Staying at my aunts she babysits

I was 12 when I had to stay with my aunt and I remembered her well from the past. Mom and dad had to go to funeral out of town for 2 days. I was interested to see what it would be like with her alone. When she came in she seemed angry about something so I was cool and stayed away waiting to eat WelI I was eating when I dropped a glass and it broke this sent my aunt off and I was scared what she would do . I had to clean it up and then she told me to go watch tv and leave her alone. I sat for some time and soon started snooping around when she came in and caught me in her desk ,she didn't like that much and told me to set down . I sat and she told me she had to go out and didn't want me in anymore trouble so she told me to undress everything even my shorts . I loved it and stood naked while she picked up my clothes and went upstairs and got my bag with the rest of them. I was confussed and wanted to know what she was doing with my stuff. She said she was locking it up so I wouldn't go anywhere while she was gone. I was happy that I was naked but wondered what was going to happen next.
After a couple hours I was very bored and called my friend and told him what had happened and he thought it was exciting as hell. I told him it was but I was a bit scared to not knowing what was next. we sat talking bout the different things that she could do with me. I got turned on and started to get very turned on and told Dennis I was had as a rock and laughing. He was 5 miles away and he wanted to come by to see what was going on and be part of it so I said yes ,he and I had jacked off together before and I didn't care if he saw me. I took about half an hour and he was knocking on the door ,I answered it opening the door naked as a jay bird and he laughed at me asking if I was glad to see him since I had a hard dick. We both laughed and I let him in so we could talk I loved being naked with anyone and it kept my dick hard I even paraded around the room naked showing off my erection.
We were sitting talking when the door opened and my aunt came walking in on us with her jaw open and staring at us. I told her he had stopped by to keep me company and I told her he didn't mid that I was naked we had seen each other in gym class nude.. She lightened up and asked why I was hard sitting there was I doing anything with my friend or just horny.. I told her we talked about how I liked being naked and always got hard like this and with her here looking it only got worse for me. She broke out in laughter then told me it wasn't fair that my friend was dressed and for him to get undressed to so she could see if he was hard also. It took a little coaching but he finally got naked too and he was hard to just like me.
she stood up and walked around they room and decided that I should next to my friend if we were really good friends and make sure our legs were touching . WE both got quiet and I slid over next to him his dick went limp and he giggled and I laughed at him. My aunt didn't think it was funny and told me to grab his cock and make him hard again. I was nervous as hell but excited to hold his cock and gladly did as she said and he did get hard again so I let go. My aunt wanted to know how I felt bout holding my friends dick and did it turn me on. I told her I liked it just fine and it did turn me on . Now she looked at him and asked how much he liked it since he got hard with my fingers on his dick. He said we had done that before and even jacked each other off I tried to stop him but failed I could see this was turning my aunt on and she left the room and said she would be back in a minute. I told Dennis what she was probably going todo and he was fine with it and wanted to know if I thought she would get naked to so we could see her. She returned and we both were stunned she was in her teddy bare legs and we could see her tits it was so see-through. My aunt sat down again and we stared at her like two horny dogs in heat wanting to rub our cocks . She looked up and told us how horny we looked and said I should grab his cock again and stroke him for her to watch and when she liked it she said for him to take my cock and we had to jack off each other. It was so hot I know I liked playing almost naked with his dick while I watched my aunt sitting there almost naked. we played for a while then she smiled and asked me if I had ever put my lips on his cock before, I told her no not even close. She told me get ready for a new experience and to put his cock in my mouth. I did and she told me to start sucking him and see how long he would last and she wanted to see him cum so not to suck when he was ready to cum. I did and Dennis didn't last long before he said he was going to cum and my aunt told me to jack him and let it fly. I did and he did cum a bunch before he layed back panting telling us how fucking good it felt. My aunt began to rub her pussy inside her panties and told him to grab my cock and jack me off now for her to watch, I stopped him and asked her to take off her panties and top so we could see her naked while he did me. She didn't say a word just stripped for us and sat naked with her legs spread apart. I was so fucking hard it seemed like I would cum right then without his hand on my cock. I didn't and I grabbed his hand as I looked at her rubbing her pussy ,so do Dennis we both wanted to see her masturbate and I saw he was hard again and I reached out and took his cock and jacked him as I stood up and pointed my cock at my aunt with him stroking me .I lasted only a minute or two when I shot cum some even hit her leg and Dennis began with his dick again and cum again too just not much but I am sure it felt good. I stood staring at her with my cock still hard in my hand as she rubbed fast and hard until she started to cum like we did. It was awesome for 2 guys 12 to have done this and seen a full grown woman get off with us. She was silent for a few and then she spoke to us saying she probably shouldn't have done that but she couldn't resist herself. Then she asledus not to tell anyone about what happened there today ,we agreed and thanked her for the best time we ever knew
Published by philly789
7 years ago
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24
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hottvcarole
Hope you all three got to play again 
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Really hot and exciting 
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Hot experience
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nikkistn787
Great story
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welder123
Awesome experience 
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lacelicker
great experiance.
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hrdguy01
Fuck i need a friend and aunt like that... 
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Fedhill49
Very Sexy Lady… True Story?
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superb
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pete1233333
very cool. this kind of things happens alot and way the hell not!
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Everyone would should have an Aunt like that. I know Frank and I both did.
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raiderhockey
Wow!  I wish I had something happen like this!
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Very hot!
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You should have bribed her, saying you wouldn't tell anyone if you let your but and you fuck her. or at least have her suck you guys.
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Great story; I wondered if you were going to give your dick its first taste of pussy!
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love it.
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I love stories like this!
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Wow, got me rock hard
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very exciting
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th7vees
Great story.
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shorty5354
That was a very hot story thanks
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good story
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mountainman1011
got me hard too
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My favorite aunt liked to kiss and touch when I was a teen. I miss her little games. Awesome story, got my dick hard!
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