UNCLE BILL “THE MENTOR”

Man teaches nieces friend.

I watched through the bay window in the living room as the cab carrying my twenty one
year old niece pulled away from the curb on its way to the airport. Although there were
still a few days left of winter break, she wanted to get back to college a few days early in
order to catch up on some work she had to complete. Her best friend Kate was not quite
as conscientious as Jess, instead opting to stay behind for a few more days of skiing. I
tried to encourage Kate to leave early, as a storm was rapidly approaching, but she
insisted on staying as long as she could.

My vacation home is in Northern Vermont, placed at about the halfway point between
Burlington and Stowe. I had invited Kate and Jess to spend the week there, just as I had
for several years prior. The three of us are avid skiers, and this had become our yearly
ritual during winter break. The skiing had been exceptional this year, so I can't say that I
really blamed Kate for staying behind.

I turned towards Kate, who was reclining on the couch watching television. She was
also twenty one, with long, dark hair, light brown eyes, and golden skin. To be blunt,
Kate is an absolute knockout. She has high cheekbones to go with her full lips, and a
perfect complexion. She is visually stunning, and wears little to no makeup. Kate is also
an athlete, and it shows. She has long, shapely legs leading into a perfect ass, curvy
hips, and a flat, toned tummy. I should mention that Kate also has a huge, natural set of
tits. So huge, in fact, that they are really out of proportion with the rest of her. Some
beautiful women embrace and accept their beauty and the attention it gets them. Kate
did not. She was quite self-conscious of her body and her looks-especially her body.
She took great pains to dress in such a way as to hide her curves as much as possible.
She hated feeling that people treated her as a bimbo, and that her giant rack was the
extent of her as a person. Kate had dated a few boys, but things never seemed to work
out.

"Are you ready to hit the slopes, or are you going to spend the day melting your brain
with that crap you're watching," I asked Kate.

Kate smiled and clicked off the TV.

"Definitely the slopes, Uncle Bill. I only have a few days left, and I'm going to make the
best of them. Give me about fifteen minutes and I'll be ready to go."

"Okay, Kate. I'll get our gear loaded into the truck in the meantime. Don't take too long.
I'm itching to get there."
I had just finished loading the car when Kate walked outside and smiled.

"Did I do good, Uncle Bill? I got ready as quickly as I could."

"Perfect timing, Kate. Let's get on the road."

We chatted a bit on the short drive to the Stowe Mountain Resort. Kate thanked me for
allowing her stay the extra few days, and promised to do the cooking in return. We
chatted a bit about school. Kate is an engineering major, and a bright one at that. She
graduated top of her class in high school, and has a 4.0 average over her first two plus
years of college. I guess it's a bit understandable why she is so sensitive about the way
she is perceived by people.

We spent the day skiing the hell out of that mountain, pausing a few times for a bite to
eat and a breather. To the dismay of the resort staff and ski patrol, we had quite a few
races down the mountain, with me having a slight edge in the number of victories. We
were both exhausted when we got back to the car. I flipped on the radio to listen to the
latest weather report, and was bombarded by storm warnings on every station. It was
no longer a question of if we would get hit. It was more a question of just how bad it
would be. The reports prompted me to stop at the grocery store on the way back. We
loaded up on staples, and Kate picked out a steak for dinner. After loading the groceries
in the car, we headed back to the house.

I put the groceries away as Kate seasoned the steak. Once finished, I directed my
attention to the fireplace, building a blazing fire and then dropping down onto the couch
to relax. Kate walked over and handed me a glass of wine.

"That was an awesome day today, Uncle Bill. I haven't had that much fun skiing in a
long time," she said, dropping down onto the other end of the couch. She, too, had a
glass of wine, and she took a sip. "Thank you again."

"My pleasure, Kate. From the sounds of it, we may be out of luck for the next couple of
days. If this storm hits the way the reports say, we'll be stuck here for a while."

"HA! A little snow isn't going to keep me away from the slopes," Kate shot back. "I didn't
stay here to sit around. I could have done that at school. I want to ski," she said,
pounding one foot on the ground.

"Well, let's see what we wake up to tomorrow. If it's safe, I promise we'll go. If not, we
have movies and games and books. We'll make the best of it."

"We'll see," frowned Kate. "I guess when you get old you get chicken," she smirked.
"You can always stay here and hide."

"Funny, Kate. Seriously, I'm not kidding. If the weather is bad, I don't want you trying to
go anywhere. It isn't worth it."
Kate gave me an evil little smirk and took a sip of her wine, winking at me from behind
her glass. She got up and went over by the kitchen to begin cooking. I have an indoor
grill on the stovetop, and Kate cooked the steaks to perfection. Served with mashed
potatoes and a salad, it was a perfect meal.

We ate and chatted, and shared in the cleanup duties after we had finished. Afterword,
we moved back to the couch, still sipping wine and watching a movie. By ten o'clock,
the wind was howling and the snow began to fall. It was accumulating at an alarming
rate, and I knew that any hopes of skiing were fading fast. A short time later the lights
flickered and then went out. Kate let out a startled yelp, and I glanced in her direction.
She was sitting there in the flickering light of the fireplace, and I was momentarily
stunned by how beautiful she looked. We locked eyes, and then Kate glanced away,
seemingly a bit embarrassed.

"That scared me," she said, pouting. "Now I won't see the end of the movie".

"Sit tight," I replied. "That's why we have generators around here."

I put on my coat and went into the garage. I threw the bypass switch on the circuit
breaker box, and then went out back to start the generator. It started right up, and a few
seconds later the lights came on in the house.

"My hero," Kate exclaimed as I came back inside.

"At your service, my dear Kate. Shall we finish the movie?"

Kate smiled and switched the TV and DVD player back on, locating the spot we had left
off. Several movies and too many glasses of wine later, I was in bed, tired and sore
from the day's activities. Kate had fallen asleep on the couch, and I had covered her
with a blanket before heading off to bed.

When I awoke in the morning, nearly two feet of snow had fallen. The storm was coming
to an end, but I could see that the roads were a mess. Kate was still asleep, so I quietly
went outside to clear the driveway. I shoveled the walks first, and then I noticed a bleary
eyed Kate standing at the door of the porch. She opened the door and looked out and
started talking to me.

"It doesn't look too bad. I think we could get to the mountain," she said. Once we get
this driveway clear, it will be easy. Look. There's a plow on the road already."

"Kate, no. I watched the news this morning. The roads are horrible, and the police are
urging people to stay home. There is another storm right behind this one. Within a few
hours, we are going to get blasted again."

"They always say that, Uncle Bill. Look at it. It isn't bad at all. I want to ski!"

"We aren't going anywhere Kate. Now go inside. There's a pot of fresh coffee on the
counter."
Kate growled at me and disappeared into the house. Fortunately, I had already attached
a plow to the front of the truck I keep at the house, so I was able to quickly clear the
driveway. When I got inside, I found that Kate had cooked up some bacon and eggs
with hash browns. This girl could cook!

We enjoyed our breakfast, and Kate cleaned up and dropped onto the couch with a
forlorn look on her face. We heard the sound of a truck pass by, and Kate leapt to her
feet and looked out the window.

"See Uncle Bill? The plow just went by. We can go! We can go!"

"Kate! I told you we aren't going anywhere. The last thing we need is to get stuck in a
snowbank somewhere. We have food, water, electricity. We are safe here. I know
you're disappointed, and so am I. But we aren't going to risk getting hurt."

"Fuddy duddy," Kate sneered, sticking her tongue out for effect. "Fine. We can sit here
in this boring old house and do nothing. Or maybe we can play checkers. Or...I know.
We can go down the basement and set up a shuffleboard court. You old fuddy duddies
like shuffleboard, don't you?"

"Keep it up, young lady, and you may well earn yourself a spanking."

"Yeah, right," she taunted, again sticking out her tongue. "You wouldn't have the nerve,"
Kate retorted. "Besides, I don't think you could catch me."

"We may well, see, young lady," I replied.

For the first time, the thought that I would very much like to spank her lovely ass
crossed my mind. As if she sensed it, Kate blushed as she looked at me, and then
looked away. She looked away, but she did not looked at all displeased. Instead, I saw
something else in her expression. Something I needed to stop thinking about.

"Well, I'm going to go take a bath. That will be something to do. You get the
checkerboard ready, fuddy duddy," she quipped as she walked past me. I had a dish
towel in my hand, and reflexively snapped it at her ass. She let out a yelp and a giggle
as it connected with its target and then she scooted up the stairs.

I sat on the couch and let out a deep breath, engaging in an internal conversation. I'd
better be careful here, I thought. She is a sweet kid. I've known her for a lot of years,
and I don't want her to feel uncomfortable around me. Besides, I reasoned, I was sure I
imagined that look she had. I flipped on the television and watched something on the
Discovery Channel as Kate bathed.

It was past noon when Kate came down the stairs. She was wearing baggy cotton
pajamas and slippers. Her hair was up in a clip, with a few loose strands flowing down
her neck. I tried not to notice, but she looked like a dream. My God, she was a beauty.

"I was going to make a sandwich, Kate. Would you like something?"
"Sure. I'll help," she replied.

We stood at the counter and put together our lunches, and then sat at the table to eat.

"So," Kate said. "What happened between you and Sandy? I never got the full story
from Jess."

"Ah, Sandy. Well, divorce is never easy Kate. Sometimes, neither is marriage. I guess
Sandy decided there were greener pastures, or at least decided to see if there were."

"She was cheating on you?"

"I reckon she was," I replied.

Kate shook her head and shrugged.

"Well...she must have been crazy, Uncle Bill. You're...well...you're awesome," Kate said
as she munched on a chip. She blushed after she said it and looked away.

"Thank you, Kate. Obviously, Sandy didn't agree."

"You still love her, don't you?"

"I think I always will, but life moves on."

Kate paused for a moment as if in thought. "Would you take her back Uncle Bill? If she
asked?"

"At this point? No. You know Kate, I think there are some things you can come back
from. If it was just an infidelity, maybe. But Sandy and I were probably never right for
each other anyway. She was a party girl. She went to work, and wanted to go out every
night when she got home. That's fine when you're in your early twenties, but it gets old
fast. I like a simpler life. I like to work, but I enjoy getting outside. Swimming, skiing, just
enjoying nature. I'm an athlete, much as you are. I'm not interested in ruining that every
night."

"I know what you mean. I've only been able to drink legally for a few months, and I'm
already bored with the bar scene."

"Well, I bored her. I guess I really must be an old fuddy duddy," I said with a grin.

"I already told you that, Uncle Bill," she quipped as she cleared the table.

I got a fire started again and Kate and I decided to play Monopoly for a while. As I set
up, Kate went to the kitchen area and opened a bottle of wine, pouring each of us a
glass. She returned and held one out to me, then held up her glass.

"In honor of Sandy. A drunken, snowed in afternoon with my favorite uncle," she said
with a giggle. We clinked glasses and each took a sip.
We played several games, breaking for dinner around six. Each of us had won a pair of
games, and we decided to play one more in order to crown a champion. The final game
went on for a while, an evenly matched seesaw battle until I ended up with a run of
horrible luck, landing on hotel laden North Carolina Avenue, Pennsylvania Avenue, Park
Place and Boardwalk in successive turns. It was all over but the shouting at that point.

A somewhat inebriated Kate looked across the table at me, smiled and said "How old
are you, Uncle Bill?"

"Thirty five, Kate. Why?"

"That old age must be affecting your brain. How was a young college student like me
able to outwit an important businessman like you, Uncle Bill? Boring, old, chicken, and
with a faltering mind too? Oh, Uncle Bill. Whatever will we do with you," Kate taunted.

"I see that you're back to trying to earn yourself a spanking again, Kate."

Kate fixed me with a stare, challenging me with both her expression and her words. She
surveyed the room, identifying a path to the stairs. From her position, she had a clear
run, where I would have to go around the couch. Emboldened, she bit her lower lip,
continuing to look me in the eyes. "There is no way you'd catch me before I reached the
bedroom. That's base, and if I get there first you lose."

I could see Katie's chest rising and falling quite rapidly, and I could see her pupils
dilating as if they were a cat's eyes. "And if I catch you, Kate?"

"I don't think you'll be able to wrestle me down and spank me anyway."

"And if I do?"

"Then I probably deserve it," she said while arching an eyebrow. In a flash, Kate leapt to
her feet and bounded for the stairs. I was up almost simultaneously with Kate, and
rather than trying to go around the couch, I instead hurdled it. She had just reached the
bottom stair when I was on her. Kate gasped as I wrapped my arms around her and
easily carried her back to the couch. She struggled and kicked, but could not break free.
I sat and laid her across my lap, face down, holding her in place.

"Be still now, Kate. I'm going to administer ten smacks to your bottom. If you struggle, I
will add more. Do you understand?"

"Uncle Bill..."

As Kate began to speak, I raised my hand and brought it down on her right ass cheek.

"Ow!," Kate squealed.

"That's one, Kate."

She turned her head so she could look at me. Her face was flushed, and she was
panting from the struggle.

"Please, Uncle Bill. You aren't being fair," Kate protested.

Raising my hand again, I watched her face as the second smack came down. "Two. If
you insist on talking, I will add more."

Kate quieted and watched my face as I spanked her lovely pajama clad bottom eight
more times. When I had finished, I released her and Kate sat up on the couch next to
me. At that point I felt a bit foolish for taking it as far as I had, and hoped that I hadn't
ruined things between Kate and Jess and I.

As if in reply, Kate smirked and started into my eyes. "That's all you have, Uncle Bill?
Ten little smacks to my bottom? I thought you were going to spank me," she challenged.

"Consider yourself lucky that I didn't do that on your bare ass, young lady. Consider
yourself very lucky."

"I don't think you have the nerve, Uncle Bill. Go ahead. I dare you. Give me a bare
bottom spanking. If you aren't too chicken, that is."

Kate was flushed, and she no longer had a playful look on her face. It had been
replaced by a lustful glare that was unmistakable. I suppose I should have stopped at
this point. We had both been drinking, and I allowed the alcohol and my libido to get the
best of me, as had Kate. Instead of stopping, I grabbed Kate and positioned her on my
lap again. I used one hand to pull the pajama bottoms down, exposing her incredible
ass to me.

"Well? What are you waiting for Uncle Bill? I called your bluff. It's time to put up or
chicken out," Kate said as she glared at me.

"Twenty, Kate. I'm going to give you twenty."

"Ha." That was all Kate had the chance to say before the first blow struck her bare ass.
Her eyes opened wide, and I steadily administered four more blows. On the last, Katie
had moved a hand to her ass in an attempt to soften the blow.

"Pull those hands around and underneath you so they don't interfere. Now I have to
start over."

"Uncle Bill!"

I looked her square in the eyes. "Kate," I said sternly. Kate moved her hands under her
body and straightened her arms out. Her hands were now locked out of the way. I
began again, taking my time and counting out loud with each blow. After a count of
seven, Kate had closed her eyes and was biting her bottom lip again. She was
whimpering with each smack to her ass. By fifteen, she was squirming and writhing, and
it took me until number nineteen to realize that Kate was rubbing her pussy with one of
her hands as I spanked her. Number twenty clearly sent her over the edge, and
although she tried to pretend it was the pain, I knew better. I had made her cum, and I
could smell her pussy as she lay across my lap.

Coming to my senses, I pulled up her pajama bottoms and let Kate free. There were
beads of sweat on her forehead, and her hair was a mess. She girl punched me in the
arm.

"I can't believe you really did that to me," she said. "I guess you've got a little life left in
those old bones after all." She smiled when she said it, and I knew we were alright. "I
guess I kind of deserved it, what with the taunting you and all."

"I reckon so, Kate. I reckon so."

Kate got up to pee and I poured us both a glass of iced tea, thinking it wouldn't be a bad
idea to quit the wine for a while. When Kate returned, we watched a movie and had
some popcorn. We didn't talk much, but we had both calmed down considerably. When
the movie ended, Kate retired upstairs to her bedroom. I went out to check on the
generator, and when I returned I heard what sounded like crying coming from Kate's
room.

Crap, I thought. I fucked up. I went up the stairs to speak with her, but as I neared the
door I realized I was mistaken. I could hear the rumble of what sounded like a vibrator,
and the cries Kate were vocalizing were not cries of sadness. I quietly backed away
from the door and down the stairs. I got undressed and dropped into bed, painfully
aware that my cock was rock hard and in need of attention. Jesus Christ, I thought.
What the hell did I start here?

Morning brought the smell of fresh coffee and bacon into my bedroom. Kate was busy.
In addition to the cooking, I could hear the sound of the washing machine going. As I sat
naked on my bed, I noticed that the clothes I tossed on the floor the night before were
gone. Kate had been in the room as I lay there sprawled naked across the bed. Great.

I threw on some sweats and walked out into the kitchen. "Good morning, Kate. You've
been very productive, I see."

"I was up early, so I figured I would get some things done."

"My clothes from yesterday?"

"In the wash, Uncle Bill. Yes, I saw you were naked, but I didn't look. Honest. Besides,
you saw quite a lot of my ass last night, didn't you? What's good for the goose and all
that."

I let out a sigh and poured myself a cup of coffee.

"No skiing today either. Another two feet of snow down, and more on the way. They said
on the news that it could be like this for at least a week," Kate reported.

Kate whipped up omelets for us, and we sat at the table chatting and eating, both of us
avoiding further discussion on the topic of what had happened the previous night.

"Anything new on the boy front with you, Kate? I didn't hear you mention anyone to
Jess."

Kate scrunched up her nose. "No. I think maybe...I don't know. Boys my age...they are
either terrified of me, or all they want to do is maul my tits. That isn't what I want out of a
relationship."

"I don't blame you Kate. You deserve much better."

"If I could get over that...then there's another little problem, Kate said as she blushed.

"What's that," I said, sipping some coffee.

Kate took a deep breath. "I've never...you know. I've never been with a boy. Some
necking, some fondling, but nothing more. I feel like a prude from the nineteen fifties. I'm
terrified of being completely awkward and foolish when I finally get in that situation."

"Kate," I said, lifting her chin up so she would look at me. "Any boy lucky enough to be
with you is going to be so happy at first that he won't even notice. Just let nature take its
course and listen to your body. You'll be fine."

"I don't know," Kate said with a sigh.

We sat in silence as we drank another cup of coffee, each lost in our own thoughts.
Finally, Kate took in a huge breath and looked at me.

"Uncle Bill, can I ask you something?"

"Of course, Kate. What is it?"

"You don't have to answer right away. I mean...it's a big ask."

"It's okay Kate. Ask away."

"Okay. Uncle Bill, I have crushed on you since the day I met you, what, ten years ago?
Unlike any other boys or men I know, you have always been kind and respectful and
seen me as a person instead of a huge set of knockers. That includes teachers I've had
from the sixth grade right up until today. I'm comfortable around you."

"Kate..."

"Please don't interrupt, okay? This is hard enough."

Poor Kate was bright red in the face at this point, and she could barely meet my eyes
with hers.

"I want my first time to be with someone I trust. I trust you, Uncle Bill, and you are one
hell of a hot man too. Would you teach me, Uncle Bill? Would you teach me to make
love? Would you be...my mentor? My sex mentor," she said with a giggle.

"Kate. I...I'm a bit flabbergasted here. I mean...you're practically my niece!"

"Not really. Uncle Bill...Bill...You aren't involved with anyone, and neither am I. For both
of us, this works."

"Kate. Honey, we are in different places in life. A relationship like this won't work."

"It doesn't have to be a relationship, Uncle Bill. We have a few days where we are stuck
here, then I go back to school. I'm sure that within a few days, I can become confident
enough so that when the opportunity comes up with a boy my age, I won't be too scared
to say no and run off. Please say you will at least think about it? Please?"

"Okay Kate. I'll think about it. Okay?"

Kate broke out into a giant smile and planted a kiss on my lips. "Thanks Uncle Bill," she
squealed as she scurried out of the room.

I sat on the couch in silence as I thought about our conversation. On one hand, this was
ill advised and could upset a lot of relationships. On the other hand, it had been several
months since I had sex, and Kate was just so incredibly perfect. I would have to be a bit
insane to say no to her.

We spent a good part of the day outside, clearing the drive and walks again and
building a snowman. Of course, a snowball fight also ensued, which was easily won by
me. The battle culminated with me tackling Kate in the snow and holding her down. As I
looked down at her lying there laughing and glowing, I made my decision. I was going to
do it.

I got up and reached a hand down to Kate, helping her up. We walked to the house arm
in arm. When we got inside, we took off our coats, gloves and boots, tossing them to the
floor near the door. I turned to face Kate and touched a hand to her cheek, causing her
to gasp. I leaned forward and kissed her gently, soft tender kisses. Kate sighed and
moaned and kissed me back as we stood there, until I broke the kiss and reached my
hand out to her. Kate took my hand and followed me into the bedroom.

Once inside, I kissed Kate again, alternating between deep kisses and little nips at her
lips. Kate might not have been very experienced, but she was one damned good kisser.
Her soft, full lips felt wonderful against mine, and the cooing sounds she made added to
the experience. We broke the kissing long enough for me to pull off my sweatshirt. Kate
followed suit, and we sat on the edge of the bed and kissed some more.

After a few more minutes, Kate started to pull up my t-shirt, trying to get it off. I helped
her remove it and leaned back against the headboard, propped against the pillows. Kate
ran her hands over my chest and shoulders as she fixed me with a hungry stare.

"I have to admit something Uncle Bill. I have dreamed...no....fantasized about this
moment for a long time. You are a beautiful man. Fuck. Your chest, your arms. I want to
eat you up!"

Kate leaned forward and kissed me some more, then nibbled her way down my neck,
kissing all the way as her hands roamed all over my torso. She sat up, biting that bottom
lip again and leaned back to look at me. With a hopeful and expectant look in her eyes,
she pulled her t-shirt up over her head and tossed it to the floor. Her ridiculously ample
breasts were still imprisoned in her bra, which was straining to contain her. Kate
watched my eyes as I took her all in, and she leaned forward to kiss me some more.

"I could kiss you all day, Uncle Bill," she said with a happy sigh.

"I'm pretty sure that's what you signed up for, Kate." I pulled her in close again and
kissed her some more as my hands started to roam around her body. Reaching around
behind her, I undid the clasps of her bra and it sprung open. Kate lifted her body enough
for me to remove the bra entirely, and then she pressed herself against me. She felt
incredible against my naked chest. I started to assault her neck with my lips, tongue and
teeth as my left hand found one of her tits. Kate had her eyes closed and was making
little moans as I nibbled and touched her. I was expecting her to be a bit apprehensive,
but it was clear that Kate had fully made up her mind to give herself to me.

Kate pulled back and looked me in the eyes. "I want us naked, Uncle Bill. I want to feel
you against me," she said with a shy smile.

She got off the bed and slid her jeans and panties off with one motion, then knelt next to
me and started to undo the button on my jeans. I surveyed her body as she unbuttoned
me and zipped down the fly. She had a trim waist, wide hips, and a wonderfully full and
curvy bottom, which I had already familiarized myself with. She had a neatly trimmed
dark bush that completed the look. I raised my hips off the bed to assist Kate in pulling
down my jeans and briefs.

She put a hand to her mouth as she released my stiff cock from the confines of my
shorts.
"Oh my God, Uncle Bill. It's beautiful. I always knew it would be."

Kate didn't take her eyes off of it as she finished undressing me, flinging the jeans
behind her once I was free of them. She crawled up my body and threw herself on top
of me, and we kissed and touched and nibbled and stroked for quite some time. I
reached a hand down between her legs and found her cunt to be dripping in
anticipation. I took my time, teasing her by stroking her lips and slipping a finger or two
inside her and back out again. She was moaning and twisting with need, and it didn't
take her very long to cum once I started to play with her clit. Kate dug her nails into my
shoulders as her first orgasm racked her body. Kate looked a bit embarrassed, as she
was quite vocal when she came.

"Sorry, Uncle Bill. I guess I was a bit loud," she said as she looked away.

"There is nothing to be sorry about, Kate. Lovemaking is about letting yourself loose
with and for another person. All I heard was that I was doing something very right. Don't
censor yourself, but don't fake it either. Just feel and react and be you."

Kate looked at me and smiled, then looked leaned to the side and looked down at my
cock. She was shaking with anticipation as I rolled her over onto her back. I reached
over to the nightstand and opened a drawer, pulling out a condom. I opened the
package and handed it to her, and instructed her how to put it on me. Kate complied,
covering the head of my cock and rolling the condom down with shaky hands. When
she had finished, I knelt between her legs and positioned my cock at her pussy, nudging
it and rubbing against her. I ran my cock up and down her wet slit, watching as the lips
parted just a bit. Positioning my cock right there at the opening, I locked eyes with Kate
as I slowly, slowly slipped inside her.

She lay there with her mouth wide open as I inched inside her, taking my time filling her,
allowing her to savor each moment, until, finally, I was fully inside her. I grabbed her by
the hips and pulled her hard against me, eliciting a deep moan as she took in the feeling
of being full of me.

"Oh, Billy. Oh my God Uncle Bill. Fuck. Please Uncle Bill. Fuck me," Kate begged as
she lay full of my cock.

Leaning forward and laying on top of her, I began a slow and steady assault of her cunt
with my hungry cock. I kissed and nibbled at Kate as I fucked her, and she clawed at
me and pulled at my hair as I did.

"Your cock...I can feel the heat coming off of it. Oh my God. It's so deep. Billy..."

Kate bit into my shoulder as her second orgasm hit her. Slowing my pace just a bit, I
looked down at Kate, whose eyes were glazed over with lust and satisfaction. Her body
was responding to mine, and her hips were thrusting involuntarily. Her cunt was
clenching my cock, and eons of evolution drove her body to keep moving, needing me
to fill her with my cum. Soon thereafter, my body tensed up, and Kate watched my face
as I grunted and came, thrusting deep and hard as I did. I lay on top of her for a few
minutes as we recovered, and finally rolled off onto my side next to her. I removed the
condom and threw it in a wastebasket by the bed, and Kate curled up onto my chest
and clung to me.

"Oh, Uncle Bill. That...that was amazing. Holy shit. I'm still shaking here."

"I needed that more than I realized, Kate."

Kate buried her nose in my neck and breathed in, taking the scent of me deep into her
memory. We lay like that for a while, talking and petting and stroking. After a while, Kate
reached down and grabbed my shaft as she looked me in the eye and smiled. I
immediately began to stiffen in her hand, delighting Kate immensely. She stroked me
and started to leave a trail of kisses down my neck and chest to my tummy. Kate looked
up at me as if asking permission.

"Go ahead, honey. Watch me. Listen to the sounds I make and the way I move. That
will guide you."

Kate smiled and licked the head of my cock as she slowly stroked me. She had a coy
smile as she knowingly teased me, kissing and licking me, knowing that I wanted to be
in her mouth. It was her turn to watch me squirm as she toyed with me. Finally, with a
wanton look in her eyes, she took me into her mouth and started to suck me, sliding her
mouth up and down my shaft as she did. At some point, she broke eye contact and
focused on my cock. She was making little moaning sounds as she tended to me, and I
was becoming quite vocal myself. I felt my orgasm fast approaching, and I started to
thrust my hips forward.

"Almost Kate...Oh honey, that's it baby. I'm going to cum, honey. I'm going to cum," I
warned Kate, fully expecting her to pull away and stroke me to finish. Kate had no
intention of stopping, and cooed with delight when my cock spasmed and filled her
mouth with cum. She didn't stop until she had swallowed every drop, reluctantly taking
me out of her mouth and kissing my cock lovingly.

"Did I do good, Uncle Bill," she asked with an expectant smile.

"You did wonderful, Kate. Wonderful."

Kate beamed and moved up by my side again, curling up against me and putting her
head on my shoulder. We napped and fucked the day away, and with the weather
cooperating, spent the better part of a week fucking each other senseless.

The weather finally cleared, and Kate and I reluctantly loaded her luggage into my car
for the trip to the airport. We drove most of the way in silence, each of us lost in thought.
We drove into the parking lot, and I pulled into a space and turned the car off.

Kate looked at me with tears in her eyes.

"Thank you Uncle Bill. For everything. Thank you."

"Ah, Kate. Thank you. It will be okay honey. Get back to school and into the swing of
things. This was an incredible couple of weeks, but it's time to get back to business."

"I guess," said Kate reluctantly. Well, at least I won't make a total fool of myself now
when I get a boyfriend. Right?"

"Kate, you never would have."

"Yeah, well. Now I have a new problem."

"Oh? What's that?"

"Who the hell is going to meet my expectations now? I think you may have ruined me,"
Kate laughed.

"Oh brother," I replied.

Kate leaned over and kissed me deeply, clinging to me tightly as she did. She pulled
back enough to stare into my eyes.

"Spring break is right around the corner, Billy," she said as she opened the car door.
"Jess is going to Cancun, but I think I'd much rather ski up here in Vermont," she added
with a hopeful smile.

I got out and popped the trunk, pulling out Kate's luggage and extending the handle.
Kate kissed me once more before heading to the terminal. She stopped after a few
steps and turned to look at me.

"It isn't lost on me that you didn't say no about spring break, Billy. Not lost on me at all."
She gave me a smirk, and then waved and turned, continuing to walk to the terminal.

I stood there and watched her go, realizing that this beautiful young woman had
captured my heart. And wondering just what in the hell I was going to do about that.
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