Frank Memories Ch 02

This story is pure fiction, it is not intended to offend anyone but if you are offended by explicit erotic material, especially containing accounts of incest please ht back on you browser now.

"Oh God Amanda, that feels so good. Keep it up and I'm going to cum in your mouth." Frank said lustfully. Ever since their first encounter they'd become regular lovers. They got together every time they had a chance, often more than once a day.

"Well after you cum there's something I want to discuss with you so hurry up." Amanda said and quickly returned to her greedy sucking. Frank knew that could only mean one thing; trouble. Every time she wants to talk he ends up doing something he didn't intend o do.

In a matter of a few moments Frank was Cumming in her mouth and she was greedily swallowing it all. She gave him the chance to calm down and catch his breathe then she was ready to talk.

"I can't get the picture of you and Mom messing around out of my head Uncle Frank" Amanda said then adding, "I want to see it; I want to see her playing with your cock."

Frank was speechless at first, he hadn't fooled around with his sister in about twenty years, how was Amanda going to see it happen.

"I've got it all planned out." Amanda said. "I know exactly how we'll make it happen."

Now Frank knew he was in trouble. She's such a strong willed girl never takes no for an answer. He already knew she'd dog him till he at least gave her plan a try. He thought maybe if he just played along she would see it was ridiculous.

"Ok girl, let's hear this plan of yours?" he asked; never dreaming that she might actually be onto something good.

"Ok here's the plan, Mom loved watching you beat off, and so we are going to set it up so that you catches you doing it. Hopefully her memories of the games you two played will come flooding back and she won't be able to resist." She said spelling out her plan.

"Now how's that going to happen?" Frank asked, knowing his sister would never do anything with someone else in the house even if she were interested in doing so.

"Oh that's easy." Replied Amanda patiently. "Dad's never home anyhow, and I'll just park my car around the corner and she won't know I'm home. I'll hide in your bathroom and leave the door open just far enough to be able to peek out. You'll be on your bed beating off and will call her into your room. From there we just have to hope she takes the bait. If she doesn't you just blame it on your mental state due to he divorce. She could only get so mad at you, you're her baby brother."

Frank had to admit it, the plan was pretty good. If it didn't work out they could just use his divorce as an excuse. Anybody going through such a tough time emotionally could make a big mistake and it would be forgiven. Her plan just might work. At least he thought it had a chance.

They discussed it in a little further detail and set their sights on pulling it off on Friday night. Dad would still be out of town and it was very believable that Amanda would be going out on that night anyhow. In a way of celebrating the cleverness of their scheme they got a quick fuck in before anyone else came home.

When Friday evening came everything fell into place. Amanda parked her car around the block and when it was nearly time for her Mom to get home she went ahead and hid in Frank's room. They decided that it'd probably work best if Frank wasn't waiting for Denise to come home already naked. He should greet her first and then based upon her mood figure out a way to entice her to his room.

Denise came home right at her usual time and Frank gave her his normal quick hug to greet her. He did hold on just a moment longer than he normally did but wasn't sure if she even noticed. He had no way of knowing that she had needed a hug just then. She was it was really starting to bother her that her husband was on the road so much. She was very glad for Frank's presence in the house if for no other reason than just some company.

After a few minutes of small talk Denise said she was going to go up to her room and change. Before she could leave the room though; Frank gave her another hug. "What's this for?" she asked him, but not minding a hug one bit.

"I'm just thankful that you have let me move in here Sis. I really had nowhere else to go." Frank replied, and as he did he let one hand slide down and partially cover her ass. Just let it seemed natural not sexual.

"I'm glad you're here Frank, I really am." She replied to him. Adding" I wish you weren't going through such tough times but I get to have your company so I'm just glad you're here."

He held her for just a moment longer and said to her "When you're done changing your clothes come to my room, I want to show you something."

"Ok Frank, I'll be there in a minute, but what do you want to show me?" she asked.

"Just want to show you something, it's something you use to like. Back when we were younger. You'll remember it when you see it I think." Said Frank and he let her go. She told him she'd be right there and off each went to their respective rooms.

As Denise changed let Amanda know she had to hurry up and get hidden and he disrobed. Amanda hid in the bathroom as planned and Frank crawled onto his bed and started to play with himself. The whole situation was exciting to him so he was hard in a flash. He was just beginning to pump his cock to a rhythm when he heard a tapping on his door.

Frank took a deep breath and yelled "Come on in Denise." Praying she wouldn't totally freak out.

Denise was greeted by a sight she had played back in her mind so many times over the years. A memory she'd tried to suppress but every so often it would resurface. Seeing Frank sprawled out nude on his bed with his hand stroking his cock caught her off guard. She froze in her tracks and couldn't move or speak.

At this point Amanda could see Frank plainly but she couldn't quite see her mom yet. As she watched him continue to stroke she could tell he was looking right at her mother. This turned her on so much she stuck her hand down inside of her panties which by this point and time was all that she was wearing.

After what seemed like an eternity to her Denise was finally able to speak. "What are you doing Frank? Why are you showing me that?" was all he could get out.

As Frank replied he continued to stroke his cock. "I think often about you Denise. I loved when you used to watch me jack off and I miss that. I'm lonely Denise and I'm horny. Could you do this for me just this one time? Could you just sit here on my bed and watch me beat my cock for old time's sake?' then he quickly added, "Nobody will know and you can't deny the fact that you used to love watching me do it."

"That was a long time ago Frank, I admit that yes I did enjoy our little game but I'm married now. I have a daughter. I can't do that again. It just wouldn't be right" were Denise's words but she never took her eyes of his cock while they spoke.

Frank responded to her by saying "Please do this for me, just sit here on the edge of my bed like you used to and watch me. Nobody needs to know about it but us." Then he thought to add "With Mike on the road so much any more you have to be lonely too. There's no harm in just watching me is there?"

Denise wanted to say no and just storm out of the room but something deep inside of her. Some force she couldn't say no too made her come further into the room until she was now standing right beside his bed. This made Amanda quite happy in that she could now finally see her Mom.

Frank patted the bed next to himself signaling her to sit beside him. She was trembling as she obediently complied. "Is Mike's this big?" Frank asked her. And she simply shook her head. "Have you thought about mine at all over the years?" he then asked her.

"Yes" She admitted, adding "Many times; I've tried not to but the memories would just come back. You are right; I used to love watching you play with it." She couldn't believe that those words were spilling out of her mouth but there was something about seeing his big fat cock again that had stirred up something inside of her. As much as she wanted to be the conservative obedient housewife she tried to be the part of her deep inside that wanted to be sluttish was taking control.

Amanda was having a tough time staying quiet. Her fingers were very busy rubbing her pussy and she had to struggle not to make any vocal noises. She was just wowed by hearing her mom, the very mom she thought to be a prude, admit to such things.

Frank stopped stroking his cock for a few moments. He was getting too close to exploding and wanted this to last. He knew Amanda wanted it to last as well. He decided that it'd gone this far so he might as well see how far he could push it. "Why don't you take off your clothes and show me that hot body of yours?" he said to Denise. "Seeing you has never failed to get me off." He added.

As if in a trance she pulled her tee shirt off and quickly undid her bra exposing her still firm tits to him. "Just this one last time can't hurt I guess" she said. She didn't mention how much it used to turn her on to let Frank see her naked.

"Denise you are still as pretty as ever. " Frank told her as he began to stroke his cock again. He was rather surprised by the way she went along with everything so far and he wasn't about to quit. "I want to see all of you though. Please take off the rest."

She rose up off the bed just long enough to push down her pants and her panties. When she sat back down on the bed her leg was right up against his leg. "I've got to tell you Frank; this is the most exciting thing that's happened to me in a very long time. I can't believe myself but I am really thankful that you decided to bless me with this surprise." She said without thinking. She was as surprised as he was to hear the words. They just rolled right off of her tongue as if she were no longer in control of herself.

By this time Amanda had quietly removed her panties and she was rubbing herself furiously. She had to fight with herself to keep from storming into the room and fucking Uncle Frank right there in front of her Mother.

"I bet you'd just love to stroke again wouldn't you Denise?" Frank said, knowing damned well she wanted to. "Go ahead, I want you too." And with that he offered his sister his hard cock.

Denise was a bit hesitant but as if it had a mind of its own her hand touched his knee. She slowly began to slide it up his leg until it was about an inch from his cock. "Should we really be doing this Frank, it's not too late for us to stop." She said but she knew he wasn't going to say stop.

Before Frank could respond; her hand cupped his balls. He took his hand off of his shaft and let her take over. She felt his balls for a few moments then put her hand around his shaft. As she began to stroke it her mind raced and she couldn't control what she said. "Oh God I forgot how good your big cock feels. I have missed it so much Frank." She said lustfully.

With that she lowered her head and kissed the tip of his cock. She then opened her mouth and swallowed it savoring the forgotten taste. Frank moaned as she gave him head and Amanda was losing control of herself. Seeing her mom giving head was driving her wild.

Frank had by this time forgotten that Amanda was even there. He had his head back and eyes closed just enjoying the blowjob he was receiving. Denise of course was oblivious to her presence as well; that is until she felt a slap on her ass and her daughter's voice saying "Oh God you look good with Uncle Frank's big cock in your mouth you slut!"

Denise screamed "Oh my God! I thought you were out for the night!" and she tried to get up and run out of the room. Amanda stepped in front of her and blocked her way. She tried sidestepping her but again Amanda stood in her way.

"Where do you think you are going Mom? Amanda asked her then adding, "You aren't done sucking that big cock yet."

Denise came only then realized that Amanda was naked and that she must have seen everything that's been going on. "Let me out of here Amanda this isn't funny." She said.

Amanda was not about to lose control of the situation. "No you need to get back on that cock. He hasn't cum yet and you need to finish him and if you don't I'll just have to go grab my cell and give daddy a call."

Denise knew then and there that Amanda had her by the proverbial balls. There was nothing she could do but do as told. She crawled back up onto the bed and started to suck on Frank's cock once again. He had lot his erection after Denise had panicked but it quickly swelled back to its full glory with Denise's help.

Amanda kept slapping her Mom's ass as she watch her suck and was calling her dirty names and telling her what to do. "Yeah Mom suck that cock. Lick his balls and get him ready to cum. Be the slut know you are."

After several minutes of this Amanda decided it was time to heat things up even more. "You want to fuck this slut Uncle Frank? Do you want to finally feel what its like to slide that big hard cock of yours into her tight pussy? She asked excitedly.

When Frank said yes she mad her Mother lay down on her back and spread her legs. Amanda pointed out that they were going to need to shave her pussy later and get Mom up to date but Frank really didn't care he just wanted to fuck. He climbed on top of her and slid his cock into her wet snatch. Despite the way she'd acted about being caught; Denise was wet and ready. She as finally getting to feel that cock inside of her after all these years and she loved every minute of it.

Amanda had position herself so that she was kneeling at her Mother's head she got a nice view of Uncle Frank's cock sliding in and out from there. She started to really feel left out though and without warning she got up on her knees and moved forward enough so that her pussy was right above her mothers face. She didn't ask her Mom if she wanted it; she just lowered her pussy right to Denise's mouth.

Denise had never before eaten another pussy but she tasted it anyhow. She found to her delight that she liked it. Amanda was squatting over her face commanding her to lick and she gladly obliged her. She licked her daughter's pussy like a pro as her own brother fucked her hard and deep.

Denise was the first to climax. She had a hard time concentrating on the pussy being shoved into her face while she orgasmed but id her best. Frank and Amanda soon followed suit. They both erupted at about the same time. Amanda filling her Mother's face with her love juices and Frank filling her pussy with his wonderful cum.

They all collapsed into a heap on the bed arms and legs entwined. They stayed that way for a long time. Nobody saying a word until finally Denise wanted to know if they'd had this whole evening planned out in advance. Frank just laughed and said, "Talk to the boss about that one."