The Initiation

"Just in time," Caroline replied as she opened the bathroom door and stepped out, "I'm famished."

Even for her petite frame, the bath towel Caroline had wrapped around herself seemed too small. It was all she could do to keep it from coming undone and slipping off.

"Silly me had a little accident in there," she remarked as she took a large bite of her burger. "I splashed water all over my underwear and had to hang them up to dry."

"Accidents happen," Thomas agreed as he unwrapped his own meal.

As they ate, they chatted more about years past and Thomas was reminded how much of a friend his aunt had been. Things he wouldn't have imagined going to his parents for seemed to be easily explained to her.

"What ever happened to that nice little girl you had such a crush on, what was her name, Ginny Paris or something like that? she asked.

"Ginger Paris," he corrected her, remembering at the same time how she had given him some of the best advice in getting Ginger to notice him.

"Oh that's right," Caroline said, taking a drink of soda. "I didn't want to say it at the time, but I always used to think that was the kind of name a porn star would have, not some innocent little girl. What happened to you and her?"

"Well, I guess Ginger lived up to her name then," Thomas laughed, going on to explain that by senior year, his former crush had earned a reputation as class slut.

"Did you and she ever?"

"No, we didn't," he answered. "I think I was one of the few guys in our class who didn't."

"Who was your first then?" Caroline asked curiously.

"Doris Piekarski," he answered.

"I don't think I..." Caroline started then hesitated for a moment. "Oh wait a second, that cute redhead in your math class, the one who used to tutor you."

"Yeah, that was her," he said. "We dated for a while, but then she won a scholarship to MIT."

"I see," the older woman said as she wrapped up the uneaten half of her second burger and tossed it into the waste basket. "And are you seeing anyone now?"

"No, not really," Thomas answered, the regret in his voice evident. "There never seems to be enough time, with classes and everything."

"Well you should find the time," Caroline told him, "if only for stress relief. All work and no play as they say."

Thomas rolled up his own trash and dropped it on top of Caroline's. His hesitation about using a lie to get into the fraternity returned and he told her about it.

"Well, the decision is yours of course," she said, "but I think you're being foolish."

"It's just the way I feel."

"Well, I guess you have to go with your feelings, I really can't fault you for that, can I?"

Caroline paused a moment, again readjusting her too small towel.

"Promise me this at least," she went on, "stay the night like I said before and if you still feel that way in the morning, then fine."

"I guess I could do that."

"Then again, there is another option," Caroline said unexpectedly.

Thomas looked up at her, not seeing what that could be.

"We could find a lot more interesting way to spend the rest of the night than just watching television," she said, the widest of smiles on her face.

"She can't be suggesting what I think she is," Thomas thought, a sentiment reflected on his face.

"Yes, that's what I mean," she said in answer to that look.

"But you're my aunt!" Thomas exclaimed.

"Used to be your aunt," Caroline corrected him, "and even when I was, I was never more than a woman who was married to your uncle. We were never related by blood or anything like that."

"This is unreal," Thomas said. "Things like this don't happen in real life."

"Don't be so sure," Caroline smiled. "Let me be a little more honest for a moment, okay. I told a little white lie earlier when I said that Mia and I had stopped by that bar to just have a drink on the way back From a business meeting. Truth was, we had a little more unwinding in mind. It wasn't the first time we'd been there and it's not a hard place to find a guy also looking for someone to unwind with - no strings attached."

Thomas took a moment to take that in, admitting to himself that he'd hardly thought his aunt, or former aunt as the case was, was leading a celibate life.

"And again to be honest," she went on, "I've always thought you were really cute. Of course back when you were younger I'd never have done anything more than think that. I saw the way you looked at me by the pool, and I'm pretty sure that there were times you wondered what I looked like under that bathing suite. Am I Wrong?"

Thomas knew she wasn't but couldn't find the words to answer. Not when he knew that not only did he spend many nights wondering just that, he'd also masturbated to the image as well.

"So here we are," Caroline concluded, "basically, a man and a woman with both interest and opportunity. The question is, what are we going to do about it? Are we going to make you an Alpha Sig, or should we just sit and watch TV the rest of the night?"

Thomas took, what seemed to him at least, the longest time to answer that question. Then, he again looked up at Caroline, who was now standing next to the dresser.

"I don't even think the TV has cable."

Hearing the answer she wanted, Caroline reached down and gave the small towel Around her a slight tug. In response, the cheap cloth finally gave way and fell to the floor, answering the question that had so bothered Thomas on many a night.

-=-=-=-

"Wow!" Thomas gasped as he took in the sight of Caroline's naked body.

Having seen her in the before mentioned swimsuit many times before, Thomas's eyes immediately focused on those parts of her that suit had hidden. Small, well rounded breasts stood firm, capped by silver dollar sized areola and nipples that stood out almost a quarter inch. Down between her legs, he noted, rested a tightly trimmed patch of hair that attested that she was indeed a natural redhead.

"I hope the reality isn't too disappointing," Caroline offered in reference to all the times he had imagined her, turning slowly to give him an even better look at her.

Again not able to find the words, all Thomas could think was that his uncle has been the biggest of fools to run around when he had this waiting at home.

"Nervous?" Caroline asked, taking his silence for just that.

"A little," Thomas admitted, thinking it surprising that he hadn't realized that before. After all, here he was in a run down motel room with a naked woman who, after all, had once been his aunt - even if it had only been by marriage.

"Why don't you just lie back on the bed and try to relax then," Caroline suggested as she moved closer to him.

She paused as Thomas did just that, stretching out on top of the sheets, his head coming to rest against the pillows. Caroline gave him another moment to get comfortable, then stretched out next to him.

Sharing the pillows, Caroline leaned closer and brought her lips to his. Their kiss was hardly the sort Thomas remembered her giving when she'd used to visit his house. If she'd ever pushed her tongue deep into his mouth, as she was doing now, he was sure he'd have remembered it.

They continued to kiss for a few minutes, even as she took his hands and guided them to her breasts, letting him massage them. His movements were still awkward, a sure sign that he was still more nervous than he wanted to admit. Well, Caroline knew what to do about that.

"Just relax," she whispered as she kissed him once more, even as her hand ran down across his chest, past his belt which she quickly undid, and then ever so slowly, unzipped his pants.

"Oooooo," Thomas moaned softly as he felt Caroline's fingers brush against the naked flesh of his cock. A cry that grew even louder as she took a firmer hand and pulled it free.

"Oh my," Caroline practically purred as she slowly pumped the erect organ, "it seems that big cocks must run in your family."

Thomas knew that his cock really wasn't that big, at least not any larger than any of his friends. Still, it was nice to hear her say something like that. Especially since, his boasts to the contrary, she was only the fifth girl who had ever seen it, much less touched it.

Caroline took her time just running her fingers up and down his cock, gently pumping it each time she got to the base. Once she was satisfied with its hardness, she proceeded to disperse what ever nervousness he might have still felt.

If the touch of her hand against his cock was delightful, the wet embrace of her mouth as she took him inside it was heaven itself. Thomas had his first blow job back in his junior year of high school, from a girl willing to go down on a guy if he so much as just bought her a pizza and a coke. Doris, he remembered, had also been quite willing to give them, preferring to keep him happy with oral sex until they'd finally consummated their relationship the night of the prom. But neither of those girls had caused him to feel the awesome sensations that now filled his body. Nor had they brought him to the brink of climax as quickly as Caroline.

With practiced skill, the older woman ran her tongue over every inch of his young manhood, satisfying both the craving that had brought her and Mia to the bar in the first place, as well as a curiosity that dated back several years. In and out Thomas's cock disappeared, sliding between her lips and disappearing deep down her throat. Her fingers massaged his balls as her mouth continued to play his organ like a prized musical instrument. In less than three minutes, a familiar sensation filled her former nephew.

"I'm going to come!" Thomas gasped in warning, thinking it was already too late and that he had no control over what was happening.

In the few seconds before he exploded, he was sure she hadn't heard because Caroline made no effort to disengage herself as Doris always did. In fact, if anything, the redhead seemed to be even more into it than before, her short hair tossing back and forth as her head bobbed even faster.

Such thoughts, however, were hard to focus on as, the press of her hand suddenly gone, Thomas felt his balls explode, sending more than a week's worth of built up tension deep down Caroline's throat. A second, then a third burst of whiteness erupted from deep inside him, each eagerly swallowed up by the woman bent over him.

"Oh fuck!" Thomas gasped long seconds later when he finally regained control of himself and looked down at Caroline, scattered drops of white splashed across her face. 'Caroline, I'm so sorry, I..."

His apology paused in mid-sentence as, much to his surprise, Caroline wiped away the sticky whiteness with her fingers and then licked them clean. A satisfied smile filled her face as she pulled herself up closer to him, shifting her body on the bed.

"You were saying something?" she asked.

"Forget it," Thomas answered, "I don't think it matters anymore."

"Good," she replied, "and I take it you're not so nervous anymore, right?"

"No, I mean, yes," he said. "No, I'm not nervous anymore."

"Great," she laughed as she sat herself up, "then why don't we get you out of those clothes, I'm beginning to feel a little self-conscious being the only one naked."

Thomas had barely sat up when Caroline took hold of his shirt and pulled it up and over his head. Fingers outstretched, she ran her hands down his smooth, hairless chest, pausing at his nipples just long enough to tweak each of them. From there, it was only a short trip to his already open pants, which slid off just as easily. Socks and underwear followed.

"Wow!" Caroline whistled as she looked down at his nude form, "it's a good thing I didn't know you looked this good back when you were sixteen, otherwise I might've gotten myself in major trouble."

Both of them laughed, but underneath, each wondered for a moment that might indeed have happened back then if one of them had made a move on the other. The thought then faded under the reality of what was happening now.

Slipping his hand behind her head, Thomas pulled her closer and kissed her as hard as he could. Their lips locked together, Caroline pressed him down on the bed, her body coming to rest on top of his.

Their tongues continued to intertwine as Caroline rubbed her breasts against Thomas's chest. Slipping her legs so that his left leg was between both of hers, she moved her body back and forth so that his leg pressed against and massaged her already moist mound. It didn't take much of that to bring his cock back to a semi-erect state.

Still, as much as she wanted to fuck her former nephew, Caroline wasn't in a great rush to do so. She didn't want this to be just a quick fuck, there had been too many of those since she'd tossed Ken Jackson from her bed for good. No, she wanted to give Thomas a night that he'd remember for the rest of his life. For now, at least, she was content to let him continue to explore her body.

No sooner had the two of them settled into a side by side position when Thomas leaned over and ran his tongue over the extended nipple of her left breast. He twirled it back and forth a few times, pleased when a soft purr of appreciation slipped from Caroline's lips.

Again he moved his mouth over her breast, this time taking her hardness deep inside, his hand strongly massaging the soft flesh around it. Then, kissing his away across the small valley between her mounds, he repeated his actions on her other breast.

"Hmmm, you do that very well," Caroline smiled as she closed her eyes and enjoyed his attentions. "You must've had a lot of practice."

"Actually, no," Thomas admitted, surprising himself because that was something he normally never did. "I'm really just doing what I think you would like."

"Well your instincts are right on the money, honey," Caroline replied as she opened her eyes. "You just keep on doing what you think I might like, I'll let you know it if I don't."

The smile on Thomas's face grew even brighter as he returned to her breasts and began to play with them some more. Caroline was tempted to tell him some of the other things she liked but then decided it was better for him to go at his own pace. After all, it was possible that he might find some of the things she liked rather shocking.

Finishing with her breasts, at least for now, Thomas began to kiss and lick his way down her left side. She turned her body toward him to give him easier access, guiding him to the cheeks of her ass. With great passion, he covered the rounded flesh with kisses, working his way between her cheeks and slipping his tongue up against the tight hole. Lubricating it with his tongue and pulling it open with both hands against her cheeks he pressed the tip inside her, producing a loud moan of delight.

A moan he reacted to by doubling his efforts. Caroline had the impression that this was the first time he'd ever licked a woman in that area but that it might've been something that he had wanted to try but was afraid to suggest with girls his own age. If that was indeed the case, she hoped her loud cries of approval encouraged him to try anything else he wanted.

From deep within her cheeks, Thomas worked his way around to the red haired bush between her legs. Tiny droplets of moisture reflected in the overhead lighting, samples of the satisfaction he'd already produced in her. Caroline lifted and spread her legs even further to both give him a better view and let him move his upper body between. Starting at her outer thigh, Thomas kissed his way to the center of her mound.

Lifting her head high against the propped up pillows, Caroline watched as Thomas ran his tongue up and down the length of her pussy, sending small waves of pleasure radiating outward. Adding his fingers to the mix, and showing a lot more confidence than he had before, convinced her that this was something he'd done before. In no time at all, those small waves had escalated into powerful breakers that rippled across her body. Whoever had taught him how to lick a pussy certainly deserved a thank you note to say the least.

"Oh yeah, baby, that's good," Caroline encouraged him, "that's really good."

Reaching down, she ran her fingers through his dark hair, trying to unobtrusively guide him to her most sensitive spots. To her delight, he took the help and doubled the pleasures she enjoyed. So much so that she finally left him on his own and just let her head drop back, her eyes again closing as she let wave after wave of ecstasy wash over her.

Not able to see the clock on the wall from where she lay, Caroline could only guess at how long Thomas had been between her legs. Still, she was sure it was a lot longer than most men spent there, his uncle included. If he'd already learned that lesson on his own, he was going to make a lot of other women happy in the future. For now, however, it was time to make this woman even happier. And bring Thomas along for the ride too.

Gently getting his attention, she changed their positions so that she was now the one between his legs. In one quick motion, she slid his cock into her mouth and gripped the base with her hand. It didn't take long at all to bring it back to full hardness.

With deep, long strokes, she took him all the way into her throat in a way she was sure none of his girlfriends had been capable of doing. Soft moans of delight filled her ears as she cupped his balls and went all the way down on him a third time. Following her example of before, Thomas took hold of her head and played with the locks of her hair. There wasn't anything he could teach her about the art of cocksucking, but it was a fun thing to do in any event.

Caroline deep throated him a few more times, then let his cock slip from her mouth, but not her hand. With a broad grin on her face, she looked up at him and said, "Hey big boy, wanna fuck?"

The question took Thomas off guard, until he realized it was meant to be rhetorical and funny. His only answer was a smile as Caroline, still holding onto his cock, climbed up on top of him until the tip of his manhood was pointed right between her legs.

Slowly lowering herself, she slipped his hardness deep within her, engulfing him fully. Thomas let out a loud gasp as he felt her wetness wrap around him, an excitement filled him with the thought that she was going to fuck him, and not the other way around. The few girls he had actually fucked before had simply been content to just lie there with there legs open and let him do the work. It had been fun, but had left him with the thought that it could've been even more.

It took a few strokes for Caroline to get comfortable with his cock inside of her. Despite what Thomas might have thought, she hadn't been kidding about the size of his cock. He might've thought of himself as average, but he wasn't taken into account her smaller frame.

Then, once she was ready, the redhead began to move up and down at a quicker pace, leaning forward so that her breasts fell right against the younger man's face. With his hands taking hold of her sides to help steady her, Thomas reached out with his tongue and mouth and eagerly kissed her mounds as they bounced in front of him.

Her hands came to rest on his chest and she lifted her legs a little higher so that she was now actually sitting on his cock. The upward and downward motion of her body became more intense, and with it the wondrous sensations filling Thomas. As good as his high school girlfriends had been, he might as well have been playing with himself when he compared them to Caroline.

It didn't take long for Caroline to realize that if she kept it up at this pace, Thomas was going to climax much sooner than she wanted him to. So she slowed her efforts and arched her back just a bit, enough so that her lover could reach up and cup both her breasts in his outstretched palms. Bracing her hands now on his legs, she kept up a slow, leisurely tempo while he played with her breasts.