Autumn's father and I have been friends for a long time. I used to baby-sit his baby girl Autumn all the time when she was around 5 years old while he and his wife were off at work. By the time Autumn started going to high school, she and her parents moved to a new location. I was upset that my best friend had just moved. They were pretty much the only family I had ever known. Being 40 years of age, life sure does suck when you're lonely.

It's been a few years since I have seen Autumn and her family. But one day out of the blue, I got a phone call from Autumn's father Henry. I hadn't spoken to him in ages, and I was very pleased to hear his voice. We talked seemingly for hours on the phone before he had to go. He invited me down to his new work place just an hour from where I lived. I agreed to meet with him after all these years. I couldn't help but ask him how Autumn turned out since the last time I saw her. Henry assured me that I would like the new Autumn. In fact, I'd get to see her because Henry hired her. I couldn't wait to see Henry and his daughter again. I literally counted down the days until that day had arrived.

The day came for me to see Henry and his family again. I drove down to a local construction company just an hour away from me. As I drove up into the parking lot, a man was waiting for me with a smile on his face. I knew it had to be my good old buddy Henry. He greeted me as soon as I got out of the car. We hug and told each other how good it felt to meet again after all these years. Henry invited me up to his office to meet his co-workers and employees. It turned out that Henry was one of the top supervisors at his construction company.

We went up to his office and I met everyone he was working with but I wasn't really much into meeting new people. I just wanted to see how Autumn turned out since the days I knew her. Henry told me that Autumn was in her new office and that I should surprise her. Henry had to take off to one of his projects he was working on downtown so he told me to spend the day with Autumn.

Some workers pointed me in the direction of Autumn's office. I read the name tag on the front door and it was indeed Autumn's office. I knocked twice before I heard a lovely voice telling me to come in. As I opened the door, there sitting on her desk and talking on the phone was Autumn. She was more beautiful then I could have imagined. My eyes quickly drifted from her glowing Brazilian face and those juicy red lips that were moving with words, to what I couldn't believe. Autumn was huge in the chest. I felt my cock immediately start to rise. It'd been so long since my dick tingled with excitement over a woman. But Autumn wasn't just any woman. She had gorgeous long black hair with matching dark perils. She was slim and seemingly thick in all the right places. My mind was going blank as I realized that Autumn was no longer the little girl I used to baby-sit but now a 21 year old buxom woman.

"Uncle Marty!" Autumn yelled out after she hung up the phone. She called me Uncle Marty because I was more then just a baby-sitter to her. We were family. But now, I just wanted to break family ties and slide my hard cock between her juicy Brazilian tits.






Autumn quickly walked up to me and gave me a huge hug.

"I haven't seen you in ages, Uncle Marty," she said to me. I wrapped my arms around her tightly. The feeling of her bra-encased knockers pressing against my chest sent a wonderful sensation throughout my body, especially down in my private region.

"OH! Uncle Marty! Is that a banana or are you just happy to see me?" Autumn said jokingly. I knew she had felt my hard on press against her crotch. I felt embarrassed that she actually noticed.

"Mmmm. Don't worry uncle. Your secret is safe with me," Autumn said giving me a wink as we released each other from our hug.

"Have a seat uncle or should I just call you Marty now?" Autumn asked.

I took a gasp of air and replied, "Yeah, sure Autumn. You're all grown up. I guess Uncle Marty is a little bit played out."

"I think I like calling you Uncle Marty," she replied smiling.

"My, my, my, Autumn. You have certainly grown up to be such a beautiful young woman. I remember when you were just a little baby. So cute then and very cute now," I told her followed by a little laugh.

"Oh, yes, the good old days. Do you remember those times I would stuff my shirt and pretend I was a grown woman?" said Autumn, laughing afterwards.

"Of course, How could I forget? Now, you have the real deal," I said and then I gasped and realized what I had just said.

"I'm sorry for saying that Autumn. Forgive me," I quickly apologized.

"It's ok Uncle. We're adults now. I don't blame you for noticing. I mean, who wouldn't notice these huge watermelons I'm carrying on my chest. Gee. Wish guys knew how it felt to have breasts especially if you're a size 44EE."

As soon as she said that, my dick rose to its full hard on, throbbing to be released and played with by my favorite girl in the whole world. Suddenly the phone rang and Autumn answered it.

"Oh hi daddy," I heard her say.

"Yeah. He's right here. I'm so glad that you invited him to come visit us. Sure. I'll ask him. Ok. Be safe. Bye bye."

She hung up the phone and said, "My dad wants to know if you'll stay at our house tonight and keep me company. He has to go out of town on some business, and he doesn't want me to be alone. Ever since mom died, dad tries to make me feel more secure. It would mean a lot to me if you would stay the weekend until Dad gets back. That's what he wants too."

My heart nearly skipped a beat. The thought of Autumn and me in the house alone all weekend was too much.

"It'll be like old times when you used to baby-sit me," Autumn added while giving me a cute and hard-to-resist puppy dog face.

I caved in though; no never crossed my mind.

"All right! All right, my dear child. You win. I'll stay with you for the weekend."

Autumn's face lit up with joy, and we both stood up and hugged once again. I couldn't help but notice her huge breasts bobbing up and down as she got out of her chair and walked towards me. Now they were smashing into my chest again. My massive boner filled up the entire front part of my jeans and my face began to flush. I could hear Autumn moaning a bit in my ear. I quickly pulled back so things wouldn't get out of hand here.

"Why don't we go out for lunch?" Autumn told me while smiling.

"Sure. I could use a bit to eat," I agreed.

With that being said, I opened the door for Autumn, and we were on our way to a nice restaurant she suggested.

After lunch, we drove back to her office, and she gave me her address. She wanted me to come by the house around 8 o'clock. I gave her one last hug and a kiss on the cheek before I was on my way home to prepare for the weekend.

When I finally arrived home, I got to packing right away and thought about Autumn and her sweater meats. They looked so enormous inside her blouse and well encased inside her large bra at that. Jutting from her chest like huge torpedoes but spread out wider, bulging out from her armpits almost. Her brown skin was like the color of coconuts. I just wanted to leave a trail of my hot cum on her skin.

That night, I arrived at Henry's house. I had my black hair slicked back. I shaved my beard and trimmed my mustache. I wore a checker shirt and a pair of blue jeans. I had my gym bag full of clothes for the weekend, placed beside me. Autumn opened the door wearing a very small, tight pink tube top that looked like it was about to explode with her tits springing out. She had to use one hand to hold the top up for dear life. She also had on very tight Capri pants that showed off her round ass nicely.

"Well come on in." She invited me in while pulling her hair into a bun. "This is what I look like when I'm not working," she said followed by a few giggles.

I walked into the lovely house and compliment it. Then I compliment her. "You still look lovely even off work."

"Why thank you," she said with a smile.

"Your boyfriend is one lucky guy;" I said trying to figure out if she was involved with anyone.

"Actually Uncle Marty, I am engaged to be married but my fiancé is in the army and has been away for two months now. So you must know that I have been lonely for quite some time," Autumn revealed to me. I could see the lust in her eyes for a nice dick.

"What about your father?" I asked her.

"I can't fuck my father, Uncle Marty. Oops! Did I say that out loud," said Autumn acting innocent. But I knew she wasn't.

"I see what you mean," I told her taking a deep breath, then letting it all out.

"So why don't you make yourself comfortable while I go change into something less revealing," Autumn said. I really didn't mind what she was wearing but I couldn't tell her that. Plus, having this monstrous boner was killing me, and I knew I had to do something about it.

Autumn rushed upstairs to change. My eyes bounced along with the rhythm of her soft pliable tits, and to my surprise, they bounced clear out of her top in all their glory. I didn't get a good look, but I was hoping to see more later. The girl I use to baby-sit, I am now obsessed with getting into bed. She's the daughter of my best friend but when I look at her, I don't see my best friend. I see a night of intense sex. My dick just throbbed at the thought of her.

A few minutes passed and Autumn returned wearing just an oversize white T-shirt and probably some underwear covering her crotch. I could tell she wasn't wearing a bra because her massive breasts sloped down a little bit but still jutting from her chest like missiles ready to fire. Her nipples were hard through the fabric and I just couldn't take my eyes off them.

She pounced next to me on the sofa which caused her gigantic pillows to bounce wildly at me.

"Oh my God! I am so sorry. Sometimes they have a mind of their own;" she said followed by a laugh.

"And what brains they are," I replied.

"Most guys aren't turned on by enormous jugs like mine. I was lucky to find a guy who was, but since he is in the army, it's hard for us to see each other. That's why I'm glad you decided to come over this weekend. I know you can enjoy more then a handful. I have seen your magazines, Uncle Marty," Autumn revealed to me.

I was quite shocked to learn that she knew I had a fetish for big tits. I don't know if that helped me or made me seem more and more like an old pervert. Without warning, Autumn planted a kiss on my lips. That one kiss turned into multiple kisses. I wasn't going to fight her desire so I joined in and kissed back. Autumn was very forceful. She took hold of my head and shoved her tongue down my throat. I suckled her tongue as if it was the longest nipple I had ever sucked in my life. My hands found their way on to her nice firm ass. Squeezing, I realized that she didn't have on a thong. She was completely naked under the T-shirt. That set my cock on fire and it pressed hard against Autumn's stomach.

"Ohhh! Uncle Marty. I knew I would feel that thing again," Autumn said teasingly in between kisses.

She stopped kissing me and slowly ran her hands up and down my chest. She unbuttoned my shirt and slid it off my shoulders.

"What about your father, My best friend? What if he comes home early," I panicked.

"He won't. Trust me. Father always calls home before he comes back," she assured me as her hands now slowly caressed the outside of my bulging jeans. "My fiancé has a pretty nice size dick. It's about 7-inches and pretty thick."

She successfully unzipped my jeans and pulled them down to my ankles. My big dick was standing up straight through the slit of my boxers. Autumn's hands took hold of it and started to caress it.

"Mmmm," I moaned as Autumn bent her head down and engulfed my cock between her sweet lips. The sounds of her sucking and slurping made my dick extremely hard. I ran my hands through her hair as she took my entire dick down her throat, down to the base and my huge balls were resting at her chin. She held herself down there for a while and then came up for some air. Spit bubbles had formed in her mouth and pre-cum leaked from the sides.

"Mmmm. So big and tasty Uncle Marty," she moaned. She continued to stroke and wobbled my big dick in her hands while my own hands tugged at her nipples through the fabric of her shirt.

"I know you have wanted to get your hands and mouth on these big titties," she teased me. I nodded my head yes and Autumn sat back a little bit and lifted her shirt over her head. Flopping, out came her enormous hooters with large dark brown areolas, toppled with huge, thick brown nipples. The second they were released, I drove my head between them sucking and licking every square inch of them. I smashed both her huge breasts together and suckled first one nipple and then the other. Immediately, I took both inside my mouth and suckled her to a long orgasm.

Autumn continued to fuck my mouth with her fat and delicious nipples while stroking my throbbing meat. Her tits dropped out of my mouth to a huge pop and her head sank down between my thighs. Her mouth cupped my huge balls and started to suck on them. Chills rushed through my body as her tongue slithered like a snake around both of my balls. She caressed each one in turn before resuming to suck on them both in such a lovely manner.

"Mmmm. I have to feel this big dick in me Uncle Marty," Autumn urged. She held my cock in her hands and straddled it. She slowly eased her way onto it and my hands gripped her by the waist and helped ease her down. With one big push, she sat on my entire dick, straight to the base and my balls rested below her ass.

Autumn placed her feet on my legs and we started moving in union. Autumn placed her arms around my neck and leaned forward to kiss me, inserting her tongue deep down my throat as we slowly rocked back and forth. Her hard nipples poked my chest hard but were being smoothed with her actually huge soft, sweaty breasts.

"Oh God, Autumn. I haven't felt a pussy this warm in years," I moaned as we picked up the pace. She started to pounce up and down on my cock. My hands helped lift her up by her ass cheeks, slamming her down furiously and making her ass cheeks jiggle against my thighs. Her breasts bounced up at our faces and we just laughed and stuck our tongues out to catch her nipples.

I rapidly thrust my big dick in and out of her pussy. The sounds of my balls beat against her ass. Our grinding was making slurping sounds and her loud moans and cries filled the room.

"OH! OH! OH! " cried Autumn gripping my shoulders hard and staring straight up at the ceiling. I looked up and saw the sweat pouring down her flush face. Her hair once in a bun was now flying in every direction. My head was right between her bouncing slippery pillows. The feel of her breasts beating my head caused me to thrust faster and really plow her deeper then she had ever felt.

"So big! AHHHH!" Autumn continued to cry. I pulled my cock out of her unexpectedly and turned her around so her back was facing me. Her feet were planted on my knees as she lowered herself back down on my already juice-dripping dick. I resumed fucking her with reckless abandon and she cried out in pleasure. She arched her back and let her hair fall down to my chest. The sight of her big tits flopping to her sides was enough to bring me to an orgasm. I reached up and squeezed them, loving the way they sank through my long fingers.

Autumn was thrashing her head about, reaching a powerful climax. Her flushed face had beads of sweat dripping down and her mouth was wide open, breathing heavy and releasing silent moans. Her pussy muscles tighten around my big dick, milking me of everything I had. Autumn soon came from the pounding.

"I'M CUMMMING! OH GOD! OH! OH! OH! DON‘T STOP OH GOD NO!" Autumn cried as she came all over my dick, still thrusting deeply inside her. I felt her juices pouring and heard her breathing start to slow down.

Without removing my dick, I positioned Autumn sideways on the sofa with me behind. I crossed one of my legs over hers and lifted her other leg up. I rested my chin over her shoulder and resumed drilling her moist cunt.

I kissed from her ears down to her neck. Roughly ramming my throbbing dick repeatedly inside her cunt, I peeked over her shoulders to see her massive breasts laying on top of one another and still bouncing up and down to meet her chin. I reached down with my free hand and tugged at her nipples, toying with them between my fingers.

Autumn's face had a zone out look as she was moaning and groaning harder. Her eyes just stared across the room while I worked her pussy with my big dick to the fullest. She then let out a loud cry and produced more cum that came flowing down my cock to my heavy bouncing balls that beat against her pussy walls.

I gave her pussy a few powerful and long strokes before pulling out once again. My dick was dripping with her juices and she turned around to face me and position me completely on my back.

She bent her head down and engulfed my pussy juice-dripping dick. I couldn't believe she was tasting her own juices and sucking it off my dick. Her tongue probed my shaft all the way around, cleaning her juices off my thick meat.

"This time I want you to cum Uncle Marty," she teased me before she climbed on top of my hard cock once again. Her wet snatch was creamier then ever from the two times she came. My dick felt right at home inside her cunt.

She placed her hands on my chest and squished her big tits between her arms. They ballooned out at me and her nipples were hardening erasers. Autumn started to ride me without warning. I took hold of her round ass and squeezed it tightly as she started to rock faster and faster. Her sweaty breasts started to swing at my face. They were so huge at the bottoms; I stuck my tongue up to lick them every time they swayed by my face.

Autumn then arched her back and I started to take control. I lifted my ass up off the couch and started thrusting like a mad man. Her big tits were making slapping noises that were driving me insane. I was lost in her chest, just watching them move in every direction and crash into each other. I knew I was ready to cum.

Autumn came first as we both released orgasms. I leaned forward and took one of her huge brown breasts between my lips and suckled hard as I started to cum. I drove my unloading cock deep between the moist walls of her pussy. We both thrashed about, bouncing up and down for what seemed like eternity until both of our muscles started to relax and she collapsed on top of me. Both of her huge soft EE tits bulged out from our sides as my dick nested tightly still between her thighs.

We had awakened from our little nap around ten minutes. We were both sore and sticky. That was the best fuck I had had in a long time and Autumn knew it. She fulfilled both of our needs and she wasn't done yet.

"Oh boy. I need to take a shower and so do you Uncle. To save time, why don't we take one together? I can do some amazing tricks with my breasts in the shower," Autumn said with joy.

I knew this weekend would be one to remember. I'm glad Henry is my friend but more importantly, I'm glad I got to fuck my best friend's huge breasted daughter.