that worked out nicely for a bunch of teenagers!

Amber had a younger, 13 year old sister named *Katie.  And even just at 13, you could already tell Katie was going to grow up to be a beautiful girl.  

When all of our friends would hang out at Amber's house, Katie was rarely around or when she was, locked herself in her room, having no interest in the goings-on of soon-to-be-college kids.

Well, one afternoon, everyone had been swimming in Amber's pool.  I was tired after a few hours and went inside to shower off the pool-water.  The house was otherwise empty with everyone being outside, and I used Amber and Katie's shared bathroom to shower.

Afterward, I walked from the bathroom toward Amber's room, where my dry clothes were being kept and I began to pass by Katie's room on the way.  Her door was wide open and she was gone.  Being nosey and curious, I walked into her room (wearing only a towel) and began to peek around at all her stuff.  As a typical young girl does, she had plenty of photos of herself and her friends taped to the walls everywhere.  Looking at her, I couldn't believe how absolutely gorgeous she was, though still under-developed as most girls her age were.  I could only imagine how she would fill out as a woman...

Well, thinking these thoughts, my cock began to grow hard and in turn, the towel around my waist started to rise in the front.  My search inevitably lead to her dresser.... And I knew what I wanted to see...

 ...And opening the second drawer from the bottom, I found them:  Katie's panties.  Though I am no prude, especially at my age then, I simply could not believe what kind of panties Katie had (or for that matter, what her parents allowed her to have).  Now, this was the time before thongs and g-strings went mainstream, so she didn't have any of those.... but what she had was as close as could be!  Narrow cut backs that I surmised would only cover 1/2 of her butt, thin strings connecting the back to the front, low-cut and low-rise tiny triangles of silk and satin that made up the front.... Katie was a 13 year old, not a stripper!  And to think, the sizes these panties were, they were intended for kids!  They were not adult or teenagers!  I can't believe a company would even make these for children!  I was expecting to find full-coverage generic cotton panties with cherries or hearts on them.  Instead I found something closer to what her older sister might where on a college-date!  

 Anyway, I started inspecting her panties one at a time; looking carefully at the crotch area for stained or dried remnants of juices or otherwise.  I took turns sniffing them, too.  Some smelled like the familiar sour-melon musk of a girl's vagina, others had no smell at all.  I became so turned on at the thought that these very panties I held in my hand cover the sweet, young bits of an 13 year old beautiful girl who cannot possibly predict how she will grow up to conquer men and break hearts.... but here I had a keep-sake of that future woman, when she was just in her beginning stages.

 Well, that was enough for me to take action.  I plucked out a particular nice pair of blue satin panties with thin ribbed strings connecting the back to the front.  While still nice, I could tell they've definitely been worn many times before.  I took off my towel and spread out on her bed.  I wrapped Katie's panties around my throbbing hard-on, making sure the patch of the material that would cover her vagina covered the head of my cock.  I then grabbed a purple pair of cotton panties which had dried bits of juices still stuck to the crotch, and put them over my nose and face...

 ...Then, I proceeded to jack-off.  Gripping the satin that was wrapped around my cock, while inhaling the remnant order on the crotch of the panties that lay on my face, I wasn't masturbating to the idea or fantasy of having sex with Katie.  She was only 13 years old and that would be wrong to take advantage of a girl that young.  No, I was masturbating to the idea that I knew how gorgeous and desired Katie would be some day.  I knew men would be fighting over her and be practically suicidal when she broke up with them.... I knew that many, many men would be masturbating to the fantasy of having sex with the "adult-Katie".... so I guess you could say that I was jacking off to the future... to the future of a soon-to-be beautiful woman, and that I--in a sense-- got there first, when she was only 13 and on the brink of discovering the woman she would become.  

Then suddenly...

“Dude, what are you doing?!”

My heart shot to my throat.  In my excitement, I never once thought to shut Katie’s bedroom door.  And now, as I lay completely naked on an 13 year old’s bed, with her panties wrapped around my cock, I looked up-- the purple panties sliding off my face-- to see one of my friends, Jon, standing in the threshold, wide-eyed and completely bemused.

“Err, um…” I struggled.  Words were not even forming in my mouth.

“Is this Katie’s room?!” he asked rhetorically.

“Uh, yeah,” I replied.  I still was completely frozen.

“What the fuck are you doing, man?”

I sat up and tried to cover my hard-on with my hands.

“ I don’t know man, I was just walking by after I showered and I poked my head in here and thought I’d snoop a bit… then, I discovered her panty-drawer and well… I don’t know, she’s just so damn cute.”

“Dude!  She’s 13!!” Jon said, stating the obvious.

“Yeah,” I replied, “But she’s going to grow up to be so gorgeous.  I feel awful now, but I just thought about how hot she was going to become, I got turned on.”

“So, you decided to jack-off with her panties while smelling them?”

I was nonplussed.  “Yeah.”

There was a moment of silence.  Then,

“Toss ‘em here,” Jon said, stretching out his arm toward me.

“What?” I did not understand him at the moment, at all.

“Her panties.  Toss ‘em here.”

Still a little shocked, I began to unwrap Katie’s blue panties from around my cock.

“No!  Not the ones that have been on your dick!  The purple ones!”

“Oh,” I said.  I picked up the purple panties that had slid off my face and threw them to Jon, still standing in the doorway.  He inspected them, looking closely at the crotch.  I knew he saw the same dried, white flakes still stuck to the fabric.  He looked at me, turning the crotch outward so I could see it.

“She gets wet already, I guess,” he remarked.  I smiled uneasily, still not knowing whether I was going to get called out to everyone or what Jon was going to do next. 

And what he did do next was raise the crotch of the purple panties to his nose and inhaled long and deeply, closing his eyes as if to savor the experience more.

“She smells, too,” he said, now smiling for the first time.   “Well, you want a partner?”

"What?” I said, now really stunned. 

“A partner, man!  I’d have never been so perverted as to go into Katie’s room and jack-off with her panties, but fuck, seeing how you’ve already shattered that barrier, I don’t feel so guilty now!”

“What are you talking about,” I asked.

“Dude, everyone knows Katie is going to be fucking hot one day.  But, you, you’re trying to beat everyone to the punch!  So, fuck… if you’ve already gone and crossed the line, I might as well follow you.”

I was flabbergasted.  Looks like Jon had the same idea I always had, but unlike me, would have never gone to the length to be in the situation we were in now.  And with that, Jon—who was only wearing his swim-trunks—slipped them off right in front of me, and now, sitting up, I was eye level with Jon’s penis, which was quickly growing hard.   We were both about the same size: 7 inches.

Jon walked over and shut Katie’s door; something I should have thought of.  He went to Katie’s window and peeked out toward the pool. 

“Everyone is still there.  But let’s make this quick so someone doesn’t catch us like I caught you.  Where’s her panty drawer, dude?”

I pointed to the dresser,  “Second one from the bottom.”

Jon bent down and began rummaging through her panties like I had done. 

“My God, do her parents know she has underwear like this?” he said.

“I know, right?  Where do you even get these?” I commented.

Jon ended up going with the purple ones he initially got from me and climbed onto Katie’s bed as well.

“What do you want to do?” I asked, a little unsure of what exactly the plan was with two naked 17 year olds with full hard-on’s, sitting on an 13 year old’s bed, each with a pair of her panties we had lifted from her dresser.

“What do you think? We jack-off and think about how fucked up it is we have Katie’s panties wrapped around our dicks and how hot she’s going to be one day and how in the future we can say we rubbed the then 13 year old’s panties all over our cocks…”

Man, Jon knew exactly where I was coming from!

So, we faced each other on the bed and began to jack-off.  Though it didn’t feel exactly “straight”, I didn’t feel gay at all staring at Katie’s purple panties woven around Jon’s hard-on as he pumped his cock feverishly.  I went back and forth between looking down at my own panty-wrapped cock and Jon’s, and I think he was doing the same.

“Man, she’s going to be so hot when she gets older!” he said, pumping even harder.

“God, I know!” I replied while stroking myself faster.

“Here,” Jon said, reaching his hand out toward my cock. “If I keep my hand on the panties and don’t actually touch your dick, it isn’t gay.”

“Ok,” I said before I knew I was even saying it.  And before I knew it, Jon’s hand was wrapped around my cock, with Katie’s panties as a barrier, pumping it for me.  I instinctually did the same thing to him, taking his throbbing penis into my fist with the purple panties as separation. 

The coordination was a little awkward at first, but soon we were both jacking each other off in sync. 

“Fuck…ooooh!  I’m fuckin’ her panties!” Jon moaned.  I have to say, it felt really good with him doing to me as well.  “Fuck, dude… in the future, guys will be fucking jacking off to the wish they could be doing what we’re doing right now!”

“I know, man.  This is so good!”

This went on for another minute or two, before Jon stopped.  “I have to fuck her panties more, man, I have to fuck her panties more!”

I said I didn’t quite understand. 

“Cup her panties in both your hands,” he said.

I did and I saw that I had created small cove with my hands, with Katie’s panties bunched up in the space.

“Put your hands on the bed,” Jon said.

I laid my hands on the bed at full arm’s length.  Jon proceeded to move up on the bed and “mount” my cupped hands as if they were a vagina.  His cock wedged its way into my loose “double-fist” and he proceeded to thrust his cock in and out as if he were fucking a pussy. 

“Tighter, man!  Grip my cock with the panties, but DON’T touch me with your actual hands!”

For a guy who’s fucking another guy’s hands at the moment, Jon sure seemed a tad homophobic.  But I wasn’t thinking that then. 

“Ah fuck, I’m gonna cum soon!” he grunted.

“Cum in her panties,” I said… which was more of a precaution not to get any of his spunk on her sheets.

“Tighter, man!  Squeeze it!” he said as I could sense he was about to climax.

And as I squeezed his cock hard, I could feel him start to cum, shooting his load straight into Katie’s purple panties.

“Ahhh.  Fuck, man, fuck!” Jon wheezed as he collapsed, relaxing.  He immediately got up and took the panties out of my hands.  He balled them up even more and went back over to Katie’s underwear drawer and buried them under the pile.

“What are you doing?” I asked him.

“For later, man.  Maybe she’ll get to them and put them on and never know that she’d be walking around all day with my dried cum close to her pussy.”

“That’s actually kinda hot,” I condoned. 

“Ok, now you gotta cum in her panties, too.  Do you want to fuck them like I did or something else?”

“Actually, can I sit at the edge of the bed, and you jack me off with the panties?”

“Sure man,” Jon said as I positioned myself upright at the edge of Katie’s bed.  Jon got on his knees in between my legs on the floor and grabbed my cock with Katie’s blue panties.  He proceeded to jack-me off again.  I threw my head back, enjoying the thought that we were doing this with the panties of a future beauty queen.

Suddenly, it happened as if everything were in slow motion:  As Jon was jacking me off, I heard the sound of the door-knob being turned, followed by the creak of the door opening.  I looked up, my heart jumping into my throat for the second time that day, to see 13 year old Katie coming in through the threshold!

Not expecting to see us, she didn’t even look up at us until she was a few steps in the door already.  Then suddenly, there we were: two 17 year old boys, completely naked, one in between the other's legs jacking him off with a pair of her panties….

To her credit, Katie didn’t scream or run… she simply stood there, as shocked as I was.  Jon quickly noticed my ghost-white face staring behind him and he turned to see Katie standing there.

“Oh shit!” he said, dropping the blue panties on the floor and quickly getting up, then sitting down next to me on the edge of her bed.  Both of us tried to cover our hard cocks with our hands.

Several seconds went by that seemed like an eternity.  Then,

“What are you doing in my room?” Katie’s voice cracked, the words barely escaping.

Jon and I looked at each other, then back at Katie… we couldn’t say anything, even as a collective.  Katie’s eyes ventured down to spot her blue panties on the floor, but she didn’t say anything, then looked back at us.

“Are you both naked?” she asked.

Silence again, then I said, “Um, yeah.  We’re sorry.”

“What are you doing?” she asked more specifically. 

“We, uh… we, er…” I was struggling.  “We were playing with each other.  We thought you were gone.  We’re sorry,” I said again.

“I came home and Amber told me I could swim with everyone,” Katie said.

“Well, we didn’t know you were coming home, Katie.  Please don’t tell anyone,” I pleaded.  Christ, if everyone downstairs found out what Jon and I were doing, much less what we were doing to each other… I think I would’ve died.

“Are those your penises?” Katie asked looking between both our legs; both of us still raging hard, it was tough to conceal the whole thing.

Jon and I looked at each other, down at our cocks, then back to Katie.

“Um, yeah.  They are.  Boys have these and girls have something else,” I said.

“I’m not stupid,” Katie said defensively.  “Mom told me about sex.  I’ve seen my dad’s before and my friend Carl showed me his in his backyard once,  but it wasn’t sticking up like yours.”

“Yeah, this happens when boys get excited,” I said.

“Can I see them?” Katie asked walking closer.  She was truly fascinated. 

I looked at Jon, feeling very uneasy; Katie was still 13, after all.

Jon could sense my hesitation.  “Dude, we’re busted anyway,” he said low and under his breath.  I could read his implication: maybe if we let Katie have her way, that she might not tell anyone about this.

And with that, Jon and I took our hands away from our laps, letting our combined 14 inches fly high in the air of Katie’s bedroom.  Katie came right up to us and just stared at our cocks for a while, studying them. 

It was awkward for both Jon and I, but at the same time, it was damn exciting and our cocks weren’t going soft.  Here was an 13 year old beautiful girl, who we both agreed would one day grow into a beautiful woman, standing in front of our completely naked selves, both sitting on the bed she sleeps in every night, with our erect cocks exposed and presented for her curiosity; and not only that, she had just caught one of us jacking the other off with a pair of her panties that she has worn and has covered her young vagina many times over…

…it was surreal to say the least and nobody knew what was going to happen next.

“I want to touch one,” Katie declared. 

Both Jon and I went white once more, and I swear I felt my cock jerk on its own.

“Uh, Katie, I don’t think that’s a good idea,” I said.  So far, Jon hadn’t said anything.

“But I want to touch one,” she said, almost whining a little.

“Listen, kid… what grade are you going to be in?” Jon finally chiming in.

“I’m going into 8^th grade.”

“Yeah, and we’re going into college.  A 8^th grader shouldn’t be touching a college guy’s dick, got it?” Jon said firmly.

“If I show you mine, will you let me touch yours?” she offered.

Jon and I inhaled sharply, both at the same time.  She wasn’t making this easy and our will was only so strong. 

“I was going to change into my swim-suit anyway, so you can watch and see my stuff.  Then, let me touch yours.”

Jon and I looked at each other.  Jon muttered so I could only really hear, “Let’s just do it.”

“Ok,” I said, though I was feeling horrible about it.  But, I also thought it would be such a novelty to be able to say to myself I saw Katie nude when she was a child and I could carry that with me when she grew into a woman. 

 “Alright kid.  You change into your swimsuit and you can touch us,” Jon said.

 “Ok,” Katie said and she walked over to her dresser.  Opening one of the drawers she pulled out a yellow two-piece.  “I’m going to take my clothes off now,” she said.

 “Ok,” I said.

And Jon and I watched as Katie nervously began to remove her clothing.  First, she took off a trendy little vest she had covering a fitted, girly t-shirt.  Then she pulled her t-shirt over her head.  She had on a bra, which was more of a training-bra as Katie didn’t really have breasts yet.  She then unzipped her jeans and pulled them down to her ankles, stepping out of them.  Her panties were not unlike the style in which I had found in her drawer… they were black silk, low-rise, with floss-thin strings connecting the front and back.  Standing there in her panties and training bra, I was reminded just how pubescent she appeared.  A string-bean, maybe weighed 80 pounds soaking wet; curves of a grown woman’s hips, ass, and breasts were still years away. 

Katie hesitated for a second and then quickly pulled down her panties and stepped out of them, revealing a vagina so tiny, it almost looked as if she didn’t have one at all.  No labia formed any folds… all Jon and I could see was the tiniest indentation of a slit between her legs.  She had begun to grow hair, but it was more like peach fuzz or baby-hair.  She then removed her training bra and let it drop to the floor revealing non-existed breasts; though her nipples were slightly swollen and puffed… but no bigger than a nickel. 

Knowing how much courage it took her to expose the most private parts of herself to someone—older boys, much less— I knew we needed to be encouraging. 

“You are very beautiful, Katie.  You have a beautiful body.  We like it very much,” I said gently.  And the funny part is I meant it.

“I don’t look like the girls on TV,” she said shyly. 

“What shows are you watching?”

Bear in mind, I’m 30 now, so this was awhile ago.  She named off a few shows that you’d laugh at now, by today’s standards.

“Well, those girls are fake and we think you’re more beautiful than they are,” I said.  Katie smiled at this.  “We both think you’re going to grow into an even more beautiful woman when you get older.  This is why we were in your room playing.  We were both just thinking so much about how beautiful you’d become that it began to feel good.  So, we were both feeling good together, thinking about you.” 

I couldn’t believe the words that were coming out of my mouth.

“Really?  Thinking about me makes you feel good?” she asked, still standing awkwardly in front of us, completely naked.

“Yes,” I said.  “And if we think about you and touch our penises, it makes us feel even better.  Maybe you’ll understand when you’re older and begin to touch yourself too, but that’s kinda how it works.  

“What does it feel like?” she asked.

“It’s hard to describe.  You just touch your private parts and think of something that makes you happy and it just starts feeling real good,” I told her.

“So, why was he touching you?” she asked, pointing to Jon.

"Well, sometimes other people will help you feel good,” was my best explanation.

“That’s when they have sex,” she stated, more than she asked.

“That’s one of the things that can happen.  There’s all kinds of stuff that you can do to yourself or someone can do to you that can make you happy and feel good.”

“If I touch you, will it feel good?” she asked.

I gulped.  This was starting to tread into dangerous territory.

“Yes, Katie, it would.  But I don’t think that’s a good idea.”

“But you said if I showed you my ‘little lady’ I could touch you.”

I smiled.  Her mother must have told her to refer to her pussy as, “little lady”.

Jon nudged me.  “Dude, just let her,” he urged. 

I hesitated, breathed deep, then finally said, “Ok, Katie, you can touch us.”

The room went silent and Katie just stood there, staring at our still-hard cocks for a few moments.  Then she approached us as if this was a petting zoo.  She reached out with her hand and ran her fingers across the head of my cock.  Her little fingers felts so warm and small on my penis, sending what felt like electricity through my cock, spreading out all over my body.  This was so wrong!  A naked 13 year old was touching my erect dick and I was allowing it!

“Can I touch yours, too?” she asked Jon.

“Sure, kid,” Jon said, watching her every move as she reached outward with the same hand and ran it across his shaft.

“They’re hard,” she observed.

“That’s right,” I said. 

“Did it feel good?” she asked.

“Yes, it felt very good, Katie,” I assured.

“Do you want me to touch it more?” she asked.

“Only if you want to,” I said.

“I want to,” she assured me now.

I agreed and Katie proceed to run her hand and fingers all up and down my cock.  I closed my eyes, trying to pretend this wasn’t an 13 year old that was driving me wild.  She stopped with me, then turned and did the same thing to Jon. 

“It feel good?”

“Yes!” we both replied.

Since it appeared we had already crossed the line a long time ago, I told myself that whatever was going to happen and play out for however long this lasted, I would just let happen. 

“Katie, do you think you could maybe touch both of us a the same time?” Jon asked.  In my mind I commended him for such a genius idea.

Katie agreed, and with both her hands she explored both our cocks at once.  I watched her fondle Jon’s dick and Jon watch her fondle mine.  It was so unbelievably hot to know that this girl would grow up to be so gorgeous, but now, at 13, she was exploring her first cocks and they were ours!

“Katie, do you like lollipops?” I asked her.

“Sure,” she said.

“Well, it would feel real good if you tried to lick our penises like you were eating a lollipop.”

“Really?” she asked innocently.

“Really,” I said.

“What do I do?”

“Here,” I stopped her from touching our cocks and motioned for her to get down on her knees between my legs.  Having a close-up view now, she studied my cock like she was doing it for class.  “Now, take my cock in one of your hands, or use both if you want…”

She did just that. 

“And bring your mouth to the top and lick it.”

Again, she hesitated, but quickly went for it.  I could feel her hot breath close in on the head of my cock just before I felt the wetness of a little tongue brush over it.  I about melted right there.

“Like this?” she looked up and asked.

“Yeah, just like that,” I said. “Treat it like a lollipop and licked it all over.  You can even try to fit it in your mouth.  It feels so good, Katie, I swear.”

Katie proceeded to lick the head of my cock all over.  I watched her work her little tongue over and over it.  Then she tried to fit it in her mouth, but she could only get a little bit in.  It still felt amazing.  She obviously had no idea what she was doing, and if this were a blow-job by someone my own age, I would have thought how terrible it was, but because it was beautiful, 13 year old Katie, to this day, I have never had a better blow-job.

“Katie, this feels amazing.  You should let Jon feel how good it is.”

“Ok,” she said.

She moved over between Jon’s legs and did the same thing.  A little more confident now that she had already done it with me, she was a bit more aggressive with Jon’s cock… and Jon was loving it.

I took my own cock in hand and began stroking myself, watching Katie self-teach herself a blow-job. 

“Katie, you feel amazing,” Jon said.  He looked at me and smiled. 

After awhile, I stopped Katie for fear she might just keep going. 

“Katie, thank you very much.  You made us both feel very good,” I said.

“Would sex make you feel good, too?” she asked.  I had to stop myself from laughing out loud, because she’s asking a very earnest question and I didn’t want to make her feel stupid or insecure by laughing.

“Sex does feel good.  But you’re too young for me to have sex with you,” I explained.  “It would be wrong.”

“Well, I want to feel good, too,” she complained.

“Well, we can touch you in kinda the same ways you touched us… with our hands and our mouths, and it might feel good.”

“Ok,” she said.

“But Katie, if it doesn’t feel good or you’re uncomfortable and don’t want to be doing this anymore, you have to let us know as soon as possible.”

“Ok,” she said again.

“Alright, come up here on the bed and lie down.”  Katie hopped up and laid out on the sheets.

I positioned myself right up next to her side.  Jon moved so he was between her legs.  Jon began to spread her legs apart and I explained as he went:

“Jon’s going to move your legs so he can see your ‘little lady’ better.  He’s going to use his hands and mouth like you used on us and I’m going to be right here if you don’t feel good or comfortable.”

“Ok,” Katie said nervously.

I watched Jon as he reached in between Katie’s legs, touching the small slit of her pussy.  He spent awhile just touching and massaging it.

“Does that feel good?” I asked her.

“It doesn’t feel like anything,” she observed.

“Ok, just wait.  Now, he’s going to use his mouth on your ‘little lady’, tell me what you feel.”

I watched as Jon opened his mouth and easily put it over Katie’s entire pussy.  I could see his tongue moving around through his cheeks and I knew he was eating her out.

Katie began to laugh, “It tickles!”

I relaxed a little, knowing she was beginning to have some fun.

“Yes, it can tickle sometimes.”

“I like it!” she giggled.

As Jon continued to eat Katie’s 13 year old pussy, I brushed my fingers up and down her stomach and swirled them around her tiny, but puffy nipples.  I pressed my cock into her hip, enjoying her soft, warm skin on my dick.

After awhile, Jon looked up at me and asked if I wanted a turn.  I asked Katie if she wanted me to and she eagerly agreed!

Now I was between Katie’s wide-spread legs, staring at the open slit that was her pussy.  I remember thinking that one day many mens’ cocks might pass between this slit when it was mature, but that Jon and I were the ones pioneering this fresh territory, first.  I dove right in, gently licking her pussy, pushing in my tongue and getting a little taste of her sweet-and-sour insides.  I spent a good long while on her pussy, before I ventured a little lower, lifting her tiny butt up with my hands and getting a first look at the rose-bud that was her tiny asshole.

I looked up to ask if Katie would like me to lick her asshole, too… but to my pleasant surprise, I saw Jon had positioned himself at the head of her bed and Katie was now licking and trying to put his dick in her mouth again.

I didn’t want to interrupt, so I went ahead and began to tongue her tiny butthole.  She didn’t even seem to notice;  maybe she was too preoccupied with Jon’s dick in her small mouth or maybe it just didn’t feel like anything.  Regardless, I was getting hot knowing I was tonguing what would probably be “the last frontier” when it came to sex when she got older.  I pushed my tongue harder, the tip of it punching through Katie’s puckered hole and I got my first taste of the inside of her ass.  I worked harder and only ended up getting the tip and just a little more of my tongue into her asshole, but I was satisfied with that.  I went back and forth between her ass and her pussy for several minutes.

I heard a grunt and knew before I looked up that Jon was about to cum again.  He grabbed his dick as Katie pulled her mouth away and stroked his cock gently as a second wave of pearl-white strings shot from his dick, landing on his chest and stomach.

“Ewwwww!” Katie said, a little disgusted.  “What happened?  What is that?”

“That’s called ‘cumming’, sweetheart,” I explained.  “It’s what happens when you feel good for a long time, it finally ‘explodes’ like a volcano and that’s what comes out of a boy.”

“That’s sperm, right?” Katie said, surely referencing what she had learned about sex from her mom.

“That’s right,” I smiled. 

“Does anything come out of me?” she asked.

“It depends, I think,” I said not really knowing.  “I’ve heard something comes out sometimes, but I think mostly your ‘explosion’ happens inside of a girl.”

Jon got up and wiped the semen off his stomach with the black panties Katie had been wearing.

“Are you going to explode?” Katie asked looking at me.

“I want to, “I said.  “Do you want to help me?”

“Sure,” she said, casually.  Geeze!…a veteran already!

I laid out on the bed, my cock still at a strong ‘high-noon’. 

“Should I touch it and lick it again?” Katie asked.

“Actually, I want you to climb on top of me and put your ‘little lady’on top of my penis.”

“Dude, what are you doing?” Jon asked, a little concerned.

I spoke in a way that addressed both of them, “Now Katie, when you learned about sex, you learned that a boy puts his penis in your ‘little-lady’, right?”

“Yes,” she said, a little hesitant.

“Well, I’m not going to do that.  My penis is a little too big and your ‘little-lady’ isn’t ready to have sex or anything inside of her, yet.  But, what I do want you to do is sit on my lap and rub your ‘little-lady’ on top of my penis, back and forth, making it slide.  That way, it will feel real good for me and I’ll probably explode.  But don’t worry, nothing’s going inside of you.”

Katie seemed to understand and Jon was a little relieved. 

She climbed on top of me and straddled my lap.  I cupped my hands, engulfing both her little ass cheeks, and positioned so my cock fell between her tiny slit as best as it could. 

Looking at my cock now pressed up against her little pussy, it looked mammoth, as if I even tried to put my dick inside of her, it would not only split open her pussy too wide, but my cock would be so big and far up inside, it would hit her lungs. 

Luckily for her, that wasn’t the case.  I was completely satisfied feeling the little warmth and wetness of her tiny pussy as I began to slide her back and forth over my cock.  Sometimes, I’d slide her far enough up where the head of my cock would be able to press up inside just a tiny bit… and the head of a penis being the most sensitive part, needless to say, it felt amazing!

I looked up at Katie; she looked so young and pubescent… a true purity that only her age could impart.  And I can’t relay enough how strikingly beautiful she was for 13 years old, a tell-tale of the woman she was to become… and I, and Jon, were able to shepherd her into the world of sexuality. 

I looked over at Jon, who by some miracle, was completely rock hard again and stroking his dick to the sight of an 13 year old rubbing her tiny pussy all across my own rock hard dick. 

I closed my eyes, concentrating on the sensation of a little girl’s pussy sliding on my cock.  It was amazing… the whole situation was so surreal and wonderful and too good to be true… 

And it was…

“AHHHHHH!  OH MY GOD!  WHAT THE FUCK?!!  KATIE!!!!”

A scream shattered the sexual atmosphere of Katie’s bedroom.  To my horror, I looked to the doorway to see Amber, my friend and host, standing there with a look of sheer shock and terror.

Katie immediately leapt off my lap, covering her private parts and backed into the corner nearest her.  Jon, who had been standing up masturbating, quickly tried to cover his hard on, but just remained standing there, facing Amber.  I instinctually grabbed fistfuls of the sheets on Katie’s bed and pulled them over my hard dick. 

All of us were frozen solid, unable to speak or move after.  Amber was standing in the threshold of Katie’s doorway with soaking wet hair and a towel covering her.  I presumed she must have come into shower off as well, and was on her way to her room when she decided to check in on Katie, since Katie had mentioned she had come home and asked Amber if she could swim with her and our friends… but then got held up experimenting with me and Jon.  

It seemed our faces were finally registering with Amber, outside of the initial shock of seeing several naked bodies in her little sister’s room. 

“Ben?  Jon?”, Amber said, sounding like she was about to cry, but at the same time, rip our heads off.  A pause, then, “What the fuck are you doing to my little sister?!!!”

Amber came into the room and moved toward Katie.  “Honey, did they hurt you? What happened!”

“We didn’t have sex with her, Amber!” I started babbling, scared as shit.  “We were only playing.”

“SHUT THE FUCK UP, BEN!” Amber screamed as she grabbed what looked like a blankie Katie might have had when she was younger and covered Katie.

“She caught me and Jon in here, and she started asking questions and wanting to see our privates,” I pressed, trying to defend a defenseless situation.

But Amber didn’t care about any of our bullshit right then; she hugged Katie tightly, “Did they hurt you, honey?  What did they do to you?”

“They didn’t do anything, Amber,” Katie said, rather strongly.  It seemed like she resented being treated like a child.  “It was like Ben said, I came in and they were naked, touching each other, and I wanted to touch them to.  I asked them, it was my idea and I wanted to.”

Amber looked at us, “You guys were ‘touching each other’?”  No one was gay or seemed to even be remotely curious about the same-sex in our group, so this really came out of left-field for Amber.

“Yeah, but it wasn’t gay.  We were comparing dick sizes,” I lied, trying to save the worsening situation. “And then started feeling each other's cocks for girth and hardness.  Winner gets bragging rights.”

God, that didn’t even sound like it made any sense, but I had to go with it.

“Then Katie caught us, and like I said, starting asking questions and being curious.  We thought if we just went along with it she wouldn’t bust us to you or the others.  But, like I said, we didn’t try to have sex with her.”

“Then what was she doing on top of you?!” Amber yelled.

“She was just rubbing herself on my cock.  She wanted to have sex, but I wasn’t going to do that, so I gave her the closest thing to it.”

“And you think that’s fucking OK to do to an 13 year old?  She doesn’t know anything!!” Amber screamed.

“Don’t tell me I don’t know anything!” Katie, now screamed at Amber. “Mom told me all about sex and I wanted to know some stuff!  And Ben is telling the truth, he told me I was too young to have a penis inside of me and that he wouldn’t do it, but I’m the one who asked, Amber!  I wanted it, because I wanted to know!  Don’t treat me like I’m a little kid!”

Amber bent down a little and looked Katie in the eyes, “But you are a little kid, Katie, and should not be playing with boys yet, much less boys this old,” Amber looked up at us and glared.  “And they should know much better than to play with someone as young as you.”

“I might be 13, but I’m not stupid.  And I wanted to know, so don’t tell me what’s good for me and what’s not,” Katie rebelled.  God, she was really sticking up for me and Jon!

“What did they make you do?” Amber asked.

“They didn’t make me do anything.  I asked and they let me do what I wanted,” Katie replied.

“And what was that?”

“I touched their penises and it felt really hard and warm.  Then, I licked them like a lollipop…”

“JESUS CHRIST! FUCK YOU TWO, YOU FUCKING PIGS!” Amber screamed at Jon and I.  We could only hang out heads.

“I WANTED TO!” Katie screamed at Amber. “I wanted to know, so stop yelling at them.”

But Amber ignored her little sister and got right up in our faces.

“You’re both going to prison for this, you fucking bastards!  You molested my little sister and took advantage of her stupidity!”

“I’M NOT STUPID!” Katie screamed.

“YES YOU ARE, NOW SHUT UP!” Amber screamed back. 

And with that, Katie grabbed hold of the towel Amber had wrapped around her body and yanked!  The towel was jerked right off, and suddenly, Amber was standing in front of us, completely nude!  For a moment, Amber was frozen in shock, just standing there naked and exposed.

A quick note about Amber: while she was definitely pretty at 17, she was no where near what Katie was going to look like at her age.  Katie had the bone structure and makings of a high-fashion model… Amber was more like a cute sorority girl.  However, what Amber DID have right now was a body.  At 17, she was short, maybe 5’3”, and had a short torso, but her breasts had already grown into full, perky 36C’s… she also had nice rounded ass and hips.  I was now looking at her exposed pussy as well… definitely more developed and grown than Katie’s, her labia, pronounced, but still with nice, snug lips.  She had a small patch of medium length pubic hair that had been trimmed on the sides in order to wear a bikini.

Then suddenly, Amber snapped out of it and instead of trying to wrestle back the towel from Katie behind her, instinctually reached out for the closest thing in her eyeline, which were the sheets on Katie’s bed. Of course, I had also been holding the sheets over my lap, so when Amber yanked them to cover her breasts and pussy, it also pulled the sheets from my grasp, leaving me completely exposed on the bed now, my hard cock for all to see, once again.  Though I’m sure Amber didn’t intend to, she did a double-take at my cock, before starting to march across Katie’s room for the door.

Having been silent and stoic this entire time, it was when Amber was almost to the door that Jon finally took action.  He took his hands away from his still-hard cock and ran to cut Amber off before she could reach for the door knob. 

“Wait! Just wait a minute,” Jon pleaded as he slid in between the door and Amber.  He was so close, Jon may have accidentally knocked Amber’s thigh with his cock as he slipped past her to block the door, because I clearly saw Amber look right down at Jon’s cock as well, as if she were to say, ‘excuse me’. 

“Just wait one minute…” Jon didn’t know where this was going to go, but he knew that we needed to stall.

“Get out of my way you pervert,” Amber said angrily.  From where I was sitting, Amber ‘s back was to me and while the sheets she had taken were covering the front of her, her backside and ass were completely exposed.  I remember thinking how nice Amber’s ass looked at that moment. 

“Ok…” Jon said, stalling some more, “Ok… now we’ve all just been through a lot these last few minutes and there’s been some yelling and a lot of mixed-signals and miscommunication.  All I’m asking for is that we all just sit here for a moment and think.”

Maybe Amber didn’t know what to say next or that she had too many angry words trying to come out of her mouth it all became jammed up in there, but whatever the reason, she remained silent for the moment.

“Now, like Ben was saying, we didn’t hurt your sister, we didn’t try to have sex with her, and we had no intention of doing so.  Maybe we weren’t using the best judgment, but she was genuinely curious, we were already caught and naked, so we just let things take their own course, but at no time was Katie not in control or not had the option to stop or leave.”

“But that shouldn’t—“ Amber began, but Jon cut her off…

“She wanted to know about boy parts and to see for herself.  I remember I was just as curious at that age, I used to hide in my parents' closet and watch my mom come out of the shower and get dressed, just so I could see her breasts and vagina.  Come on, weren’t you just as curious at her age?” he asked Amber.

Amber was fuming, but she gave it fair thought. “I suppose,” she finally conceded. 

Then, Jon brought out the big guns: “And don’t think we’ve not been friends long enough for me to know that, Jason, who’s right outside in the pool right now, had his dick grabbed and fondled by you—which was your idea—when you two were nine years old.”

 Amber turned bright red and tried to hide her face.  “That fucking asshole!”

Jon reassured her, “Don’t be upset!  Jason’s one of my best friends, and of course you tell your friends something like that.  But that’s not the point.  The point is, you were just as curious when you were even younger than Katie, and you were touching and grabbing dicks.”

“Yeah, but he was ten, too!  Not fucking almost 18, like you two!”

“I agree!  Yes, this wasn’t ideal circumstances, but it was a circumstance, nonetheless.  And it’s not like we propositioned Katie; she walked in on us!  Then, things just happened!”

“But, she’s 13 and you’re almost 18!  What the fuck is wrong with you?!” Amber reiterated.

“I know!  Again, not ideal, but we were busted jacking each other off!  She could’ve ran and told on us, but she started wanting to see and touch us… what were we gonna do?  She had sway over us, and fuck if we weren’t just going to let it play out so maybe everyone could get what they want.”

“Does that include him—“ Amber pointed back at me, “—rubbing his dick all over a 13 year old’s vagina?”

“She wanted to have sex,” I piped up. “And I wasn’t going to do that, so I guess I gave her the closest simulation.”

“You’re fucking disgusting,” Amber sneered back at me.

“It’s true!” Katie said, after being silent this whole time. “I want to have sex.”

“Katie, you’re too young to have sex,” Amber remarked.

“But she’s not too young to be so curious about it,” Jon defended. “She would’ve done the same thing you did with Jason, with one of her friends.  And maybe that kid would’ve pressed for more.  At least she’s satisfying her curiosity with us, people who will respect and stop if she gets too uncomfortable.  And now you’re here as well, which you wouldn’t have been if she ended up doing this with someone else… making sure that she didn’t get hurt.”

It’s quite obvious that Jon was going to study law in college! 

Amber didn’t have a rebuttal at the moment; Jon’s logic, as twisted as it was, did make sense as much as it could for such a fucked-up situation. 

She turned to Katie. “What did you think you were going to ‘learn’ from these guys?”

“I dunno,” Katie said, still holding the blankie over her front, though it hung loosely and from the slanted angle I was at on the bed, I could see between her legs as she stood there.  “They are older boys and their penises looked cool….”

That is still the one and only time a girl has called my cock, “cool”.

“And mom told me all about sex and I just wanted to see for myself.  I still do.”

Amber walked back across the room toward Katie, her backside still exposed.

“And you can learn more about it when you get older, sweetie.  But right now, you’re too young.”

“Who says?!” Katie suddenly lashed out. “I know all about it, and I want to try it.”

“You just can’t right now, Katie.  It’s just the way it is.”

“But I want to see how it works.  Mom showed me with stupid pictures, but everyone at school says it works for real, much better.”

“Jesus Christ, what is with kids these days?” a 17 year old Amber said, which I found hilarious, as we were still kids, then.

“I have an idea,” Jon said, moving back across the room toward the bed, hard cock out and waving in the air. “Amber, why don’t we show Katie what she wants.”

“And how exactly do we do that?” she said, seeing clearly through Jon’s thinly-veiled proposition.

“Why don’t Ben and I have sex with you and Katie can watch,” he said confidently.

“Oh, you would fucking like that, wouldn’t you?” Amber said, slightly disgusted, yet I could sense that she was half-considering it as well.

“Think about it: you can be right there for her to show and point out how things are working as they are happening.  You can answer any questions she has right then.  Fuck, it’d be more safe and controlled than if she goes off by herself asking some horny 7^th grader to show her in his backyard.”

Jon, of course, was hinting at the inside-fact that Katie had indeed already started doing that, remembering the story she told us earlier about the boy who showed her his penis.

“I wanna see it,” Katie said.  And she really, really did.

Amber sighed and hung her head. “This is so fucked up,” she said to herself, then she turned to Katie, “Do you really want to see sex?”

“Yes.  Really,” Katie replied.

“Oh my fucking god, what the fuck am I doing?” Amber said.  “Ok, but you ask about EVERYTHING, so you don’t go asking more questions to some pervert little boy, ok?”

“Ok,” Katie said, smiling, happy that she was going to get her way.

“And I’m not fucking both of you,” Amber said turning to us.

Jon and I looked at each other, “Which one of us do you want?” I asked.

“Stand next to each other, so I can see both your cocks,” Amber ordered as she sat down on the bed.

I got up off the bed and stood next to Jon; both our cocks were hard as ever in anticipation.

Amber explained to Katie what she was thinking.  “Katie, the reason I’m looking at their penises, is because I want to see which one is bigger.  Generally, if a boy has a bigger penis, sex will feel better.”

“Why?” Katie asked.

“Because the bigger it is, the more it fills you up and that feels real good.  But it can’t be too big, because that can hurt.”

“Jesus, how many guys have you fucked before?!” I asked, flabbergasted at this exposition.

“Shut up, Ben!” Amber snapped and motioned for Katie to come sit next to her on the bed.  “Now, which is bigger?” she asked her.

Katie looked back and forth between our hard-on’s.  Like I mentioned earlier, Jon and I were both about seven inches long, but now that both our cocks were in the spotlight, I could see that Jon was a little more thick than me.

“He is!” Katie said, pointing at Jon’s cock.

“Yeah, I think he is, too,” Amber approved. 

“Sorry, bro,” Jon said as he smiled and shrugged. 

I was disappointed, sure, but this whole situation was still hot, so I guess I wouldn’t mind taking the bench on this one.

“Now,” she said, addressing Katie the whole time, “The reason Jon’s penis is so hard and long right now is because he’s aroused, which basically means he’s thinking about sex and wants it.  Normally, guys’ penises are soft and hang between their legs.”

“I think dad’s was like that when I saw him in the shower once,” Katie said.

“Ok, that was more than I wanted to know,” Amber said, shaking off the comment. “Anyway, either himself or a girl can help get him aroused and hard by touching his penis with her hand like this…”

Amber grabbed Jon’s dick like a pro and slowly started stroking him.

“…and you move your hand over it or grip it like I’m doing and stroke or pump it.”

“That’s what they were doing to each other when I walked in,” Katie said innocently. 

I covered my face with my hands and Jon turned a little red.

“Yeah, we’re going to have to talk about that one later,” Amber said, eyeing us both.

“So, doing this (stroking cock) really makes a guy feel good.  You can also put your mouth on it.  This makes him very happy.”

“It does indeed!” Jon grinned.

“Shut up!” Amber said, as she then proceeded to lick his head and shaft expertly, like she was going to town on an ice-cream cone.  “These down here are his balls.  That’s apart of the parts that make him feel good too.  You can touch and lick these as well.”

And with that, Amber cupped Jon’s balls and gave them a tongue bath.  Jon was loving it.

“Putting his penis in your mouth makes it feel kinda like sex for him, but not for you.  It’s a very special thing to do and you do it for him, because you like him,” Amber said, looking up at Jon…

…And that’s when I saw it…that look in Amber’s eye… did she REALLY like Jon?

Well, she did at least for the moment, as she engulfed his cock in her mouth.  She jacked his shaft in sync as she worked his cock in and out from between her lips.

She took his dick out for a moment. “This is also called a ‘blow-job’.  So, if your friends at school are talking about ‘blow-jobs’, now you know.”

She put Jon’s dick back into her mouth and worked him more.  It seemed that finally, she just might be getting into this for herself as well.

Above, Jon was moaning, really getting into Amber’s talent.

“Can I try?” Katie suddenly asked, breaking Amber’s rhythm.   She stopped.

“No, you can’t,” Amber said.

“But I want to!” Katie complained.

“Just let her,” Jon said.  “She wants to do it and she’s just going to go do it on some other boy and you won’t be there this time.”

“Ugh! Fine!” Amber said. “Here…” she said, offering Katie, Jon’s cock, “Come here.”

“Eeeeww!  It has your spit all over it!” Katie said, disgusted.

“Fine!  Ben, come over here!” Amber ordered.

Looks like I would be getting some action, after all.  I came over and stood next to Jon again.  Katie scooted over on the bed, dropping her blankie, so she was now completely naked again.  Amber grabbed my cock and positioned it for Katie.

“Now take his penis in both your hands…”

Katie’s little fingers once again wrapped around my shaft and that same electric tingle shot down my cock, into my spine, then all over my body.

“….and move it up and down firmly, like I showed you.” 

It took Katie a moment to find the right pressure and rhythm, but not too long and she was pumping my cock much better than she was earlier.

“Now, if you want to, open your mouth as wide as you can, and try to take his penis into your mouth.  Do put too much in, because you’ll gag; only as much as you’re comfortable with.  And be careful not to bite down or use your teeth.  That will hurt him.”

“Yes! That will hurt me!’ I emphasized. 

Katie opened her mouth wider than she ever did the first time and lowered it onto my cock.  Her mouth was still much smaller than a grown girl, so much of my cock wouldn’t fit in, but I’d say she was able to fit a good three inches.

“Now, slide you mouth up and down on his penis like this,” Amber instructed as she then turned to face Jon’s cock, envelop it, and did exactly what she wanted Katie to imitate.

Katie watched her for a moment, then started to do the same, her little mouth working over my cock.  I looked down, realizing the novelty of the scene: two sisters, one 13, one 17, both completely nude and sucking on cocks, one of which happened to be mine. 

I groaned, enjoying working my dick into the 13 year old’s mouth.  I couldn’t believe me stealing away into Katie’s room to jack-off with her panties had lead to this!

“Ok, I’m tired,” Katie said not soon after, as she removed my dick from her mouth.

“No problem.  You can stop whenever you want. Never let any guy make you keep going if you’re too tired, your mouth hurts, or if you just don’t want to,” Amber lectured.

“Are you going to have sex, now,” Katie asked.

“Yes, you still want to see that, right?”

“YES!” Katie said, her eyes lighting up.

Amber finally let the sheets she had been covering herself with drop completely.  She scooted to be in the center of the bed more and laid on her back.  Katie, still nude as well, sat near Amber’s head.

“Sex can be done in many positions, but you’ll just have to discover that on your own, someday.  The most common one is where the woman lies on her back, like I’m doing, and opens her legs…”

Amber opened her legs, giving Jon and I a full view of her spreading vagina.  Pink and wet, it was just yearning for cock now!

“…and the man climbs on top and places his penis in the vagina.”

That was Jon’s cue, and he eagerly hopped to it; he climbed onto the bed and lowered himself between Amber’s legs. 

“Watch closely,” Amber said as she took a hold of Jon’s cock and guided it into her pussy.  Katie watched, transfixed, as Jon’s cock widened her sister’s pussy as it pushed inside of her, slipping inch by inch until the base of his cock pressed hard against her outer lips.

“Now, see how easily his penis slipped inside of me, even though it is big?  That’s because I am wet.  When you get aroused and excited thinking about sex, guy’s penises get hard and girls get wet inside their vaginas.  This helps make sex easier.”

I have to say, Katie was absolutely transfixed.

Jon began thrusting his cock in and out of Amber’s pussy. 

“He’s now moving his penis in and out of me.  This makes us both feel really good,” Amber said, now getting a little more turned on and less clinical.

“…It….feels…really….good,” Amber trailed off.  Moments later, she began to moan and concentrating less on Katie’s “education” and more on having sex with Jon.

I found myself stroking my cock once again, watching Katie’s naked body watching her older sister fuck.  I looked at her tiny ass as she leaned over Amber’s torso, to get closer look at what was going on.  From behind, her little pussy was exposed again and I wished how I could just slip my cock into her from that position. 

“I’m getting excited, too” Katie said, watching cock plunge in and out of pussy.

It took a moment for Amber to answer, “Yes, that’s called getting ‘turned-on’… it can happen if you watch or think about sex.”

“I want to try it,” Katie pleaded.

Amber was a little more loosened up, now that the sex she was having was turning out to be really enjoyable. 

“You can’t, sweetie, you’re too young,” Amber said between short breathes.  She was definitely on her way to an orgasm.

“But it looks fun and I want to do it, too,” Katie whined.

Amber was silent for a moment, completely being sidetracked with Jon humping her brains out.  Then she looked over to me:

“Ben, you be gentle with her. Go slow!” Amber turned to Katie, “Ben will have sex with you if you want, Katie.  But you tell him if it hurts and he’ll stop.”

“But won’t it hurt her?” I said uneasily.  I hadn’t ACTUALLY planned or wanted to have sex with Katie, for real.

“Just make sure she’s wet,” Amber said, barely able to get out the words between pleasure noises.  “And don’t worry about her hymen.  She broke that last year riding her bike.”

“Katie, are you sure you want to have sex with me?” I asked her as she looked up at me with that gorgeous face that would one day go on to win beauty pageants. 

“Yes!” she squealed!  She could tell Amber was having so much fun, she wanted in on the action.

“Ok, lie down just like your sister…” I cooed.

“BE GENTLE!” Amber yelled, which was followed by a, “Oh! Oh! OH!” right after.

Katie laid down next to Amber on the bed.  She looked so little laying there, her stringy arms and legs unsure where they should be placed.  I bent down and spread her legs and put my mouth to her tiny pussy once again.  I ran my tongue all over, trying to work it between her miniature lips.  Meanwhile, she was giggling almost uncontrollably.

“Amber, can you get my dick wet?” I asked, as Amber face was closest.  Amber looked over and up at me, then figuring it wasn’t worth arguing about, leaned over and put her mouth over my dick and worked it in and out as Jon continued to fuck her.

After about half-a-minute, she stopped and without another word, went back to concentrating on fucking Jon.  Meanwhile, my freshly wet cock was ready to try out Katie’s 13 year old, tiny pussy.

I moved my cock closer to her vagina and positioned it to enter.

“Ok, now I’m going to go slow, just tell me how you feel every step of the way.”

Katie nodded and I took my cock with one hand and pressed the head against the outer lips of her pussy.  It looked massive against her tiny slit and at the moment I thought no way was this going to work.  But, I pressed harder and her tiny lips began to spread.  Katie’s face scrunched up and I knew she wasn’t comfortable.

“Do you want me to stop?” I asked, gently?

“No, it’s ok. It just feels big,” she said.

“It will, but the more you relax, the more you’ll open up and it will be easier,” I said hoping just as well.

After a moment of my head sitting at the entrance, I tried again, pushing more this time and it wasn’t any easier, but a little more was able to get in.  Katie’s face remained slightly scrunched and I asked again if she wanted to stop or if it hurt and she said, ‘no’.

So, with some patience and persistence, I continued to try and fit my cock inside the 13 year old.  Looking down between our legs, my cock was just massive in comparison to her pussy and the rest of her tiny frame.  But, as little as I was inside, it felt amazing; my dick completely jammed into a tiny, wet, warm hole.  What was even more exciting was the actual fact my cock was really inside an 13 year old girl, who was going to be so hot one day.  And I was her first…. There will never be another ‘me’.

Waiting more and pushing more, the entire head of my cock was now squeezed up inside Katie.  I began to move the head back and forth, every so slightly and after a long time, her pussy began to give a little and I was able to fit about another inch of my cock by the end. 

So, really only two inches of my dick could fit inside Katie, but that was more than enough for me.  I didn’t even have to move much; just sitting there, still, with my head inside was enough sensation.

Meanwhile, Jon had flipped Amber around and was now plowing her from behind.  Amber opened her eyes to check on her sister, now seeing my cock buried two-inches deep into her sister’s pussy.

“Does it hurt, sweetie?” Amber asked as she was being drilled.

“No, but it feels full,” Katie commented. 

“He’s a grown-boy, so he can’t fit his whole penis inside of you.  But when you get to be my age, you’ll be able fit a lot more.”

“What are you doing now?” Katie asked, noting what must have been a weird looking position to her.

“I’m doing a “doggie-style” position.  It’s another position in sex and it also feels good.”

“I want to try,” Katie said.  And with that I gladly complied, pulling out of her and letting her get up to position herself like Amber.

“Let’s switch,” Jon said as he pulled out of Amber.

Amber was slightly taken aback.

“No!  I’m not fucking you both, nor am I going to let my little sister fuck two guys!”

But Jon was already on his way over to switch places with me.

“Come on, let her try different types.  What, you don’t like Ben?”

Amber huffed.  I knew she was slightly hurt that Jon wanted to fuck Katie now, but she didn’t take it any further right then.

Me?  I was just happy to be having sex.  I came up behind Amber and mounted her from behind, plunging my dick into a real pussy this time.  I had no problem sliding the whole thing in all at once, right up to my balls.  Amber moaned suddenly and it looked like I was doing something right after all!  I proceeded to thrust away, my balls slapping her thighs as I grabbed her meaty, round ass.

Looking over, I saw Katie on all fours, sticking her ass high in the air, presenting her pussy, much like her sister.

Jon, cock soaking wet in Amber’s juices, spread Katie’s little ass cheeks and pointed his dick toward her little pussy. 

“Gentle and slow!” I said to him as I pumped away on Amber.

The tip of Jon’s dick entered Katie much easier than mine did the first time.  With slow and persistent work, he was able to get about half of his 7 inches inside her by the end.  I guess the doggie-style position was a better angle to open up Katie’s vagina and with me already having stretched her out a little, combined with the slick-wet juices from her sister’s pussy, Jon was able to pump up to half his cock in and out of Katie.

Jon and I fucking both sisters doggie-style went on for several minutes.  Then, I heard a familiar grunt coming from Jon.

“Ugggggg… I’m gonna cum!” he yelled.

“Don’t cum in her!” Amber yelled back.

“Why not? She hasn’t had her period yet, has she?  It’ll be fine!” he replied on the verge of cumming.

“…Because I don’t want you cumming inside her!  If you want to cum somewhere, cum in my mouth!”

Jon didn’t hesitate to pull out of Katie and scramble onto the bed, positioning his dick in front of Amber’s face as I still pumped her from behind.

Amber took his cock in her mouth and started blowing him.  Only seconds passed before Jon let out a long, loud groan and came for the third time, splashing his semen on the inside Amber’s cheeks.

Well, that about did it for me, too.  As Jon finished cumming, I felt the sperm building inside my balls and moments later, I blasted the inside of Amber’s vagina with my own jizz.  Mind you, I had not cum once since this whole thing started; my orgasm was longer than it had even been before when I would masturbate, and I knew I was coating Amber’s insides with thick layers of sperm.

Practically collapsing, I fell out of Amber’s pussy and sat on the edge of the bed, trying to catch my breath.  Jon sat at the head of the bed and stroke some residual sperm out of his dick.  Amber just fell down on the bed right where she was, exhausted.  Katie was still sitting on the side of the bed.

“Did you cum in me?” Amber asked.

“Yeah, sorry… I was just really into it,” I said.

“I better not get pregnant,” Amber replied.

“What happened?” Katie asked.

“Sex, sweetie.  When you have sex, it ends with the man shooting sperm out of his penis.  The sperm is what meets with the egg that’s inside of you and it grows into a baby.”

“Are you going to have a baby now,” Katie asked innocently.

“I hope not,” Amber said, eyeing me.

Jon piped up, “Let’s wait a few minutes, then let’s show her anal sex!” he said, half-serious.

“Fuck. You.” Amber shot back, giving him the finger.

“What’s anal sex,” asked Katie.

“It’s when the guy puts his penis in your butt,” Amber replied, frankly.

“Ewwwwwww!” Katie said, shaking the visual out of her head.

“Yes, that’s right: “Ewwww”!’ Amber said laughing.

 

                                    *            *            *

 I’m relieved to say, Amber never told her parents—or the police for that matter—about what happened with Katie.  I’m not sure if Katie’s “lessons” helped her for future encounters with boys, growing up, but I’d like to think it did.

And no; Katie, today, isn’t some fucked-up drug-addict nor has intimacy issues.  She’s happy and normal.  And she has become more beautiful than anyone could have ever imagined.  She’s currently living in Los Angeles, pursing an acting career and has had some small roles in a few TV shows.  But, with her looks, it’s only a matter of time before she really breaks out and makes it big.  And don’t bother trying to figure out who Katie could be; “Katie” isn’t her real name.

And I did keep those blue panties of hers I jacked off with all those years ago.  Sometimes, I pull them out, wrap them around my cock, and masturbate with them while looking at picture of a grown Katie on her myspace page.  And to think, when she was only 13….

And yes, it turned out Amber really did like Jon.  They dated for the rest of that summer before college, though I’m sure the fact that Jon fucked her then 13 year old sister in front of her, wasn’t exactly a recipe for a lasting relationship.  But during that summer, Jon eventually convinced Amber to do anal.  I know, because I was there.  There were plenty more sexually charged ‘hang-out’ sessions with our friends at Amber’s house, though none of them included Katie again.  And Jon asked me on six occasions if I wanted to sneak upstairs and have sex with Amber together.  It was then that Jon showed me that he and Amber had anal sex, by fucking her in the ass for me right then and there!  This of course, eventually lead to the three of us exploring double-penetration which is a whole other story...  As is the story of when Amber demanded to see me and Jon suck each other’s dicks, then take turns fucking each other in the ass…

… but as I just said, that’s another story.

 

 

 

 

 

 

 

 

 

clothes basket. This pair of lacy red thongs was clean, but just touching them made me hard. I went to my room that night and jerked off while looking at a Victoria's Secret catalog, picturing my mother in all the different types of panties.

   A week later I was lucky enough to find bra and panties that she had taken off before a shower and forgot to remove from the bathroom. These were black and silky matching bra and panties. I felt the smoothness of the panties and smelled them, the smell was something like sweat and sex. My dick became hard as I smelled her freshly used panties, and i lowered my pants and began to rub them against my rigid cock. The silky panties felt so good against my dick, and I could feel a trickle of pre-cum that I rubbed into her underwear. I once again returned to my room and jerked off thinking of my sexy, young mother.

   My growing lust for my mother led me to hanging around outside the bathroom while she was showering. I hoped to catch a glimpse of anything as she left the bathroom to get dressed in my their room. I was only able to see her clad in a towel wrapped tightly around her body, so I could only make out the bottoms of her legs dripping with water. These brief sights only caused my want for her to grow.

   My mother worked in the jewelry industry, so occasionally she went to conferences to buy new merchandise. A convention was coming up in Washington DC so she asked if I would like to come and see the city while she was doing business. I quickly agreed as I had never been there and thought it could be a fun trip, little did I know how fun.

   We left early one Friday morning, packing light as it would only be a 2 night stay. It took us about two hours to reach the Mariott in Washington. It was a very impressive hotel, and we were both pretty excited about our stay here. We checked in and found our room had one king size bed, which my mother said would'nt be a problem since it was only two nights.

   My mother immediately changed into a nicer outfit for the conference. She wore a red skirt with a tight black top, flesh colored panty hose and red high heels. I must say when she came out of the bathroom I was floored with how good she looked. My mother had to check in and do conference stuff all day, so I was left to roam the city alone. I visited the Air & Space museum and just walked around admiring the city. I returned to the hotel around dinner time and found a note saying that my mother was going to the conference dinner and wouldn't be back till 10. I ordered some room service and laid on the bed watching television.

   I must have dosed off because I was awakened in the dark by my mother fumbling with the room key. It was one of those swipe things, but the thing was pretty picky about how you slid the card. I got out of bed and oppended the door.

   "Hi, thanks for opening the door hun, this door card always gives me trouble." my mother said as she entered the room. I could smell alcohol on her and she sligltly slurred her words so I knew she had been drinking. She rarely drinks so a few glasses of wine and she is past buzzed.

   "No problem mom, did you have a good night?"

   "I had a great time, I saw a lot of jewelry I'm really excited to get into our store. The dinner was great, I wish you could have been there. I couldn't wait to get back up here and sit down and relax. So how was your day"

   "Not bad, I went to a museum, ordered room service and then watched some tv" I said as I laid back down on the bed again. The room was dark except for the flickering light of the television. My mother laid down on the bed next to me, still wearing her outfit of a short red skirt and sexy heels. The tightness of the shirt perfectly outlined her breasts, and I could make out the bra underneath. It made me hard just wondering which of her Victoria's Secret bras she was wearing tonight.

   "My feet are killing me, these shoes are so uncomfortable but I love them. I need to wear something different tommorow since I will be on my feet all day again."

   "Do you want a foot massage?" I innocently asked her, as I had done it for her years ago. Now I had a new interest in getting close to her beautiful stockinged feet.

   "Awww, that would be great sweetheart."

   I crawled to the foot of the bed and removed my mothers red heels. Her feet felt so good through the stockings she wore. I begin to slowly rub and massage her feet, concentrating on all the areas I knew were sore. I started out softly, but increased my pressure. My mother reacted by sighing, and I could see her eyes were now closed. I worked my way up her legs slowly, stopping midway between the knee and ankle. I softly massaged her lower legs and feet, as she became more relaxed she slid down on the bed a little and her legs parted slightly. If I got down low I could almost see all the way up her skirt.

   I got braver and crawled up next to her body, still rubbing her lower legs. I slowly began moving farther up her leg till I was rubbing the middle of her thigh. I was now so close to her crotch that I could smell what I had smelled on her panties. By now my dick was rock hard as I continued to rub her inner thigh gently, as I didnt want to alarm her. Occasionally I would look up at her shapely breasts that were moving with her breathing, fighting against the tightness of her shirt. The look on my mothers face was pure relaxation, her lips slighlty parted, eyes closed.

   While rubbing her inner thigh I began to put a small amount of pressure on her inner thigh, pushing her legs a little bit more open. Her body unconsciously complied, and her skirt rode up a little bit and now I could see the tops of the panty hose and just a little bit of her panties. Her panty hose was flesh colored thigh high, connected to a garter belt. Her panties were small white and lacy. I kept rubbing her thigh gently, massaging the muscles. I ran my hand over the tops of the thigh highs, and felt the small area of skin between them and her panties. I didn't go very high right now as I was honestly scared out of my mind. I was waiting for her to any second jump up and call my father. I couldn't stop though, I had gone too far, and my cock was just too hard to quit.

   My rubbing of her inner thigh intensified, as I slid my hand higher my knuckles brushed against her panties. I kept brushing against her lacy panties, very slightly at first, then applying a little more pressure. As I rubbed the back of my hand against her panty covered pussy, I heard a soft moan escape from her mouth, and her breathing was getting faster. I then got brave and moved my one hand to her panties as my other hand continued to massage her thigh. I very delicately ran my fingers over the lacy white panties, feeling the warmth and moistness of her pussy. I ran my fingers up and down her panties, feeling her wet lips beneath the thin fabric. I heard another moan from her, and I felt her hips push back against my fingers. She was actually enjoying this. I couldn't believe it, I was rubbing my hot mothers pussy, while she laid with her legs spread. I had to look her over again, wearing her thigh high stockings and a short black skirt that was now pushed up revealing her white lace panties.

   While my one hand continued to massage her inner thigh, I pushed aside her panties revealing my mothers beautifully trimmed, wet pussy. In the dark I could barely make out the light patch of pubic hair above her pussy. I ran my finger slowly up the outside of her pussy, over her clit and then felt the softness of her pubes. This time my mother moaned loader, pushing her head back into the pillow. I moved one finger slowly up and down her wet slit, making sure to touch her clitoris. My mother's breath quickened and I heard "mmmmmm". I used my other hand to hold her panties aside, and slowly inserted a finger into her pussy. I rubbed it around the opening of her hole, making sure I was nice and lubricated. I then stuck my finger almost all the way inside her, which was quite easy because of how wet she was.

   "Oh god that feels good", my mother slurred with her eyes still shut. I then inserted two fingers into her, and slowly pushing them in and out. I could feel her hips rising to meet my fingers with each thrust. I knelt in between her legs and lowered my head down, enjoying the overpowering scent of her pussy. I kissed up her inner thigh, and then slowly started kissing her wet lips. I kissed up and down her slit, I grabbed her terrific ass and pulled her pussy closer to my face as I began to lick her. I hear more moans and sighs from her as her breathing got quicker. Her hips continued their bucking motion, pushing her moist clit closer to my tongue. I buried my tongue into her pussy, causing her to squeal as I relentlessly ate her out.
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   I knew she was coming close to orgasm, so I knew this was my best chance.   I quickly removed my sweat pants and boxers and crawled over top of my mother. She opened her eyes and looked at me in horror.

   "Oh god baby, I'm so sorry. I was a little drunk and got confused and excited when I shouldn't have. I'm your mother, we can't do this"

   I said nothing to her and started kissing her neck and ears while I was rubbing my cock against her wet slit. I could feel her big tits against me, and my dick was already covered in her precum mixed with my own. I began to squeeze her tits as I ran my tongue in her ear. She began to try to push me off of her, but since she was smaller and slightly drunk she wasn't very effective. As she struggled with me I pulled up her shirt and was finally able to see her breasts in one of her sexy bras, they were as perfect as I had imagined. I rubbed her tits with one hand as I used the other hand and my body weight to hold her down.
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   "No Mike, please don't do this. Your father will kill us, plus this is incest. Its so wrong, please I'm your mother." She helplessly pleaded. I then kissed her softly on the lips, she turned away so I kissed her harder this time. I tried sticking my tongue into her mouth but she kept her lips tightly closed as she whimpered. I then slowly stuck the head of my cock inside her, and begin gently rocking back and forth. The shallow thrust and the angle I was at made my head rub directly against her clit. I tried kissing her again, she kept her mouth closed but didn't turn her head this time. I increased my rhythm and kissed her again, this time she opened her mouth and our tongues met in a passionate kiss. We kissed deeply and for a long time as she wrapped her arms around me, I thrust further into her and could feel her moan into my mouth. We stopped kissing and I reached around and undid her bra and removed it, revealing her amazing tits. Her nipples were hard as a rock, and I began to lick and suck on them.

   "Oh honey, that feels so good. Suck mommy's tits like you used to. Oh fuck, suck on my nipples hard, mmmm" my mother moaned in ectasy. I kept licking and sucking her nipples, biting on them causing her to squeal loudly and then moan with pleasure. I kissed her again, her tongue going wild in my mouth while my hands roughly grabbed her breasts. I was now fucking my full 8" deep inside of my mothers wet pussy, as I thrusted in I could hear our skin slapping together. The smoothness of her panty hosed legs felt incredible against my naked skin. I felt my mothers pussy clench my cock, and she wrapped her smooth legs around my body pulling me closer to her. "I'm cummmming baby, oh fuck yeah, keep fucking your mommy. Oh god I'm cumming now!" My mother screamed as her whole body tightened and her pussy started convulsing on my rigid cock. I could feel wave after wave of orgasm hit her, her pussy was now drenched with her cum.
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   Now I could feel my balls tightening, I grabbed my mothers tights tightly, tweaking her nipples and causing her to yell. I fucked her pussy with incredible speed, and she knew I was close to cumming. "Please baby, don't cum in me, I'm not on the pill and I can't get pregnant with your child" she pleaded with me. I ignored her request and kept fucking her, kissing her on the lips and playing with her nipples. I then came inside her, it must have been the biggest orgasm I ever had. I shot loads of cum inside my mother as she writhed under my cock. I kept fucking in and out of her while I was cuming. I finally finished filling my mother with my load and we laid there is silence for a few minutes. I then pulled my now soft cock out of her and lay down next to her. The sight of my mother laying there with her tits hanging out, legs spread and my cum leaking out of her pussy and running down her ass was incredible. My mother passed out in about 10 minutes without speaking a word to me or getting up to clean my jizz out of her. I noticed her nipples and breasts were red from where I was biting and grabbing at them. It turned me on to think of my mother sleeping with her pussy full of my cum, and with that wonderful thought I fell asleep.

   The next morning I woke up and my mother was already dressed. She had the look on her face that she wanted to talk to me about something.

   "Goodmorning Mike, before I go I just wanted to talk to you about last night. What we did was horrible and an accident, I should have never let myself get so carried away. We need to keep this between us as a one time mistake, because your father would kill both of us. I don't blame you at all and I'm not mad, but nothing like that will ever happen again." my mother said, her eyes filling with tears.

   "Ok mom, I'm sorry, I guess I just got a little carried away too."

   "Well I won't be home till dinner, so if you want we could go get something to eat together."

   "Sounds great mom, see you later" I said to my mother as she walked out the door. I felt bad for upsetting my mother, but I knew she enjoyed it just as much as I had. I spent the day laying around watching tv, but not really paying attention to it. I was mostly thinking about my mother and how I wanted to do the same things to her again. I slept on and off, showered, ate some room service and just thought.

   I decided around 5:30 to take a shower, while I was showering I heard a knock on the bathroom door.

   "Mike, it's me. I have to go pee, stay in the shower so I can come in and use the bathroom."

   "Ok, Its open mom, I'm in the shower."

   "Stay in the shower, no funny business today. I just can't hold it any longer" my mother said as she entered the bathroom. It was just my luck that there was a mirror directly accross from the toliet, in which I would be able to get a perfect view of my mother. I pretened to keep showering, and made small talk about her day. I saw in the mirror my mother enter the bathroom and lift the toliet lid. She was wearing a white mini-skirt, white blazer, and a navy blue tube top that showed off great cleavage. My mother replied to my questions and again reminded me to keep my eyes averted while she was in there.

   In the mirror I saw her take off her white high heels and then strip off her white panty hose. She then lifted her skirt and dropped her little black thong panties to the floor and sat on the toliet. I could hear the piss hit the toliet as I watched my mother urinate. I had a perfect view of her pussy and the stream of piss from it. My mother was too preoccupied with holding up her skirt to notice me. Once she was finished she wiped, pulled her panties up and flushed the toliet. I then saw her walk over to the sink. I was so turned on by watching her pee for some reason.

   As she was washing her hands I got out of the shower, leaving it on. She didn't notice me coming up behind her because of the noise of running water in the room. I grabbed her around the waist and started to squeeze her tits.

   "Please Mike, We can't do this again. This is wrong, its incest. I'm your mother and we aren't going to do this." my mother begged. I held her hands down on the counter of the bathroom sink, and then I slid her panties down her.

   "Noo, I'm going to tell your father. He is going to kill you when he finds out." my mother was screaming at me. I started to play with her pussy while she was still facing away from me. I rubbed her clit and got her wet, despite her protests. I pushed my cock into her pussy, fucking her from behind. I didn't do it gently this time either, I fucked her hard.

   "Please Mike, you have to stop this. This is wrong." My mother cried with tears running down hear cheeks. I kept fucking in and out of her and got a nice rhythm going on. I reached under her shirt and grabbed her tits roughly, making her squirm in my grasp. I undid her bra as she kept yelling for me to stop. I took off the bra and began squeezing her nipples tightly, causing her to yell out in pain. I kept my cock burried inside her, fucking in and out roughly causing her to wince.
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   My mothers pussy got wetter and wetter the harder I fucked her from behind. I played with her tits as the swang freely in front of her. Her protests became weaker and I felt her body relax a little bit and start uncontrollably pushing back against my large cock. My mother then begin to moan in pleasure as she was overcome by her first orgasm. I could feel her pussy tighten against my hard cock, and felt the cum squirt out of her.

   I turned my mother around and kissed her, our tongues meeting once again in a lustful kiss. I then sat down on the counter and pulled her head towards my cock. She complained a little bit, so I tweaked her nipple till she lowered her head. I could see the dried tears on her face which was flushed from orgasm. She reluctantly kissed my cock on the tip, and then begin to lick her own cum off of it. Soon my mother began licking up and down my hard prick, getting every last drop of her own cum off of it. She then took my shaft deep into her mouth and began sucking expertly. I kept kneading her breasts and playing with her nipples as she fucked my cock with her mouth. I could hear my mother moaning as she sucked my 8" cock in and out of her mouth. She then licked my balls and took each one into her mouth, gently massaging it. I felt her tongue slide down to my asshole and dart around the outside of it. My mother then licked my taint, occasionaly licking my asshole or balls. She then went back to work on my shaft, furiously sucking it into her mouth. I had about all I could take. "I'm cumming mom!" I yelled at her.

   "Oh honey, I want your cum inside my mouth. I'm gonna swallow it all for you baby." My mother said, the sentence garbled by my cock being in her mouth. I then shot my load into my mother's mouth, and watched and she slurped it all down. I came so much she choked on it a little and some ran down her chin onto her tits. After I had finished cumming she opened her mouth to she me all of my cum in her mouth and kept kissing my cock while swallowing my wad. She then licked the cum off her tits.

   "We can't tell anyone about this Mike."

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This is my first story so I would love to hear from readers. Send comments, criticism, questions to filthydirtyone@gmail.com.
I also don't proofread, so I apologize for any typos / grammar mistakes.
Should I write another chapter to this story?
What can I do to make it better?
Thanks for reading.
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taking the pill, and 9 months later our beautiful baby girl was born. We named her Amber and doted on her every move.

Amber learnt very early in life that she had her daddy wrapped around her little finger, and took full advantage of the fact. If her mother said no to whatever she wanted, she just had to climb onto my lap and wrap her arms around my neck and say “please daddy” and i’d melt and say yes. As the years passed and Amber grew up, I was amazed at how gorgeous she was becoming. With her long blonde hair, big blue eyes, flawless skin and just the beginnings of a luscious, curvy body, I knew I’d have a hard time keeping the boys hands off her. When I look back now after everything that’s happened, that thought is ironic.

Everything started to change when Amber turned 13. I began to notice how whenever her mother wasn’t around, Amber would be lounging around the house in all sorts of tight, revealing clothes. She’d sprawl on the floor in front of the TV in the tiniest of lace panties, her thighs spread slightly so I could see the thin fabric pressed up against her pussy. Her breasts had started to develop a year or so before, and it seemed they were always about to burst out of the top of her tight cotton tank tops. Oh God, and her nipples. Why were they ALWAYS so damn erect? They seemed to be screaming at me to stare at them. Which I tried not to do, but when they’re always there, how could I help it? Was it my imagination or did Amber seem to bend over alot in front of me? If she wasn’t letting me see down the front of her top, frantically looking for a peek at her nipples, she seemed to be dropping things often and bending over as I watched her panties inch up over her perfect ass. As you can imagine, I was in a continual state of arousal, and my wife enjoyed the benefits of my hard cock numerous times as I fucked the shit out of her while I thought about Amber’s luscious body.

Fate has a way of stepping in and fucking up your whole life. I figure it was fate that made the ice on my mother-in-laws front steps, and fate that made the old girl slip, and fate that broke both her hips. Naturally my wife was frantic and quickly packed her suitcase to fly interstate to take care of her mother, which left Amber and I at home by ourselves. At first I was terrified at the thought of being alone with my daughter for weeks on end. Which was ridiculous, of course. She was innocent and it wasn’t her fault that I was having such lascivious thoughts. I just had to get past this obsession and everything would be alright.

However, events seemed to be conspiring against me. Firstly, I walked in on Amber by accident as she was getting out of the shower and was struck motionless at the sight of her naked body. Her perfect little breasts with the nipples swollen and practically begging for me to suck on them. Her flat taut stomach and long toned legs were exquisite. But it was her pussy on full view, without a hair in sight that made my mouth water. My cock was instantly rock hard and throbbing and it seemed to take Amber a long, long time before she reached for her towel and wrapped it around her body. I quickly mumbled an apology but she just smiled and said it was ok. I managed to make a fast exit and locked myself in my bedroom, dropping my trousers within seconds and stroking my cock frantically till I came all over my hand. That probably wasn’t my proudest father moment, but what’s a guy to do after a sight like that?

The second event was a few days later when I came home from work to find Amber lying on the couch and complaining how she had pulled a muscle in her thigh during gym class that day. After watching her limp around the house grimacing with every step, I offered to go buy her some deep heat ligament lotion, hoping that would fix her problem. Upon my return, I gave her the tube and thought that would be the end of it. But within minutes she was back in the lounge room in just her tiny lace panties and thin cotton tank top, whining because she couldn’t reach the area properly and asking me to help her. How could I possibly refuse when my baby girl was in pain? She lay down on the floor in front of me and I knelt down between her spread legs and asked her exactly where it hurt.

I groaned silently when Amber reached back behind herself as she pulled her panties into the crack of her ass, and told me the pain was from her left buttock to down the back of her thigh. I squeezed the ointment into the palm of my hand and began to softly rub it into her leg, willing my brain to think about dead kittens or nuclear physics or anything that wouldn’t make me think about the tight hot body beneath my hands. Hearing Amber groan as my fingers pressed into the muscle of her upper thigh was excruciating. As my hands travelled higher up her leg, I noticed that Amber seemed to spread her thighs even further apart, giving me a birds eye view of the tiny scrap of lace covering her young pussy. I was throbbing with the need to rip those panties off with my teeth.

“Wait daddy, you’ll get the stuff on my panties,” Amber whispered as if she’d read my mind, and rose up on all fours in front of me and slid her panties down her legs and threw them to one side. As she lay down again on the floor in front of me, her legs spread wide around my kneeling body, I watched the lips of her pussy pull open and I could have died right then and gone to heaven a happy man.

“Can you do my other leg as well please daddy, cuz that’s kinda sore too,” she said as she smiled at me over her shoulder. My hands shook as I poured more ointment into my hands and massaged them up the backs of her legs. Amber groaned and mumbled how good that felt as my two hands covered the cheeks of her ass and squeezed. Her skin was so smooth and soft, yet her legs and ass were toned and tight. I continued the massage for some time, and with each moan from Amber my actions grew somewhat bolder. I know it was wrong but my hands worked their way closer and closer to the inside of her thighs. Would she let me touch her pussy? I could smell the rich musky scent that was drifting upwards from her spread pussy and it was making my mouth water.

Inch by inch, my thumbs reached higher up her inner thighs, and it seemed that Amber was arching her back somewhat, pushing back against my hands. Finally I slid one of my hands slightly higher and rubbed my thumb across the stretched lips of her young cunt. Amber groaned deeply and I nearly exploded in my pants as I felt how wet her pussy was. I couldn’t seem to stop myself as my whole hand reached down between my baby girls legs and my fingers ran back and forth along her hot wet slit. Amber was panting and writhing on the carpet in front of me as my fingers reached under her and found her swollen clit.

“Does that feel good, baby?” I whispered.

“Mmmm, yes daddy” she moaned and I rubbed her little clit in circles as I watched her perfect ass jiggle up and down. My other hand was rubbing and squeezing my rock hard cock through my pants as I frigged my baby daughter and within minutes she started jerking up and down against my fingers as her breathing became hitched.

“That’s it baby, cum for daddy” I grunted as her whole body began to shake. My cock exploded in my pants as Amber began to grunt, her pussy gushing hot juices against the palm of my hand as she orgasmed. When we’d both recovered our breath, Amber smiled at me over her shoulder and thanked me for the great massage and flounced out of the room like the cat who’d eaten the canary. I sat there flabbergasted at what had just taken place, yet not so astounded as to not lick her virgin pussy juices off my hand. God, she tasted so hot.

I decided to act as if nothing had happened, and it seemed that Amber had come to the same decision. Life went on for the next few days as normal. Well, as normal as it can be with a 13 year old walking around the house in all states of semi-nakedness. I’d finally admitted to myself that my daughter was a little tease, as she bent down in front of the open refrigerator door nearly ever morning, offering me the perfect view of her tight buttocks and lace covered snatch. I’m sure she planned for her bedroom door to be open that morning as I walked past, so I could see her sleeping on her bed with the sheets kicked off and her tank top twisted up uncovering one of her breasts. My cock seemed to be constantly rock hard and I was wanking 3 or 4 times per day as each accidental flash from my daughter sent me scurrying off to my bedroom.

It had always been a family tradition in our house that Friday night was movie night. When I came home from work, I asked Amber if she wanted to come with me to the video store, but she said there was no need as she already had a movie that she’d borrowed from one of her friends from school. Upon inspection of the movie cover and seeing it was one of the current horror flicks, I told her she was too young and would be too scared. She begged and pleaded and swore it’d be ok because I’d be there with her and finally I relented. I settled into my favorite recliner chair and Amber spread out in front of me on the floor in her usual lace panties and short t-shirt. She was soon engrossed in the story and I was slowly rubbing my hard cock as I stared at her ass and remembered how hot and wet her pussy had been against my hand.

Something must have happened in the movie because suddenly Amber jumped to her feet and scurried over to me, hopping onto my lap and wrapping her arms around my neck as she buried her head against my shoulder. I grunted softly as I felt her tight ass press against my cock, but wrapped my arms around my baby girl and laughed softly into her hair.

“I told you that you’d be scared,” I said as I pulled her tightly against my chest, feeling her small nipples rub against the front of my t-shirt. I grunted slightly as she slid down my body a little so she could look up into my eyes, her pussy rubbing down over the length of my cock which throbbed between her spread legs. My hands skimmed down over her back to the juicy globes of her ass and I pulled her towards me, grinding her cunt against my cock.

“I’m not scared anymore, daddy,” she whispered as she gripped my shoulders and rocked her pussy up and down against my throbbing cock. I groaned as I watched my baby grinding against my cock, soft little moans escaping from her parted lips. My hand slid up underneath her tiny t-shirt, moving up across her flat stomach until I reached her tight hard nipple. My fingers ran back and forth across her nipple, feeling it get bigger and bigger, until I pinched it softly. Amber groaned and thrust her cunt harder against me. Both my hands gripped the hem of her t-shirt and drew it slowly over her head and threw it aside.

“God, you’re so beautiful,” I breathed as my hands slid up and squeezed her budding breasts softly. Amber moaned as I lent forward and captured her with my mouth, sucking her whole breast as my tongue flickered back and forth across her nipple. Her skin tasted so sweet and hearing her panting as she contined to dry hump my throbbing cock was so fucking sexy. I was going to cum in my pants again if I didn’t stop her rubbing against me. My hands slid down to her hips and I held her still above me, kneeling over my lap. My mouth moved to her other breast as I grasped the thin fabric of her panties in my hands and ripped them apart. My right hand slipped between her spread thighs and my fingers rubbed against her hot wet pussy.

“Oh daddy, that feels so good,” she panted as she moved her hips back and forth, grinding against my searching fingers, “you make my pussy so wet when you touch it.” I groaned against her breast as I heard her words, my fingers spreading her pussy lips apart as I pressed my middle finger slowly into her hot, virgin cunt. Fuck, she was so tight. The muscles of her vagina clenched my finger rhythmically, as I pushed my finger deeper into my baby girl. The tip of my finger felt the barrier of her hymen and I pulled back slightly, groaning at the evidence of her virginity. My thumb reached upwards and found her swollen clit, rubbing it softly as I began to thrust my finger slowly in and out of my daughter. Amber was grunting with pleasure each time I pushed my finger inside her, and whimpering each time I withdrew. I released her swollen nipple from my mouth and reached up and pulled her face down to mine, pushing my tongue against her lips until they parted for my thrusting tongue. I don’t know if Amber had ever tongue kissed before, but she seemed to get the hang of it quickly, sucking on my tongue and pushing her own tongue into my mouth. I pulled my finger out of my baby’s cunt and quickly unzipped my jeans, pulling my rock hard cock out of my boxer shorts as I kissed her. As I grasped her hands in mine and pulled them towards my cock, I pulled my lips away from her hot sweet mouth and looked into her eyes.

“Baby I’ve gotta feel your hands on my cock. Please Amber, stroke it for me,” I begged as I wrapped her hands around me and showed her how to slide them up and down. Amber stared at my cock in awe as she worked both her hands up and down the length, sliding her fingers across the head which was covered in pre-cum and making me moan. “Oh yes baby, that’s a good girl, just like that,” I groaned as I pushed my hand between her open thighs again and pushed my finger into her dripping cunt. “Fuck, you’re so tight Amber. Do you like having your daddy’s finger inside your pussy? Tell me baby, I need to hear it.”

“Oh...oh...yes daddy...mmmm,” she panted as she rode my finger.

“Mmm yeah, you’re daddy’s bad girl. You like having your daddy finger fuck your cunt, don’t you? Oh that’s it baby, stroke my cock harder. Tell daddy how much you like having his cock in your hand,” I moaned as I slowly pushed a second finger into my daughters tight pussy.

Amber groaned loudly as she felt my second finger slide inside her. “Oh yeah daddy, don’t stop. I love having your fingers inside me. Oh..yeah...that’s it....mmmm, your cock is so big and hard.” Her hips rocked back and forth as she fucked herself against my hand. I could feel my balls start to tighten and knew I wouldn’t last much longer. As I wrapped my lips around one of her hard nipples and sucked, my other hand found my babys clit and rubbed it back and forth as I fingered her. Suddenly Amber’s whole body froze in mid thrust, then she began shaking madly as she grunted against my hand. I pulled my mouth from her nipple as I looked into her eyes and saw the pleasure flowing across her face. I could feel the muscles of her cunt clenching my fingers as I thrust faster and faster, rubbing her clit as she orgasmed. Her pussy gushed hot juices as she squeezed my cock with her tiny little hands and I exploded all over her stomach and tits. Stream after stream of my hot cum spurted all over my baby girl as I moaned Amber’s name aloud. I looked down and saw some of my cum hanging off the tip of her nipple and reached down and caught it with my finger, raising it to Amber’s lips.

“Taste it baby, taste daddy’s cum like a good girl,” I whispered and then groaned softly as I watched her baby pink tongue hesitantly lick my cum off the tip of my finger. “Do you like that, baby?”

“Mmm, yes daddy. It tastes hot and salty,” Amber smiled at me as she licked at my finger again. I reached down and scooped more of my cum from her stomach onto my finger and brought it back to her mouth. I pushed my finger between her lips and watched as she wrapped them tightly around my finger and sucked as her tongue licked up the cum inside.

“Oh yeah baby, you’re gonna be a good little cocksucker, aren’t you?” I moaned, mesmerized by her hot wet mouth. My fingers were still inside her tight pussy and I slowly pulled them out, hearing her moan around my finger at the loss of them. “Here baby, try your own cum now. Taste how sweet your pussy is, Amber.”

She gladly switched her mouth from one hand to the other, and moaned as her tiny pink tongue slid up and down my fingers, licking up all of her cunt cream. My daughter was so fucking sexy and my mind was going crazy imagining her riding my cock, or sucking on my hard cock until I exploded in her hot mouth. But as I looked at her droopy eyes, I could tell she was exhausted and needed to sleep. I pushed her gently onto the arm of the chair as I stood up and pulled up my jeans, then picked up my totally naked daughter in my arms and carried her to her bedroom. As I placed her down on the bed, I kissed her soft lips and pulled the blankets up over her gorgeous body.

“I love you Amber, and even though what we did tonight was wrong, I loved every second of it,” I whispered.

“It can’t be wrong when it feels so good, daddy,” she replied.

“Well baby, if your mummy ever found out that we touch each other, she’d take you away from me and never let me see you again. We can only continue to touch each other if you swear on my life that you will never tell anybody. Do you swear, Amber?”

“Yes, daddy, I swear. I’ll never tell anyone. Will you touch me again, daddy?” she replied around a huge yawn.

“Soon baby,” I laughed. “Go to sleep now. There’s lots of other things we can do to each other that feel good, and I’ll teach all of them to you soon. I promise”

As I left my daughters bedroom, I looked at her snuggled under the pink covers, and felt the guilt slam into me. She was only 13, for God’s sake. But even though the guilt nearly drowned me, in the back of my mind I was already planning how I could get my cock inside my baby daughter’s tight, wet cunt.


I’d love to hear any thoughts, feedback, criticisms, etc that any of you have. Feel free to email me at intentional.malice@hotmail.com and I hope you enjoyed my story. Love, Megan

a few minutes when Sarah came strolling in. I told her to leave but she wouldn't, so Jake and I shut down the computer and went out to the back yard. You guessed it, Sarah came out a couple of minutes later. No mater where we walked Sarah just kept following.
Jake said he didn't mind Sarah following us, he said he though she was kind of cute. I had not really looked at Sarah close before, she had breast just starting to bud and a pretty face. Jake asked me if I had tried anything with her yet. That seemed to make me mad and I told Jake to get the hell out of my house.
After Jake left I went in the house and to my bedroom. Sarah was there about two minutes later. She came over to me and asked me why I got mad at Jake and why he left the house. I didn't know what to tell her, so I told her it was none of her concern. I guess I hurt her feelings because she started crying. For some reason this made me feel like a real heel.
I stood up and put my arm around her and told her that I was sorry that I had hurt her feelings. She asked me why I didn't like her or want her around. I told her that I did like her and did want her around. It was I was used to being an only child and had never had to share things before.
She asked me why I wouldn't tell her why I got mad at Jake. I told her that Jake had said something he shouldn't have. Sarah wasn't going to let me get off that easy, so she asked me what he had said. After being backed up in a corner I told her what Jake had said.
Sarah just looked at me and asked why that had made me mad and for the life of me I couldn't come up with a reason. All I could do was stand there with a dumb look on my face. She then asked me if I had thought about it. I told her no that I hadn't. When I told her that she got a real sad look on her face and asked me if she was ugly or something.
I told her I didn't think she was ugly, but I didn't think she would like it if I had tried anything with her. She smiled at me then and told me she wouldn't mind. I just stuttered and told her we couldn't because she was my sister. She said no she wasn't, her mom had just married my dad. I told her that she was right but mom and dad still wouldn't like it. She said they didn't need to find out about it.
Then she walked up to me and kissed me on the lips like no sister should kiss her brother. Well I am a normal 16-year-old male, my dick stood at attention as she rubbed her young body against mine. I just hung on and kissed her back, it wasn't that I didn't know what to do, I had seen pictures on the net and talked with other boys, it was just I had never had the opportunity to try anything.
Sarah must have sensed my hesitation because she took my hand and placed it on one of her newly forming tits. God it felt good, I had only dreamed of putting my hands on a girl's tits before, during my jack off sessions. Sarah's tongue was pushing its way into my mouth and her hand had found my hard dick and she was stroking it through my shorts. I couldn't take much of that before I shot a load of cum in my pants.
Somehow we must have walked toward my bed because I felt the mattress hit the back of my legs and I sort of sat down bringing Sarah down on top of me. By now I was becoming bolder and I started pulling Sarah's tee shirt over her head. Damn she had a training bra on. I fumbled with the clasp for several seconds before Sarah stopped and unfastened the bra for me. I was now laying on my back and Sarah was astride me. She whipped off her bra and her young budding tits where starring me right in the face. These where the first real live tits I had ever seen and they weren't like those I had seen in books or on the net.
The pictures of tits I had seen before where always women with large tits that sagged slightly. Sarah's were small semi cone shaped that stuck straight out and the nipple covered the whole end. When I put my hands on them they were firm but soft and the pink nipples where hard. She must have liked the way I was handling her tits because she just moaned and dry humped me through our shorts.
I reached up and pulled Sarah down to me so I could kiss her tits like I had seen in the books I had read. I kissed and sucked each nipple until she pushed my head away. Sarah then rolled off of me until she was flat on her back on the bed next to me. She reached down and pulled off her shorts and panties and dropped them on the floor.
There I was staring down at my first naked girl and she was my stepsister. Sarah asked me if I was going to take my clothes off or what. I removed my clothes slowly, and turned my back to her shyly as I removed my shorts and underwear. I had never been naked in front of a girl before. I don't think I had anything to be ashamed of, I have a ten and half inch cock. Maybe I was afraid it would scare Sarah.
If it did Sarah didn't let on that it did. When I slowly turned around she just sat up and took my pre cum dripping cock in her hand and ran her tongue across the head, licking all the pre cum off before she took the head of my cock in her mouth. God this was a day of firsts, now I was getting my first blow job and it felt great. It wasn't long before I was trying to pull my cock out of her mouth, but the more I pulled the harder she held on to me. I yelled to warn her that I was about to cum but that seemed to make her suck harder. I blew my load in her mouth and she swallowed every drop. She kept sucking and licking my dick until I pried her mouth off my dick.
Damn I didn't know what hit me, my knees were weak, I was swimmy headed, and my vision was blurred. I had never cum so hard or so much in my life. I had never felt anything so good in my life. When I sort of regained my senses I looked down and Sarah was looking up at me smiling. She had layed back on the bed and was rubbing her pussy for all she was worth.
I pulled her hand from her wet cunt and layed on top of her. I kissed every inch of her face and when I reached her mouth I lingered tenderly biting her lips. Then I slowly kissed my way down to her budding tits, I kissed and sucked and nibbled her breast until she pushed my head south. I kissed my way down to her hot wet pussy.
This was the first real live pussy I had ever seen, and it was not like the ones in the pictures. The ones in the pictures were big and hairy, with red gaping lips. Sarah's pussy was small almost hairless, just a few light hairs here and there. The lips were tight and light pink.
I leaned forward and lightly kissed those pretty pink lips and Sarah went wild. I traced my tongue across her slit and she bucked like a horse. I took my fingers and gently pried the flower open and kissed inside the delicate folds of her pussy. Once I had the taste of her juices I went wild licking that hot cunt. She wrapped her legs around my head and held on with a death grip even though she was bucking like a wild horse.
I don't know how long I ate her sweet pussy because I lost all track of time but I felt her shudder and her legs relaxed their grip on my head. Let me tell you by now I had a hard on that made the last one look like a softy. I crawled up between her legs and put the head of my cock at the door to paradise. I rammed my cock into her tight tunnel with animal lust that I had never felt before. She screamed in pain and pleasure and bucked her hips up to meet mine with the same animal lust that had taken control of us.
Let me tell you I will always remember my first piece of pussy as the best. Sarah's hot pussy griped my dick like a vise and milked it dry. She bucked and clawed my back. She moaned and screamed and thoroughly fucked my ball off. It felt like I shot gallons of cum into her hot furnace.
I told you that I had lost all track of time because as Sarah and I were locked in incestuous orgasm, the bedroom door opened and mom and dad were looking in..............


The End of part 1 :jo