The following day was Saturday and the Fuller family was out shopping in the mall. Max wasn't entirely thrilled as they had been shopping for a while.

He, DJ, and Stephanie were in a stupid clothing store. Max didn't want to be there but his mom insisted that he needed some new clothes. DJ shoved a pair of jeans into his arms and told him to try them on.

Stephanie followed her nephew to the change rooms, holding a weird-looking shirt. The store was pretty crowded and there was only one free room.

"You want to go first?" Max asked his aunt, not super keen on trying on the pants.

"We're kind of in a little bit of a rush Max," Stephanie said. "your mom's parking is going to expire soon. You ok to share?"

Max nodded and the two of them headed inside, locking the door behind them.

Max was a little nervous to change in front of his aunt and didn't move at first as he watched Steph pull her shirt over her head, giving him a good look and her big breasts under her red bra.

He felt his dick instantly harden as Stephanie looked at his still fully clothed body.

"C'mon Max, we don't have that much time."

The young boy reluctantly pulled down his pants and closed his eyes, hoping his dick would settle down and his aunt wouldn't see him with a hard-on.

Stephanie stared wide-eyed as she looked at Max's underwear. Not only was his dick hard, but it was also so big that it ran down his leg, almost half of his shaft peeking out from under his tight boxers. "Uh," she cleared her throat.

Max slowly opened his eyes, looking at his partially exposed cock. He quickly tried to stuff it back into his boxer, but it was too big and hard. "I'm so sorry Aunt Steph, I've had trouble controlling it lately and you're so beautiful."

"It's okay Max," Stephanie put a hand onto the boy's shoulder. "I understand, it's perfectly normal for a boy your age to have this kind of reaction."

Max smiled, his aunt's words reassuring him.

"What isn't normal," she continued. "Is for it to be so big, let alone at your age."

Max blushed and looked to the ground, tapping his feet together, "Yeah I know I'm above average."

"Above average?!" Stephanie stammered. "Max you're more than above average, that's the biggest penis I've seen and you're only what? Eleven?"

"Yeah," Max giggled and smiled as he looked at his aunt's face.

"And I've seen my fair share of dicks."

Max's grin was now ear to ear as Stephanie smiled back at him.

"Can I see the rest?"

Max nodded as he pulled his underwear down, his hard dick pointing at his aunt.

Stephanie got down on her knees, brushing her hair out of her eyes as she grabbed Max's throbbing member. She looked him in the eye as she slowly stroked the base and flicked her tongue around the head.

"Oh fuck aunt Steph," Max moaned.

Stephanie quickly covered her nephew's mouth and put a finger to her lips, not wanting the whole store to hear them.

"Sorry," he whispered as he watched his aunt run her tongue along his shaft. "I thought you said we're in a rush."

"I'll be quick," Stephanie engulfed the first couple of inches of her nephew's cock, stroking the base as she spun her tongue around his thick shaft.

"Oh yes aunt Steph," Max moaned quietly as he received his second blow job in as many days.

Stephanie worked more of Max's dick inside her mouth, very eager to please her sister's son and get all of his big cock down her throat.

Max fought to keep quiet as he covered his mouth with his hand as he looked down at his aunt bobbing her head on his shaft as she cupped his balls with her hands.

They were pressed for time and as much as Stephanie and Max were in enjoying themselves they both knew they didn't have long.

Going a little faster Stephanie pulled her face from Max's cock and began hastily licking every inch of his shaft and sucking on his nice big balls.

The young boy held back his moans as he watched his hot aunt suck on his balls, one at a time at first before eventually plopping both of them passed her lips.

She continued to stroke his member, sucking on her sister's son's testicles a bit longer before resuming on his shaft. Stephanie grabbed Max's ass with both of her hands as she took all of his eight-inch cock down her throat.

"Oh fuck," Max couldn't hold back his moans but they were quiet enough so no one in the store could hear them, except for Stephanie that is. He tried to hold out a little longer but it was no use, Max closed his eyes and grunted as he came into his aunt's mouth.

Steph was able to swallow Max's big load without trouble thanks to her past experience. She took out his somewhat deflated dick from her mouth. "How was that Max? Bet you didn't think I'd be the first one to give you a blow job huh?"

Max thought better than to tell his aunt Steph that just only yesterday his cock had been in his mom's mouth as well as her pussy and just shook his head.

"What's taking so long?" DJ knocked rather aggressively on the changing room door. "We have to get going."

Steph smiled and looked down at Max. "One-second DJ." she started to put on her original shirt. "No time to change Max, just pull your pants up and we'll tell your mom they fit."

Max did as his aunt said and soon the two of them were walking side by side in the store as if nothing had happened.

They meet DJ who was now waiting at the cashier giving her their clothes that they hadn't tried on, watching her pay and handing Max the bag. The three of them walked out of the store together, with DJ up and head of Max and Stephanie.

"I trust I don't have to tell you to not tell anyone about what happened in there, right?" Step whispered into Max's ear.

"Of course Steph," Max almost seemed offended that Stephanie had even reminded him as if was Jackson or someone.

The met up with the rest of the group, got some ice cream and headed home.

By the time they arrived home, the sun was beginning to set in the sky. It had been a long day of shopping and Max was exhausted. After dropping the bag of Steph, DJ and his purchases in the kitchen, he went straight up to his room, not even taking off his socks as he collapsed onto his bed, falling asleep in under ten minutes.

As Max lay fully clothed and fast asleep in his bed, everyone else was downstairs getting ready for dinner.

"Hey, Jackson," DJ said putting down the bowl of salad, "can you go get Max?"

Jackson tried to protest, but he knew it was an argument he wasn't going to win and quickly gave up and triple stepped the stairs up to his and Max's shared room. "Max! Dinner!" he said peeking his head inside, shocked to see his brother lying face down on his bed.

He just shrugged and turned back to go down to the table, his stomach growling. It was unlike Max to go to bed so early especially right before dinner but he wasn't complaining. "More for me I guess." he chuckled.

After dinner, everyone went their separate ways in the house and one by one they all joined Max, going to bed.

The house was dark and quiet when Max opened his eyes, his neck a little sore from how he had been sleeping on it. He sat up and looked over to Jackson's bed. It was hard to see in the dark but he could make out a big lump in the blankets he knew to be his older brother.

It didn't feel real like he wasn't supposed to be here right now, but after a few seconds, it all started to come back. Max reached into his pant pocket and pulled out his phone, checking the time. It read 1:04. He had to double-check to make sure it was right, it didn't seem possible that he could take a five-hour nap in the evening. Or was it six? He had a hard time recalling what time they got back.

Max just sat up in his bed for a while longer looking through stuff on his phone till his tummy grumbled. It made sense, he hadn't anything proper to eat since a sandwich he got in while they were in the mall if you didn't count ice cream as a proper, which he didn't.

He slipped out of bed, his socks hitting the warm carpeted floor as he quietly left his sleeping brother and heading down to the kitchen for some much-needed food. He fumbled for the light switch once he was on the main floor and started scavenging the kitchen for food.

Perhaps he was being a bit too loud as he felt someone come into the kitchen behind him. He turned his head, one hand on the open fridge door handle as he looked at his aunt Stephanie.

"What are you doing up Max?" she asked him with her arms crossed

Max shut the fridge turning to face her completely. "I slept through dinner, I'm just really hungry."

"Sit down Max." Stephanie pulled a stood out from under the counter. "I'll fix you up a sandwich."

Max had no reason to deny getting food made for him and he quickly walked around the counter, sitting down as he watched his aunt pull out some bread. He couldn't tear his eyes away from Steph and her undeniably sexy body. The way her ass move, when she had to search the fridge for something, made his penis harden a little.

She quickly slapped some stuff between two slices of bread, sliding a sandwich across the counter to her nephew. Max swiftly grabbed it with both of his hands and started munching it done like he was being timed or something.

"Woah, slow down Max," Stephanie chuckled, her hands resting on the counter as watched Max eat.

Max slowed down, his eyes on his aunt. He could see that she wasn't wearing a bra, her nipples visibly poking through her nightshirt. That was enough to make his dick become fully erect in his pants, straining his boxers.

Steph smiled, clearly able to see where Max was looking as they both recalled what had happened in the store, both horny and wanting more. She knew it was wrong with Max being her sister's son, but he was so adorable and with that cock of his she didn't think any girl could resist it, including her older sister.

Max was having the same sorta dilemma as he had to place both of his hands flat on the cold counter to avoid unbuttoning his pants and jerking off in front of his aunt. He wanted to fuck her so bad like he had done to his mom but want sure Steph would want that. Maybe just was just okay with the one blow job and wanted to act as if it had never happened.

"You okay Max?" Stephanie laughed at the strain on his young face. She knew what the young boy wanted and she was prepared to give it to him, not caring if he was DJ's son.

Max nodded, begging his erection to go down but gave up, as Stephanie unbuttoned her shirt and let Max see her tits for the first time. He couldn't help but gawk, they weren't his first pair of boobies, but as much as he loved his mom's tits, Steph's were undoubtedly better in his mind.

"Think we couldn't continue from where we left off?" Stephanie pulled off her shirt completely and fondled her tits in her hands.

Max nodded excitedly as Steph walked over to him shaking her breasts. She didn't even have to tell him as his dove his head sucking both of her tits as fast as he could.

"Oh yeah," Steph grabbed the back of his head and forced him down on her breasts even more. "That's it suck on my big tits like a good." she was shocked how good Max was as he alternated breasts, squeezing the one he wasn't sucking.

To Max, he was enjoying the taste of his aunt's tit more than his mom's as well and also felt he was doing even a better job his second time as he devoured her breasts.

Steph stopped him after a few more minutes, pulling down her PJ pants so she was completely naked and propped up her left leg on the counter, giving Max access to her wet pussy. Unlike his mother's Steph's was completely hairless. He got down on his knees so his face was right in her center as he stuck out his tongue and started to lap at her folds.

Max went to her clit first running his tongue all over it before sending it inside her cunt. Steph had to bit her hand in order not to scream and wake everyone up. He fucked her pussy with his tongue sending as deep as it could go, licking every inch of her.

"Yes, Max." Stephanie moaned into her hand, Max barely able to understand her, his face buried between her legs.

He slipped a finger in with his tongue, causing even more pleasure for his aunt as she played with her tits with her hand that wasn't in her mouth.

"Fuck," she squeezed her tits tight as Max added another finger, his nose rubbing against her clit. The boy was moving his head side to side now as well as up and down, Stephanie overcome with pleasure. "I'm gonna cum." she moaned.

But Max couldn't hear her through her and, to focus on eating out her aunt's hot cunt. Yet he wasn't overly surprised when Stephanie's juices flooded out of her pussy, splashing all over his cute face.

"Wow," was all Stephanie could say after she finished cumming. "That was incredible Max, especially for your first time."

Max felt his face redden as he felt bad that Stephanie didn't know the truth the this wasn't actually his first time. "Actually this was my second time," He looked down sheepishly at the floor and wondered what his aunt's reaction would be.

There was a silence in the room for a second as Stephanie processed what Max had just told her. "You've done this before?" Stephanie finally asked, taking her leg back down to the ground. "With Rose?"

Max shook his head nervous to look her in the eye.

"Then who Max?"

The young boy took a deep breath. He had to tell her. Part of him wanted to, he hadn't been forced to bring up the fact he'd eaten pussy before but had chosen to mention it. "Mom," he said quietly.

"What?!" Stephanie was frozen, in total shock. "You licked your mom's pussy? My sister? When?"

"Friday," Max looked up, his face as red as a tomato. "We did more than just that though."

"You had sex with her?" She was still surprised at what the boy had just said but was starting to believe him the more she thought about it.

Max nodded again

"I guess she couldn't resist your big cock," Steph shook her head. "My sister was always a slut."

"Seems to run in the family," Max didn't know hat made him say it, it was so unlike him, but he was slowly becoming almost a different person and implying to his aunt that she was a slut turned him on, his dick begging for some action.

Hearing that her sister had already fucked him made Steph what to have max's big eight-inch cock inside her pussy even more. "Well then, how about we go down to my room and you can show me what you and your mom got up to?"

Max could hardly control his excitement as the two of them headed down the stairs to Steph's room. She made him go first so he wouldn't have an opportunity to try anything on her naked body. His young energetic body raced down the stairs she wasn't even halfway, with her PJs in her arms when he'd reached the bottom.

When she made it down Max was already lying on her bed, buck naked and stroking his large penis.

"Somebody's eager," she laughed at her nephew as she joined him on the bed. "Ready to see how much better my pussy is than mom's?"

"Yes!" he practically yelled, wanting to feel her pussy tighten around his cock. "Think you could suck me a bit first though," he asked shyly.

"For sure Max," Steph said as Max got onto his knees sticking his cock in her face. "Just a quicky okay? I need you inside me." she didn't wait and picked up right where she'd left off in the changing room, taking half of his length down her throat.

"Fuck yeah, aunt Steph." He closed his eyes as she took the rest down her throat.

Steph worked quickly like she said she would, deepthroating him for a few seconds before licking his shaft and sucking on his balls. "You like that don't you Max? You like getting your big cock sucked, especially by your auntie don't you?"

"Uh-huh," Max grunted. "You're so much better at this than mom."

"Oh I bet." she stroked his cock, pulling his foreskin back and forth over the head of his hard penis. "Ready to fuck me now?"

"Fuck yes," Max responded quicker than he had to anything before as he let Steph direct him off the bed as she lay so her legs were dangling over the edge and beckoned for him to come in between them.

"Fuck me, Mighty Max, I need that big cock inside me now!"

Max complied and pushed her legs open and slammed all of his length into her dripping cunt. He grabbed ahold of her big juicy tits, squeezing them tightly as he began to fuck his aunt.

"Oh Fuck," Steph screamed as she seemed to forget it was the middle of the night. "Fuck me, Max! Fuck my pussy! Fuck you're so good!"

Max fucked her harder as if he as possessed. She wasn't as tight as his mom but he loved it just as much. He loved the feel of his balls full of his cum hitting her ass.

"Is this okay?" He asked somehow still a little nervous.

"God, are you fucking serious Max? This is fucking incredible! Fuck me harder with that big dick of yours."

The harder and longer he fucked her the more she moaned the room was full of them. It wasn't quite loud enough to wake anyone up, but if someone was up on the main floor there's no my they couldn't.

Steph reached down and rubbed her clit looking her young nephew's face. "That's it Max that's it, I'm going to cum Max, I'm going to fucking CUUMMMM!" she grabbed a pillow and put it over her face to muffle her screams as she came for a second time.

Max felt her juices cover his cock as he continued to fuck her, he too, nearing his end. "I'm going to cum soon as well Steph," Max warned not slowing down.

"Yeah I bet," she grabbed his hands on her tits and forced him to rub them hard. "Cum for me Max, fill me up with your cum."

He didn't have a choice as Steph wrapped her legs around him, not about to let him go anywhere.

"Oh fuck," He moaned as his dick erupted, his hot white jizz filling up his aunt's cunt, before falling on top of her.

"Fuck that was awesome," Max muttered before covering his mouth. "Sorry about my language aunt Steph.

"Don't" worry Max I won't tell your mom as long as you don't tell her what happened between us. I know you've had sex with her but I'm not sure how'd she reacted if she knew you fucked me too ok?" Steph laughed.

Max nodded. "Think we could you know do this again?" He asked her.

"Maybe," she winked before kissing him on his forehead as he closed his eyes and fell asleep in his aunt's arms.

Thanks for reading, I hope you enjoyed! Would love to hear what you thought of this chapter.