blur as Bob sped up. "pleeeease wait for me, fuck me fuck me..."

Bob's ass clenched hard, once, twice a couple of stutter pumps then fell still. "ohhh please don't stop please, please..." and John watched as her legs clenched around Bob and her fingers dug deeply into her ass.

"She wants to cum so bad... god I find that so fucking sexy" Mary whispered in John's ear. John watched as Bob slid up off of Amber, full condom hanging off the end of his cock, he could almost see the moisture glinting in the light from Amber's exposed pussy. Her hand reached down and John watched as her fingers slid in circles over her clit, faster her legs splayed wide, two fingers sliding in. Her head was back, her whole body tense and John could see she was so close. The expression on her face was one of frustration, concentration, her eye brows clenched, her lips pursed. And then she came.

Her face took on a look of rapture, a smile, relief, what John figured his face looked like when he finally made it to the rest stop after passing the rest area he probably should've stopped at only to find it was 60 miles to the next rest area. Amber positively glowed as she came. Her head jerked forward, her breasts jiggled with each wave of pleasure as it raced through her body, slowly falling back with her mouth wide open, her pink nipples hard little pebbles on the pinnacle of each breast. Her back arched, with her head well back, body again tensing and John knew she was rising to another peak.

Her legs clamped shut on her hand but he could see the muscles under her skin as she continued to stimulate her clit, with Bob standing there watching, almost as if he was half interested. He saw Amber in a new light as her orgasms slowly wound down and her eyes finally opened again.

"You shit!" was her first comment to Bob who had reached to grab his pants. He shrugged his shoulders as he pulled his pants up over his knees. Amber had jumped up and was holding her shirt to her chest, her body held in a self conscious pose.

"God!" Mary whispered in John's ear. "Have you ever seen anything so sexy? Did you see her cum? Ohhhhhh... I'm getting close John." And he could still feel her chin on his shoulder, with her arm moving rhythmically against his back. He knew she was still rubbing her clit. He wanted to turn and take her in his arms, but was still unsure as his hand continued to slide up and down his hard tingling cock. He felt like he was so close to cumming but just couldn't quite go over the edge.

Mary pulled away from him and he turned to look at her. "we can't do this you know..."

"I know... but it sure would be fun" John replied.

"Are you going to cum John?" Mary asked with a far away look on her face.

"Probably, soon,"

A quiet whisper came from Mary's throat, "can I watch you? Please?"

"You want to watch ME?" John was surprised.

"Its been so long since I've been with a man John. I'm sorry..." Mary looked as if she was close to tears. John loved this woman so intensely, always had, he guessed.

"No no no, Don't be sorry Mary, I'm just surprised, well... that you'd be interested in me... I mean, I've always been a, well a boy to you..."

"have you ever thought about me?" the intenseness of this conversation had deflated his cock, the paranoia, the hopefulness beating in John's chest over taking John intense need to cum, for the moment.

"Mary, I've dreamed of touching you since puberty, You have been the primary fantasy I've always had, I just... well I thought you were untouchable, that you'd never have any interest in me."

"Nothing could ever come of this, I mean your mom is like a sister to me, what would she think?" Mary asked.

"She doesn't have to know" John said with a slight giggle.

"So are you going to? I mean now?" Mary asked.

"am I going to what?" John asked obtusely.

"are you going to make yourself cum?" Mary said with exasperation starting to creep into her tone. They stood there in silence as they listened to Amber continue to hammer Bob... "you selfish shit, you could've at least helped a little. That's great wham bam thank you mam? You unmitigated prick!" and they heard Bob shuffling out of the house to be followed by Amber's angry door slam.

"I... well, I was going to... after they left... I guess" John continued. He'd never masturbated in front of a woman before, never stroked his cock in front of a woman before. "I... I... uh I really don't know what to do now..."

"Well the show ended, so maybe you should lie down on the bed." Was Mary's suggestion.

They heard the door open and shut again. "I should go down and see if that's Bob. He'll come looking for me." and John zipped up with some difficulty as he walked out of the room. John was surprised to see his mom Maureen standing at the bottom of the stairs.

"Hey mom. Have a good time?" he said a little louder than was necessary. He walked down the stairs trying to get his mom into the living room so Mary could sneak out of his room.

"Not really. Mary didn't seem to like Dan too much. She left a while ago and I was worried about her. I just checked her house and she's not there."

"Oh she's up in your room, she came in a while ago."

Mary came walking down the stairs and John watched her breasts move under her shirt as she walked. He was just thinking of what could've happened, both good and bad if his mom had been fifteen minutes later. The feeling of PHEW! Only slightly abated by his excitement from his almost experience with Mary.

"Maureen! What rock did you dig that guy up from? What an ass!" Mary launched into Maureen, I guess we're back to a good offense as the best defense thing.

"I never knew he was such a jerk Mary, I'm really sorry" Maureen said as they walked into the living room.

John turned and walked up the stairs to his room. As he laid down on the bed he was thinking of the evening. He could've never dreamed up anything like this! He marveled that Bob could do that to Amber, he was a dick. And john thought about Mary's nipples, how they felt between his fingers as he so briefly rolled it between his fingers, and he thought about how angelic Mary looked when those rushes of pleasure raced through her. He began to stroke his once again hard cock. His thoughts focused on Amber's face when she came, how much she had let her self go, how tight her breasts where in the throes of orgasm. He was close with his cock leaking precum and lubricating his hand.

He thought of Mary standing behind him, how her chin felt on his shoulder, how her hard nipples pressed against his back as she rubbed her clit. The few sounds of her pleasure he got to hear before Bob let them all down. But when he thought about how she looked when she asked to watch him cum the tingles peaked, racing up the length of his cock, he felt every pulse as his cock shot streak after streak of his pearly white cum into the air, to land on his stomach and chest, his entire body as tense and hard as his cock.

As he came back down, still tingling with the aftershocks of his incredibly intense orgasm, with the rapidly cooling pools of cum beginning to form streaks as they rolled down his sides to the sheet of his bed, he thought about Mary. "I'll never get another chance like that. FUCK!" after quickly grabbing a towel and wiping himself down he rolled over and dejectedly fell into a deep slumber.

The next morning as John rose to go to work early, the dried remnants of his cum proved that last night had really happened. Shit! I was out of it!" he thought, "I didn't even hear Mary leave or mom go to bed." And he walked down the stairs.

Mary was sleeping on the couch. He stopped to look at her, her almost blonde silky hair tangled, partially covering her face. Still wearing the shirt she had on the night before. His cock gave a little tremor when he recalled touching her the previous night.

"Mornin John" Mary mumbled.

"Sleep well?" John asked.

"No" Mary replied. Her voice fell into a conspiratorial whisper... "and its your fault"

"My fault? I don't think so! How could it be my fault?" John asked.

"Come here..." and Mary patted the couch. As John sat down she said "We can't leave it there John. Feel this..." and she reached out and grabbed John's hand. She slid it slowly up her leg to her pussy. John felt her lips, pouty, incredibly wet, her sparse hair was drenched, his finger slid into her opening, which was surprisingly tight around his finger.

"All I could think of and dream of last night was you cumming. Did you cum? Did you think of me?" she asked as she pulled his hand out looking up the stairs to make sure Maureen wasn't coming down the stairs.

"Yes I did..." John said shyly, head hanging. He'd never admitted to a woman that he masturbated before, let alone admit he masturbated thinking of her.

"We have to work something out John. I don't know why but you excite me. It can't be here, it can't be where we're known, and it can't be anything other than a couple of adults having some adult fun. If you can agree to those conditions we'll work something out," and she dropped her eyes, looking at John with those brown eyes, but with an expression of self doubt, "unless... you don't want to."

"Oh, I want to more than you'll ever know!" John replied as he slid his hand to her breast, taking her nipple between his fingers once again, then standing and walking to the door. He turned and looked at her, for what had to be five seconds but felt like an eternity to Mary, his eyes just seeming to soak her in, then turned and left.

Mary and John met at the hotel at the town 50 miles to the west of home. Mary handed the key to John as they walked up the stairs. "I want you to know that I've never done this before." Mary said to John.

"That makes two of us." John replied in his typical aloof manner.

He opened the door to the room and reached in and hit the light. A very nice room John wondered how much it cost as he walked over to the couch.