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Message-ID: <30259asstr$989694601@assm.asstr-mirror.org>
From: "Davidb234 ." <davidb234@my-deja.com>
Subject: {ASSM} {RP}Happy Families Part 3/8.(Mf,MF,Ff,Exhib,Teen,1st,    Inc,Oral,Shower,Cons)
Date: Sat, 12 May 2001 15:10:01 -0400
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<1st attachment, "Hapfam3.TXT" begin>

{RP}Happy Families Part 3.
(MF,Mf,Teen,Inc,Cons,Oral,Mast)

This work is the intellectual property of the author davidb234 
and he claims the copyright. It may be posted or archived to any 
free site, but not to any commercial or pay site or organisation, 
without the authors express permission.
Check out my archive at:-
http://www.asstr-mirror.org/files/authors/davidb234
XxxxxxxxxxxxxxxxxxxxxWARNINGxxxxxxxxxxxxxxxxxxxxxxx
This is a work of adult fiction and contains descriptions of 
sexual acts between consenting adults and others. If you are 
under the age of consent where you reside delete this file 
immediately. If it is illegal to obtain this sort of material 
where you reside delete this file immediately. 
Otherwise read and enjoy!
Xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx
HAPPY FAMILIES 
Part 3
More Sisters.
Frankie and Kelly.

I got home on Thursday evening to be told by Meg that our niece 
Frankie would be staying over on Friday night. This was to be as 
much a try out for her as anything else because Sandi wasn't sure 
if she was ready for any real sex lessons. It would be different 
with Kelly, her big sister, she was turning into a real beauty 
and having a hard job putting off dating some of the more 
persistent boys from school. "Sandi asks that you take things 
slowly with Frankie, David darling. It wouldn't do to put her off 
sex all together" said Meg as we sat on the sofa after dinner. As 
Meg lay against my chest I gently caressed her firm rounded 
breasts with my hands inside her shirt and bra. "What do you 
suggest I do then Meg darling?" I asked as I cupped one breast in 
my hand. "Well darling, what you're doing to me right now feels 
pretty good. Why don't you give her a pretty hot make out 
session, you know lots of heavy petting and hand jobs all round. 
I know I'd have like that at fourteen, especially from a dishy 
uncle like you." 

The following afternoon Meg brought Frankie home with her from 
school, and they fiddled about in the kitchen preparing dinner 
while I finished off my work in my home office. I was just 
finishing my backup when Frankie came in and after giving me a 
soft sweet kiss hello said "Aunt Meg said to finish off and come 
down for dinner Uncle Dave. She'll be dishing up in a couple of 
minutes." Frankie waited for me to finish what I was doing then 
we walked downstairs hand in hand to the kitchen where dinner was 
being served. When we were done Meg told Frankie to take me into 
the Den and she'd bring us all a cup of coffee when she'd stacked 
the dishwasher. As I sat on the sofa Frankie came and sat beside 
me, cuddled up close and with a huge sigh lay her head on my 
shoulder. I slipped my arm round her shoulders and hugged her to 
me, then said "Frankie darling, have you been speaking to the 
twins at school this week?" She nodded her head "Hnn... yes I 
have Uncle Dave, why?" "Oh, well I just wondered if they told you 
anything special, that's all?" I replied softly. 

"What, you mean about you fucking them silly. Oh yes, they told 
me that, why, do you want to do the same to me?" "No Frankie 
darling, that's something you have to want to do, it's not for me 
to want it for myself." Frankie suddenly sat up and turned to 
face me, taking my hands in hers and looking me full in the face. 
"Oh I'm so glad you feel that way Uncle Dave. You see, I don't 
think I'm really ready for anything like that just yet. I 
certainly don't go drooling over boys like Kelly does. And anyway 
I don't know what to do when I'm with a boy anyway" she said all 
in a rush. I nodded my head wisely, "Mmmm.. I suppose it is a bit 
awkward the first time you're alone with a boy you like. 
Especially if you don't know what he's likely to do, or want you 
to do. What have your friends told you to do?" Frankie blushed 
pinkly and looked down at her hands as she fiddled with her 
fingers in her lap. "Well, all sorts of things, some of them 
sound really weird, and some positively yucky. What did you used 
to do when you dated girls Uncle Dave?" 

"I'll tell you what your Uncle Dave used to do Frankie my dear" 
said Meg as she came and sat beside her. "He used to make the 
girls he was with feel they wanted to go out with him again. I 
know that's what happened when he took me out. Boy did he know 
how to make a girl feel good!" Meg smiled at Frankie as she 
continued "Frankie my dear, if you want to know what it's like to 
make out with a guy, you should ask Uncle Dave to teach you. 
It'll also make you popular with the boys you do make out with 
because you'll be teaching them a thing or two." Frankie looked 
at Meg for a minute then said softly "Won't you mind if he does 
that for me Aunt Meg?" Meg shook her head, "Of course not 
darling, why do you think I told your mother you could come and 
stay with us?" Frankie blushed again, then said to me "And we 
don't have to... you know?" I shook my head, "No darling, we 
don't. All we'll do is make out and do some heavy petting if 
that's what you want." Frankie nodded her head vigorously, "Yes 
please Uncle Dave, that's all I want if you don't mind", and she 
came and sat on my lap and hugged me tight as she kissed me 
tenderly on the cheek. Meg got up and said she would leave us 
alone for a while. She then bent down and whispered something to 
Frankie before leaving the room and closing the door tight shut. 

To make things as real as possible I found a movie on cable, put 
the main light off and sat back on the sofa beside Frankie. As we 
sat there watching the movie I slipped my arm round Frankie's 
shoulder and allowed my hand to fall down and cover her breast. 
As I touched her I felt her tense up for a moment, then relax as 
I made no further move. A few seconds later I lowered my head and 
whispered "Kiss me Frankie darling." Immediately she lifted her 
face and looked at me before pursing her lips and closing her 
eyes as I touched my lips to hers in a soft loving kiss. "Oh Gee, 
that felt good" she gasped when I lifted my head once more, "Can 
we do it again please Uncle Dave?" We did, this time for longer 
and with me gently increasing the pressure of my hand on her 
breast as our lips were touching. "Mmmm" she murmured "That's 
even better" and lay her head back on my shoulder as she wiggled 
her bottom as she felt a wave of pleasure ripple all through her 
young body. 

By now my hand was busy stroking and caressing her breast, and 
she soon moved her body round so I had access to both. That's 
when I moved also and she found herself laying back on my chest 
and me passing my hands over her shoulders and cupping both 
breasts in my hands. "Hnn... that's wonderful Uncle Dave" she 
sighed as I gently squeezed her soft but firm mounds in my hands. 
Then she lifted her own hands and began to undo the buttons of 
her blouse to allow me access to her naked body. The instant I 
touched her bare flesh Frankie gave a loud gasp of pleasure, and 
when she felt me lift her bra cups off her breasts she curled her 
body up tight to make it easy for me. That's when Frankie began 
to really enjoy herself. All I heard for some time was her gasps 
and moans of pleasure, some soft but most quite loud. Some were 
even screams at the end. The instant I placed my fingertips on 
her naked breasts Frankie was moaning. As I spiralled them up and 
round her firm rounded mounds she sighed with pleasure. When I 
first touched her nipples and gently pinched them between finger 
and thumb she got very vocal, and I had to bend down and kiss her 
to try to silence her somewhat. I stroked, caressed and squeezed 
Frankie's breasts for about ten minutes, enjoying myself almost 
as much as she did. Then she surprised me, and herself as she 
suddenly screamed out loud as she climaxed under my caresses. 

I held Frankie tight to me by crossing my arms in front of her 
and cupping both breasts in my hands. When she had regained her 
breath and relaxed in my arms I whispered "Well Frankie darling, 
what brought that on, I thought you weren't interested in sex?" 
Taking a deep breath and giving a deep sigh Frankie turned her 
head slightly and said "That was Aunt Meg's fault, Uncle Dave. 
She told me to think sexy thoughts when I started to enjoy you 
touching me. It sure worked, didn't it?" I kissed her on the 
cheek as I said "And did you enjoy me touching you darling, I 
could see you enjoyed your sexy thoughts." Frankie giggled, then 
said "I suppose I have to say yes, Uncle Dave. It felt strange at 
first, having your hands on my titties I mean. Then it started to 
feel nice. Then I felt all sort of gooey all over, especially 
between my legs. Then I sort of felt all hot there too, and 
suddenly it felt like I was exploding in my tummy and my cunny 
all at once. Was that the same as a cum, Uncle Dave?" "Yes 
darling" I said softly, "It was an orgasm, that's the same thing 
as a cum. Would you like me to show you another way of having the 
same thing happen to you?" Frankie nodded her head as it lay on 
my chest, "Oh, yes please Uncle Dave. You're not going to fuck me 
are you?" she asked fearfully. "Oh, no my darling, that's the 
last thing I intend to do to you. I promise to make you enjoy 
tonight without us actually having proper sex, all right my 
love?" by now I was kneeling beside the sofa, having laid Frankie 
full length and placed her head on a cushion for comfort. 

"Now, Frankie, I want you to promise me you'll trust me not to do 
anything that will hurt you, can you do that darling?" She turned 
her head to me and said "Oh, yes Uncle Dave. I know you'd never 
do anything to hurt and of us girls. Jenny and the twins told me 
that ages ago." "Right, I also want you to think real hard before 
you say the word NO. If you really don't want me to do something 
I've started, don't say NO, say 'Elephant', all right?" This made 
her laugh but she said "Yes, OK Uncle Dave, if you say so. Don't 
say NO, say Elephant. But why?" I smiled at her, "I'll tell you 
later on darling, just trust me on this. If you say Elephant, 
I'll stop what I'm doing, OK?" "OK" she replied and closed her 
eyes as she smiled once more at my strange ideas. I kissed her 
tenderly on the lips as she lay there then whispered "Keep your 
eyes closed darling, and think the thoughts Aunt Meg told you 
about, I'll do the rest." I then kissed her once more on the lips 
before moving my lips down her face, over her chin and on to her 
throat. This brought a gasp from her lips, then a louder one as I 
moved down to kiss her between her firm rounded breasts. From 
there I moved my lips round the base of them both, then up each 
one in a spiral, stroking her soft warm flesh with my tongue as I 
moved my lips up to her nipples. As I placed my lips on her 
nipple for the first time Frankie gave a loud cry of pleasure and 
thrust her chest up to meet my kiss. At the same time I was 
lifting the hem of her skirt above her waistband, and placing my 
hand on her cotton panty covered pussy. This made her sigh "Ohhh, 
yeeeessss..." as she lifted her hips to increase the pressure of 
my touch. 

Suddenly Frankie found she was being aroused from both ends at 
the same time. I didn't have a chance to get my hands inside her 
panties, just press my lips to one nipple, and rolled the other 
between finger and thumb. This was more than enough to bring her 
to another crashing orgasm, and this time she screamed out 
"I'mmmm cuuummmiiinnnggg Uncle Dave, I'mmmm 
cuuummmiiinnnggg...... ." Frankie then went stiff as a board, her 
back arched like a bow and she thrust her hips up against my hand 
all at once before collapsing back on the sofa and fainting as 
she experienced the most intense orgasm of her life. By the time 
I heard the door open and Meg come in to see what was happening, 
I was sitting beside the sofa, my head resting on one hand and my 
other hand caressing Frankie's naked torso from waist to neck, 
lingering over her wonderfully firm breasts and their hard 
swollen nipples. "Well, that was a lot of noise for a girl that 
didn't want anything to do with sex. I see you haven't even got 
her panties off yet, what's taking you so long David darling?" 
Before I could answer we heard a tiny voice say "Aunt Meg, I 
didn't hear you come in, I must have closed my eyes for a minute 
or two." 

Meg leaned over the back of the sofa and looked down on Frankie, 
smiled and said "Well Frankie darling, I wouldn't wonder at that 
to be honest. Any woman that had an orgasm that intense would 
need to close their eyes for a couple of minutes, some would even 
go to sleep as well." Frankie looked up at her in astonishment, 
then said "I didn't, did I?" Meg nodded, "Well yes my love, you 
were out like a light when I came in, and Uncle Dave was sitting 
there wondering what to do next. I know what I'd want him to do, 
and that is to show me yet another way to have an orgasm. Would 
you like to try it?" Frankie smiled "It won't hurt will it Aunt 
Meg?" Meg shook her head, "Oh no darling, it certainly won't 
hurt, I can promise you that. Now, take off your panties, unless 
you'd like Uncle Dave to do it for you?" Frankie said nothing, 
just looked at me and smiled. I hooked my fingers in the 
waistband of her underwear and began to pull them down over her 
bottom when she lifted her hips and allowed me to whip them down 
her thighs and off her feet in a single movement. Instinctively 
she snapped her legs tight together and closed her eyes so she 
couldn't see me looking at her down covered pussy. I bent down 
and placed a soft warm kiss on her mons, then gently pushed my 
hands between her legs and try to ease them apart. "Relax Frankie 
darling" said Meg softly, and slowly I felt the tension going as 
she did as she was told. 

When I'd got her legs wide apart I said softly "WOW, that's so 
beautiful" and ran my fingertips over her pussy with a stroke as 
light as a feather, making Frankie twitch as she felt me touch 
her skin. What made it even better was the fact her lips were 
soaked with the juices of two orgasms, and as I breathed in her 
heady aroma I got a tremendous erection that began to pulse and 
twitch in my pants. I managed to ignore my own needs for a 
moment, and lowered my head between her thighs and placed my 
mouth on her pussy, covering her lips completely as I thrust my 
tongue between them and began to wiggle it about inside her 
vaginal opening. This made Frankie scream and clamp her thighs 
together. I managed to force them apart so I could breath once 
more, and I held them still as I moved my mouth up a little so I 
could thrash my tongue on and around her hard swollen clit. 

It took literally seconds for Frankie to reach another climax, 
this time she didn't seem to know what she wanted because as she 
began to react to her orgasm she cried out "Eleph...... NO, NO, 
NO, don't stop, No don't stop, don't stop, I'mmmm 
cuuummmiiinnnggg, I'mmmm cuuummmiiinnnggg......" and once more 
she fell into a dead faint, collapsing on the sofa, only 
prevented from falling on to the floor by having her legs clamped 
round my neck. Meg looked down at us for a moment or two then, 
with a chuckle went out, returning a couple of minutes later with 
washcloths and towels with which to clean up Frankie and I. By 
the time Frankie regained consciousness she was clean and dried, 
with her panties replaced, and her blouse buttoned up, although 
Meg had removed her bra, in anticipation of another treat for 
her. Meg had also provided me with a cup of coffee, and could 
also offer Frankie a glass of milk when she managed to sit up. As 
she drank her milk Frankie stared at the wall opposite the sofa, 
appearing not to actually see anything at all. It was some 
minutes before she gave a deep sigh and a tremor rippled through 
her body as she lay back against the cushions on the sofa. 

"Well Frankie" said Meg softly as she sat beside our niece, "What 
do you think of Uncle Dave's substitute to sex?" "If that's the 
substitute Aunt Meg, what's the real thing like?" Frankie 
replied. "Different darling, a little better in some ways, and a 
little different, why, changing your mind, my love?" Frankie 
shook her head slowly, "I think I'd like to try some more of this 
first Aunt Meg. Just so long as I can practice it with Uncle Dave 
before I try it on a boy, that is." Meg chuckled "Of course you 
can darling, after all you still have to learn what you can do 
for a boy after he's done something like this for you." Frankie 
sat upright, "Oh, I forgot about Uncle Dave didn't I" she gasped, 
"How do I make him have an orgasm Aunt Meg. Will you show me 
please?" Meg took the empty glass from her, kissed her lightly on 
the lips and said "Of course I will darling, it would be my 
pleasure." Having disposed of the glass Meg stood in front of 
Frankie and began to undo her blouse, "The first thing we have to 
do is take off all the clothes we can, down to our panties. This 
will stop them getting messy in a few minutes." Frankie stood up 
stripped of and stood beside Meg almost before Meg was down to 
her panties herself. 

"Right, now you get to take Uncle Dave's pants and shorts off" 
Meg said with a grin. By this time I was laid out full length on 
the sofa, so Frankie dropped to her knees beside me and quickly 
ran my zipper down and tugged my pants down over my feet. That 
left me in my shorts, which were tenting quite nicely, and 
actually gave Frankie some difficulty getting the waistband over 
my hard erect manhood. Meg came to the rescue and Frankie giggled 
when she saw Meg press my cock down to my stomach with her hand, 
allowing Frankie to whip them of my legs. "Oh, WOW" gasped 
Frankie as she saw my erect member for the first time, "It's 
huge... and it's throbbing, does it always do that Aunt Meg?" "Oh 
yes Frankie, it always does that, especially when there are two 
women paying attention to Uncle Dave." Frankie giggled and 
watched as Meg sat beside the sofa and leaned her arm over my 
legs a few inches away from my flagpole imitating penis. Frankie 
did the same, although she leaned across my lower abdomen, 
pressing her left nipple into my side just above my right hip. "I 
suppose this is going to be one of those yucky bits my friends 
told me about, isn't it Aunt Meg?" asked Frankie. Meg smiled "Oh, 
no darling, I don't think it's at all yucky, in fact I love this 
bit, so does your Mom, and most of your aunts. If you don't want 
to try it darling, just say so, and I'll just show you, you can 
get dressed and sit in a chair." As with most women, tell them 
they don't need to do something, and they'll go and do it, so it 
was with Frankie, she sat there and said "Oh, well, I suppose I 
could try it once, then if I don't like it, I just won't do it 
again." 

That's when Meg began to do her bit of extra curricular teaching, 
and jolly good she was too. She showed Frankie how to take me in 
her mouth, how to use her tongue, and how and when to suck on an 
erect prick. She explained how to gauge when a guy is about to 
cum, how to hold him back and how to bring him on. The last bit 
was the most practical part, because by then I was so close to 
orgasm that the instant Frankie took hold of my cock to do as Meg 
had showed her I cried out "I'm going to cum Meg darling, I'm 
cumming any second, I'm cumming NOWWWW!". That's when Frankie got 
her biggest surprise of the evening and caught a face full of hot 
sticky semen. She had her face over the head of my pulsating 
penis as she slowly moved her hand up and down the hard hot 
shaft. As the first gobs of cum splattered in her face Frankie 
moved back out of the way. Unfortunately she was still holding my 
cockshaft, and pulled it with her, still shooting wads of cum, 
this time all over her chest. By the time she released her grip 
on my cock all I had left was a dribble, and Frankie gasped out 
loud as she saw Meg lower her head and take my shrinking penis 
into her soft warm mouth, then suck hard and noisily as she tried 
to get the last few drops from me. As Frankie sat back on her 
heels Meg turned to her, held her by the shoulders and said in a 
husky voice, "Hold still Frankie darling, let me clean you up a 
bit." Frankie froze, and suddenly found Meg was licking her face 
clean of my semen as it slowly trickled down her nose and cheeks, 
over her lips and dripped off her chin on to her chest and 
breasts. 

"How can you do that Aunt Meg" cried Frankie as Meg sat back 
licking her lips. "Have you ever tried it Frankie darling?" asked 
Meg with a grin. Frankie shook her head, "Oh, no, it's definitely 
the yucky bit I've been told about. I couldn't think about 
touching it let alone swallowing it." Meg put out her hand and 
gently rubbed it over Frankie's right breast, coating her 
fingertips with a great gob of my cum. First of all she licked 
one finger clean then held her hand out to Frankie for her to 
try. Frankie shook her head a couple of times, then, seeing Meg 
was smiling at her, closed her eyes, pushed out her tongue and 
leaned forward to touch it to Meg's fingers. Meg placed her 
fingers on Frankie's tongue then slowly pressed it into her 
mouth, coating her tongue, lips and teeth with as much cum as she 
could wipe on them. Frankie instinctively closed her mouth, and 
as Meg pulled her fingers out Frankie found she was sucking them 
clean. After a short pause while Frankie licked her lips and 
sucked her tongue, Meg found herself being kissed as Frankie said 
"I'm sorry Aunt Meg, you were right, it isn't yucky. I quite like 
it to be honest" and she began to scoop up what was left on her 
titties on her fingers and suck then clean, with a good deal of 
relish. "Don't waste all of it like that Frankie darling" said 
Meg, "You might like to try rubbing some into your face. They say 
it's a wonderful skin cream, and helps keep spots away." Frankie 
giggled at this then said "It's a wonder it's not available in 
beauty salons then. I'm sure they could find plenty of guys 
willing to spray it on the women customers." 

I stood up, put my shorts back on and said, "How about we go and 
have a shower together before we go to bed. I feel all sticky, 
and I'm sure Frankie does too." Frankie had her last but one 
treat of the night by washing me down from head to toe, then 
drying me off with a warm fluffy towel, then having me do the 
same for her. Her final treat was when Meg told her to come and 
sleep with us in our bed. This made her blush bright red, but she 
still accepted, and climbed in and lay beside me, wrapped in the 
circle of my arms. After kissing me goodnight Frankie snuggled up 
close, putting her uppermost arm across my chest and laying her 
leg across my thigh, pressing her warm swollen pussy against my 
thigh. That's how we woke up too. A couple of hours later she was 
sitting with her mother and sister in the Den telling them 
everything we had done in graphic detail. After a few minutes 
Sandi came out to the kitchen, sat on my lap and wrapped her arms 
round my neck and kissed me passionately. "David, you're an 
absolute wonder. You gave Frankie the most wonderful session of 
love making, and all without taking her cherry. I now know we 
were right to get you to do this for our girls, even if I wasn't 
already convinced." She turned to Meg who was sat there grinning, 
"Isn't he a wonderful guy Meg darling?" "He sure is Sandi, and 
he's all mine. Except when I loan him to a long queue of young 
virgins that need his assistance." 

A little later, Sandi had left with Frankie, and Meg and I were 
sat in the Den with Kelly. I got up after finishing my cup of 
coffee, saying I had some work to finish. In my office I was sat 
in front of my computer trying to finish off the work I'd left on 
Friday when Frankie arrived. That's when Kelly came in and stood 
by my side, putting her arm round my shoulder and laying her 
cheek on the top of my head. "That's funny writing Uncle Dave" 
she said as she watched me working, "What does it all mean?" 
Without getting too technical I explained the difference between 
writing what can be read, and writing what a computer can read. 
"Oh, that sounds really hard Uncle Dave, can anyone learn to do 
it?" "Of course Kelly darling, all you need is an organised mind, 
a pretty good memory and to be taught the basics extremely well. 
After that it's really just a matter of doing it over and over 
again, until you can do it in your sleep. Why darling, are you 
thinking of trying to do it yourself?" Kelly smiled prettily as 
she shook her head, "Not me Uncle Dave, I want to be a teacher." 
I slipped my hand round her waist and hugged her close to me for 
a moment, "Oh, yes. And what do you want to teach my dear?" I 
asked. "English and Geography. They're my favourite subjects. I 
get A grades in both of them all the time. I just wish I was 
better at Math, I need that to get to college, but I can't get 
better than a 'D' just now." Just then we heard Meg calling us 
down for lunch. Kelly went first leaving me to save my work and 
set the backup to run on automatic before following her to the 
kitchen and food. 

After lunch we were all sat in the Den discussing what we were 
going to do. Meg wanted us all to go down to the mall for a 
shopping trip, while Kelly wanted to save that for the morning. 
"There's" going to be less of a crowd in the morning Aunt Meg" 
she said, "Besides if we go today I won't have anything to tell 
the others, will I?" Meg grinned at me before she said "Tell the 
others what Kelly darling?" "About what I thought about having 
sex with Uncle Dave, of course Aunt Meg. I thought you knew we 
all tell each other all about it as soon as we can." By now I was 
laying with my head back on the sofa, looking up at the ceiling 
silently praying for immunity from prosecution when the girls 
went public. Meg and Kelly carried on their conversation across 
me, as if I wasn't there. I just relaxed as much as I could, 
allowing my arms to fall behind them both and my hands to lay on 
their thighs. "Who do you talk to about it Kelly?" asked Meg 
softly. "Oh, you don't have to worry Aunt Meg, we all know we 
can't tell any of our friends, only our cousins, and only those 
girls that know what happens. Mom was very firm when she told 
Frankie and me that we could do the same as Jenny told us about. 
Do we have to do it though Aunt Meg. I know Frankie didn't want 
to, but you seem to have changed her mind somehow." 

I opened my eyes and looked first at Meg, then at Kelly. "What 
didn't Frankie want to do Kelly?" I asked quietly as I sat 
upright. "She told me she didn't want to have sex, you know go to 
bed with you and lose her.." she paused and blushed bright red. 
"Oh, I'm sorry Uncle Dave. She didn't, did she?" "Didn't what?" I 
asked in reply, and I must have looked a bit pissed off because 
Kelly suddenly looked very contrite. "Err.. she didn't lose her.. 
her cherry. You didn't have sex with her did you Uncle Dave?" I 
slowly shook my head as I looked at Kelly, she began to get more 
and more upset as I stared at her. Seeing how upset Kelly looked 
Meg said softly "David, please.." I relented and took Kelly in my 
arms, hugged her to me and kissed her tenderly on the lips. 
"Kelly darling, I'm sorry if I upset you, but you have to 
understand a few things. First off, I don't do things to women, 
let alone young girls of your age, anything they don't want me to 
do. I wouldn't even kiss you if I knew you didn't like it. 
Secondly the one thing I've been trying to show your cousins that 
have spent a weekend here with Aunt Meg an me, is that it is 
possible to make love without actually having sexual intercourse. 
Frankie learned that last night. You can do the same today if you 
want to. If you want all that Jenny and the twins enjoyed, that's 
OK too. Whatever happens, it has to be your choice, not mine or 
Aunt Meg's. Do you understand?" 

"Yes Uncle Dave" murmured Kelly as she buried her face in my 
shoulder. I hoisted her up to sit on my lap and spent a few 
minutes cuddling her, then Meg said "Well David darling, if Kelly 
doesn't want to got shopping with me, I guess I better go an my 
own. You two enjoy yourselves, and I'll be back later to help out 
with you know what?" I returned her grin, "OK darling, I'll make 
sure I save you all I can, just don't be too long, all right!" 
Meg leaned over and kissed me lovingly, "I won't darling, believe 
me I won't" then she was gone leaving me alone with Kelly sitting 
on my lap. Telling Kelly to change round and sit straddling my 
thighs I put my arms round her waist and pulled her down on my 
lap, smiling as she wriggled her bottom about until she could 
feel my swelling penis rub on her cotton covered crotch. "Now 
then Kelly my love. We have to get things sorted out." "Yes Uncle 
Dave" she said meekly. I smiled and continued, "First off we need 
to know just how far YOU want to go. If you want the same as 
Frankie, that's fine with me. If you want the same a Jenny and 
the twins, that also is fine. Just tell me so I know when to 
stop. OK?" Kelly leaned forward and rested her forehead on mine, 
then placed her soft warm lips on mine in a soft passionate kiss 
saying, "I don't know Uncle Dave. I'd like to go all the way like 
Jenny, but what Frankie had seems much nicer and a lot safer just 
now." She paused smiling shyly. "I must sound so silly Uncle 
Dave, not knowing what to do." 

I placed my hands on her cheeks and kissed her tenderly, "No 
darling, of course you don't sound silly. If more girls thought 
like that before they opened their legs to their boyfriends, 
there'd be a lot less problems. Look darling, why don't we start 
off with what Frankie had, then if you really like it we can take 
the next step. How does that sound?" "Wonderful Uncle Dave" she 
cried, and she threw her arms round my neck and kissed me on the 
cheek and all around my ear. I then heard her whisper softly "Oh, 
my bra opens at the font, just so you know, and don't waste time" 
she giggled as she hugged me, then slipped off my lap to get on 
the sofa and snuggled down in my arms as she leaned her back 
against my chest, pulling my arms round her shoulders and 
pressing my hands on her abdomen. I placed a kiss on the top of 
Kelly head and moved my hands apart to lay below her swollen 
breasts, "Have you done much of this with boys you date?" I asked 
as I gently caressed her tummy and ribs. Kelly shook her head, 
"No Uncle Dave, I did let one boy hold my titties but he squeezed 
so hard it hurt. I haven't let any others do the same thing since 
then, only my.." she stopped suddenly and I smiled as I kissed 
her hair, "Only what darling, your sister, or your special girl 
friend?" 

Kelly was silent for a few minutes then she gave a deep sigh and 
said, "I suppose it's silly of me to pretend, when your going to 
do the same thing, isn't it?" I nodded "Yes darling, and I won't 
tell anyone, I promise." She turned her head, looked at me and 
smiled, "Thanks Uncle Dave, you're really cool. Well, me and 
Jenny have done it when we slept over a few times. We both had 
boys being rough and just wanted to see what it would feel like 
if a girl did it. It was simply great Uncle Dave. She was so 
gentle, and it was the same for her too. The thing is, she said 
you were much better, that's why I told Mom I wanted to come and 
have a try. You don't mind, do you Uncle Dave?" I kissed her on 
the cheek as I began to undo the buttons of her blouse. "Of 
course not darling. But don't try to compare what I do with what 
Jenny and you did. It won't make it better, and you will always 
be disappointed in one or other of us." By now I'd got her blouse 
open and pulled out of the waistband of her skirt. With a deft 
flick of my fingers I opened up the front of her bra and parted 
the cups, freeing her wonderful firm conical breasts to my loving 
gaze over her shoulder. Very slowly I lifted my hands and gently 
cupped them around Kelly's warm swollen titties. "Ohh..." gasped 
Kelly as I pressed my hands firmly on to her breasts, "what a 
wonderful thing to say just then" she continued. "What did I 
say?" I asked slightly confused. "Why, not to compare what you 
and Jenny do. That'd be just silly. I see that now. But you do 
make me feel so good when you hold my titties like that Uncle 
Dave, will you do it some more please?" 

"My pleasure darling" I whispered as I stroked and caressed her 
firm young breasts, spiralling my fingertips up each wonderful 
mound, and rolling each nipple between finger and thumb, making 
her cry out with pleasure as her nipples became engorged with 
blood, swelling in my tender grasp and making Kelly pant with 
desire as I continued touching her so sensually. After a while I 
could see Kelly wasn't going to get much more out of my caresses, 
certainly I wasn't going to bring her to orgasm like this, so I 
moved my right hand down her body and began to lift the front of 
her skirt up inch by inch. When it was above her waistband I 
placed my hand inside the bulge of her panties and cupped her 
pussy between my fingers. This made her gasp with pleasure. She 
cried out when I pressed my middle finger between her pussy lips 
and on to her clit. When I began to rub my finger round and round 
on her clitoral bud she screamed out as her orgasm overtook her 
senses. She collapsed in my arms in a dead faint just seconds 
after her climax hit her, depriving her of the joy of feeling it 
ripple up and down her young body. 

Very gently I wriggled out from under Kelly's inert body, laid 
her down as comfortably as I could and went out to get myself a 
cup of coffee and her a soda. By the time I returned Kelly was 
laying with her eyes open, staring up at the ceiling, breathing 
slowly but very deeply. As I stood beside her looking into her 
eyes Kelly slowly focused on me and gasped "Is that what you did 
so many time for Frankie?" I smiled as I nodded "Yes darling, 
why, didn't you enjoy it?" Kelly struggled to sit upright, 
ignoring her nudity, as she reached out for the can of Coke I 
offered her. "Did I enjoy it? Did Columbus discover America?" I 
grinned as I sat beside her "Well, not necessarily darling, it 
depends on which version of history you subscribe to. But I do 
get your meaning. I suppose you want to do it again before Aunt 
Meg gets back, just like Frankie did?" "Oh yes please Uncle Dave, 
just like Frankie did, if I can. It sounded so good what she 
described. Much better than any boy.. OH Damn I did it again." 
And she grinned ruefully as she let slip she had been given a 
hand job by a boy. 

"So" I said with a grin, "What happened when you let a boy get 
his hand into your panties. Did he make you cum?" Kelly shook her 
head "No, I think he only wanted to get a stinky finger so her 
could show his buddies later on. He never touched me where you 
did. Just forced his finger inside me 'til I yelled for him to 
stop hurting me. Then he drove me home and didn't even kiss me 
goodnight, the asshole." Kelly instantly covered her mouth as she 
realised what she'd said. I looked at her quizzically and said 
"Yes, well, I don't think we really need that sort of language do 
we Kelly my love. Let's just say he's out of favour shall we" 
Kelly smiled "I'm sorry Uncle Dave. I just get so mad when I 
think about that night. And yes, he is out of favour, not just 
with me but all my cousins as well. You see I did what he was 
going to do, and that's show him up in front of all the girls I 
could." By now Kelly was snuggled up against me with her cheek 
laying on my chest and her hand on my groin gently moving it up 
and down the length of my burgeoning erection. After a few 
minutes Kelly looked up at me and said "Can we carry on please 
Uncle Dave. I really want to do all that Frankie did." I kissed 
her tenderly on the lips and told her to lay down again. I moved 
down to her legs and sat on the floor, then began to lift her 
skirt hem up above her waist. "Lift your bottom Kelly" I said 
softly. She looked down her body at where I sat, smiled and did 
as I asked. Hooking my fingertips in the waistband of her panties 
I pulled then down over her firm rounded buttocks then pressed on 
her tummy to let her know I was done. With a single motion I 
removed her underwear from her legs, throwing them to one side 
before pressing her thighs open wide. 

As I stroked my fingers up and down the inside of her soft smooth 
thighs I glanced up at Kelly's face. She was blushing bright red, 
but her eyes were tight shut and she had a strange smile on her 
lips that told me she was enjoying herself. I quickly shuffled 
back up to kneel beside her upper body and placed my lips on hers 
in a warm passionate kiss that took her breath away for a moment 
or two. While she lay there gasping for breath I whispered softly 
"Is this the first time someone has taken your panties off 
darling?" Kelly opened her eyes and gave a short shake of her 
head. "No Uncle Dave. Jenny did it once or twice. It's just the 
first time I've let anyone else look at me between the legs like 
you just did. It made me feel all sort of gooey inside, and I 
thought I was going to pee myself." I grinned wickedly at her and 
said "Oh, don't worry about doing that darling, the sofa's 
leather and we can soon wipe it clean." This made her flush 
pinkly again, so I kissed her once more in an effort to take some 
of her embarrassment away. I also placed a soft warm kiss on her 
chest, between her breasts, tracing a line with the tip of my 
tongue all round them in a figure of eight. At the same time as I 
had my lips on her chest I placed the palm of my hand on her mons 
and pressed the full length of my middle finger on her cuntal 
gash. As I pressed more firmly with my finger it slipped between 
her lips, and the base of my finger came to rest on her clit as 
it nestled under it's protective hood. 

This brought a loud cry of pleasure from Kelly's lips. I doubled 
the length of that cry when I lifted my mouth and placed it on 
her left breast, sucking hard on her firm swollen nipple. Before 
she could do more than cry out "YES.. YES.. YES.." I gently bit 
it between my teeth, at the same time taking her right nipple 
between my spare finger and thumb and began to roll it back and 
forth. This time Kelly felt her orgasm. I knew this because of 
the noise she made when she cried out "Oh YES.. YES.. Uncle Dave 
I'mmmm cuuummmiiinnnggg.. I'mmmm cuuummmiiinnnggg.. ." As she 
cried out Kelly thrust her chest up at my suckling mouth as she 
tried to thrust her hips up at my hand that was pressing between 
her pussy lips. This made her work her body like a see saw, until 
I lay myself on her torso and made her lay flat and still before 
she did herself some damage. As she lay there gasping for breath 
again I removed my finger from between her legs and very slowly 
brought it up to my nose where I made a big production of 
sniffing it before pressing to my lips and sucking it into my 
mouth. This made Kelly gasp out "Oh, Uncle Dave how can you do 
that. Frankie told me you did, but I didn't believe her, it's 
looks so yucky." 

I shook my head gently as I looked down at her, "No Kelly 
darling, it isn't. It's one of the most wonderful tastes I know, 
especially when it comes from a young girl. Frankie said the same 
as you did at first darling. She changed her mind a little later, 
when Aunt Meg showed her something quite wonderful. Just wait, 
and try not to say anything until you try everything, OK?" Kelly 
grinned, "OK Uncle Dave. That's what Frankie said to me actually, 
especially about the yucky bits." I smiled at her then said 
"Talking about yucky bits, lay down again darling, I've not 
finished with you yet, and we need to hurry so we're done when 
Aunt Meg gets back." Kelly lay back and I opened her thighs 
again, this time placing my elbows so she couldn't get them back 
together too easily. I then began to trace a line of soft warm 
kisses up her thighs from the knees to her crotch, ending up 
placing my open mouth on her pussy and pressing my tongue firmly 
between her lower lips and into her virgin love tunnel. This 
started her moaning with pleasure, especially when I moved one 
hand from between her thighs up to her chest where I began to 
play with her firm young breasts turn and turn about. 

When I moved my lips away from her love hole Kelly cried out 
"Oh.. NO.. No.. please stay Uncle Dave, don't stop, please don't 
stop, it's so wonderful, please Uncle Dave, don't stop doing 
that.." "Aggghhhh.. YES, YES, YES, YES." She cried out as she 
felt me pressing my tongue on her hard swollen clitoral bud, and 
again she cried out when I began to flick her clit with the tip 
of my tongue. All the time I was caressing her breasts one by 
one, and rolling her nipples turn and turn about. When I finally 
brought my other hand into play by pressing the tip of one finger 
on to and through her tight puckered rosehole Kelly screamed out 
in ecstasy as her most intense climax of her life exploded within 
her making her thrash about under the restraining grip of both my 
arms, and the pressure of my head as I sucked at her spasming and 
cum oozing pussy. "Aggghhhh.. don't stop, YES, YES, I'mmmm 
cuuummmiiinnnggg agaaaain, I'mmmm cuuummmiiinnnggg agaaaain.. 
I'mmmm cuuummmiiinnnggg......." Over and over Kelly cried out as 
her climax covered her entire body with a flood of ecstasy, 
making her young frame jerk and twitch as she felt waves of 
pleasure ripple up and down from her head to her feet, until 
finally she collapsed on to the sofa with a long drawn out groan 
as the ecstasy slowly drained away leaving her totally spent and 
unable to move. 

"Hmmm.. that sounded pretty convincing." I heard Meg say in a 
prosaic voice, and Kelly gasped out when she opened her eyes and 
saw Meg looking down at her as she leaned on the back of the 
sofa. With a winning smile Meg said softly "Was it as good as it 
sounded Kelly my love?" Kelly just nodded and smiled, unable to 
say anything she was so breathless still. She also made no 
attempt to cover up her naked breasts and her sticky cum stained 
pussy. I did that, then I pulled Kelly to a sitting position so 
Meg and I could sit each side of her. "How long did you..?" began 
Kelly as she turned to face Meg. "How long did I stand and 
listen?" Kelly nodded, "Oh, long enough to hear you begging Uncle 
Dave not to stop whatever he was doing. I guess he didn't, stop I 
mean?" Kelly grinned, "No" she gasped "And I'm so glad he didn't. 
That was the most amazing thing I ever had happen to me. Is it 
always like that when you make love with someone special, Aunt 
Meg?" Meg hugged Kelly's almost naked body to her and said "Well 
Kelly darling, it is when Uncle Dave makes love to me. I guess it 
always feels like that when someone special makes love to you. 
Even if it's not always quite so noisy." "Yes, well, I'm sorry 
about that Aunt Meg, I didn't realise I was making any noise at 
all. Maybe I'd better be gagged next time" and she giggled when 
Meg started to laugh. 

"Can I do the thing for Uncle Dave now please Aunt Meg. Frankie 
told me it was simply awesome and I had to do just as you tell 
me. The thing is some of my friends tell me it's really dirty and 
awful." "Kelly darling," said Meg as she slipped to kneel on the 
carpet beside my legs, "I don't think it's dirty. I always enjoy 
doing this for Uncle Dave, especially when he's just done 
something really good for me. No one is going to make you do 
anything you don't want to my dear. If you like, just sit beside 
Uncle Dave and watch what I do." With that Meg ran down my zipper 
and expertly pulled my pants and shorts off. Leaving me naked 
from the waist down. This brought a gasp of surprise from Kelly 
sitting beside me, "Oh, WOW, it looks wonderful" she said 
breathlessly "Frankie was right when she told me that. I just 
didn't believe her." By now Meg was slowly working her hand up 
and down my shaft, occasionally licking the head, getting it 
coated with a film of saliva and making it glisten in the half 
light of the Den. With her free hand Meg cupped my balls and 
began to gently move them about in their pendulous sac, making me 
breath deeper all the time she was getting me more and more 
aroused. 

Suddenly Kelly dropped to her knees on the opposite side of my 
thighs to where Meg was kneeling. "Can I learn to do that please 
Aunt Meg" she said quietly. Meg smiled and nodded "Of course you 
can Kelly darling, and believe me darling, it's one of the best 
things you can ever learn." Meg then started to tell Kelly all 
about manual arousal of the male of the species, giving her tips 
on what to do and when, once more using me as a living model. Not 
that I was complaining of course. I can think of few things I 
like better than to have a young girl practising her male 
masturbatory skills on my hard erect penis. By now Meg had got to 
the part where she was telling Kelly how to use her lips and 
mouth. It was also the moment I gasped out "I'm going to cum Meg 
darling, any second, I'm going to cum. I'm cuuummmiiinnnggg 
NOOOWWW.." and I thrust up hard with my hips just as Kelly placed 
her lips on the head of my pulsating cock. Whether she wanted it 
or not, Kelly got a mouth full of semen, all hot and creamy, 
filling her mouth as it splashed against the back of her throat, 
making her gag for a moment, then sliding down her throat as she 
swallowed hard, trying to empty her mouth and take in more. 
Before Kelly could take too much Meg drew her head back and 
replaced it with her own as she also tried to get some of my cum. 
Kelly sat back on her heels too astonished to say anything for a 
while, all she could do was lick her lips and get all the 
aftertaste she could. Get it and enjoy it, because she didn't 
show any signs of distaste at all. "Come and help me clean up 
here please Kelly" asked Meg softly. Kelly shuffled forward and 
followed Meg in bending down and licking my stomach and groin 
clean of cum spatters before helping to replace my shorts and 
covering my rapidly softening penis. 

"Well Kelly darling, just how dirty and yucky was that?" asked 
Meg with a grin. "Really horrible Aunt Meg" replied Kelly, "I 
don't think I could do that again, at least not more than four 
times a day, and five at weekends" she finished with a wide grin. 
Meg grinned back at her, then Kelly said "I guess Frankie was 
right after all. It wasn't at all unpleasant, I don't know what 
my friends did, it certainly didn't sound anything like we just 
did with Uncle Dave. I wonder if Jenny and the twins liked it. 
I'll have to ask them on Monday at school." By now I'd managed to 
regain some of my strength and had forced myself to sit upright. 
"I'm going for a shower, anyone want to join me?" I said as I 
stood up. "Oh, yes please Uncle Dave. I've waited all day for 
this, Frankie said it was the best way to shower. Pity I haven't 
got a Dad to do it with." Meg stood up beside me, "Well Kelly 
darling, if Uncle Dave isn't too busy next time you come to stay, 
I don't see why you shouldn't have another shower with him. I do 
it all the time." 

Almost half an hour later we were still in the shower, I was 
washing Meg down while Kelly was watching from the side of the 
tub. All of a sudden Kelly gave a loud wail and clamped her legs 
tight together, covering her pussy with her hand as she turned 
her back to me. Meg took one look and quickly shoved me out, 
telling me to get into bed and wait for her. I did as I was told, 
mainly because I had an idea what had happened, Kelly had 
suddenly started her period and felt mortified at having a man 
there to see it. Shortly after Meg came and joined me in bed, 
saying Kelly wanted to sleep on her own. I nodded, then got out 
of bed, putting on a robe and saying "I'm going to have a word 
with her Meg darling, I won't be long." I knocked on Kelly's 
bedroom door and walked in when she called out. Sitting on the 
edge of her bed I leaned over and kissed Kelly tenderly. "Feeling 
a little batter now darling?" I asked, Kelly nodded into her 
pillow and murmured something I didn't quite catch. 

I took a firm hold on Kelly's shoulders and turned her over so I 
could see her face. She was blushing fire engine red, the she was 
frowning when I began to laugh at her. "It's not funny" she 
shouted at me, beginning to lose some of her colour at the same 
time. "Oh, I think it is Kelly darling. Not you starting your 
period, that's unfortunate. No darling, what's funny is the way 
you're so ashamed at having it happen" I replied gently. "I'm not 
ashamed" she said, a little more gently this time, "I was just so 
embarrassed at having you see me start like that. That's all." 
"But why Kelly darling. I know I'm a man. And I know that periods 
are a female thing, but I don't see anything to be embarrassed 
about. Annoyed, yes, because it's put a stop to anything else we 
might have done this weekend. But not embarrassed darling, not 
with me anyway." Kelly smiled up at me, then put her arms round 
my neck and pulled me down to kiss me warmly on the lips. "Oh, 
you're so good to me Uncle Dave. I guess it's silly being 
embarrassed about this with a married man, after all Aunt Meg's 
been having periods for years, hasn't she?" I nodded "Of course 
she has darling, now, would you like to come and sleep with us 
for the rest of the night. I promise not to try to molest you 
while you're asleep." 

Kelly looked up at me shyly, then shook her head, "No thanks 
Uncle Dave, my tummy hurts too much for me to get to sleep 
quickly. I always toss and turn a lot when my period first 
starts, I'll be all right on my own, honestly." I smiled down at 
her again and grinned, "How about if I could do something that 
would help take your pain away, would you come to bed with us 
then?" I asked. Kelly shook her head, "I've already taken some 
pills Uncle Dave, I just have to wait for them to work." I 
climbed on her bed beside her, sitting with my back against the 
headboard. "Come and sit between my legs Kelly" I said as I threw 
the covers off her. She gave a tiny squeal when she saw me 
looking at her naked body and tried to cover herself up again. 
"Don't be silly Kelly" I said, "Not after what we were doing a 
few minutes ago" I said firmly. "Now, do as I say and come and 
sit between my legs." 

Almost reluctantly she did as she was told, and as soon as she 
was in position I pulled her back to lay against my chest and 
placed my hands on her abdomen and pressed then to her, very 
gently. I then began to give her a gentle massage, starting at 
her ribs, just below her firm breasts, and working down her body 
to stop just above the swell of her down covered mons. Over and 
over again I did this, trying to make is as asexual as I could, 
by not touching her breasts or her pussy. Gradually I moved my 
hands outwards until I was pushing them down her sides and over 
her ovaries then into the centre of her body again. As I worked 
on Kelly's body I felt her begin to relax more and more, until we 
were startled by having the bedroom door burst open and seeing 
Meg burst in. "Ohhh.. what.." gasped Kelly as she sat up quickly 
to see what was happening. 

Meg came and sat beside us, looking very contrite, "I'm sorry 
Kelly darling, I didn't realise what was going on, I thought 
Uncle Dave had fallen asleep in here. I didn't know he was giving 
you his secret tummy rub. How do you feel?" Kelly looked at her 
and grinned, "Like coming to bed with you Aunt Meg" she said 
brightly, "Uncle Dave's made me feel wonderful, and I'd love to 
see if I can go to sleep in his arms." That's how we woke up next 
morning, Kelly laying in my arms, and Meg with her head on my 
chest as usual, and with my other arm wrapped round her holding 
her close to me. I gave Kelly another tummy rub while Meg went 
and made us all some early morning tea, she came back just as 
Kelly cried out as she experienced her first orgasm while she was 
on her period. We showered together again, Kelly being less 
embarrassed at having me so close to her. After breakfast we all 
went to the mall where Kelly met up with her cousin Jenny and the 
twins. She spent an hectic few minutes explaining about how she 
started her periods, then made them all jealous when she told 
them about my treatment. We went home for lunch, and later in the 
afternoon Sandi came to collect Kelly, getting an in depth report 
on what happened and how good she felt. When they were ready to 
leave Sandi came up to me, gave me a warm loving kiss and said 
softly "Of course David darling, you do realise they'll have to 
come back soon so you can take their cherries, don't you?" 
End part 3...............
Continued in part 4 
Check out my archive at 
http://www.asstr-mirror.org/files/authors/davidb234

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