Sara has been my best friend for a long, long time.  She moved to our street, just a few doors away, the summer before we started third grade.  It seemed that almost immediately we found that we liked a lot of the same things and got along well together, and it wasn’t long before we were inseparable.  We were always together, either at her house or mine. 

  

        One day in fifth grade we were in my room, playing video games and listening to music.  We had finished a game when she said, “Beth,” not looking at me.  She seemed embarrassed about something. 

 

        “Yeah?” I answered.

       

        “Uh, do you ever touch yourself…you know…down there?”

 

        “Huh?  What are you talking about?’

     

        “You know, inside your panties, do you ever touch yourself there?”

       

        “Well, I guess so.  I mean, I take baths and stuff and I have to wash.”

       

        “I don’t mean that.  Do you ever touch it just for fun…just to make it feel good?  Does it feel good when you wash it?”

          

        Actually, she was sorta weirding me out.  “I dunno; I guess so.  Never really noticed.  Why?”

 

        “I do.”  She was speaking really softly, like she was afraid someone would hear.  “It feels really good, sorta makes me feel tingly and out of breath.  Does it feel good when you touch your button?”

       

        “What button?”

 

        She was beginning to lose patience.  Sara is a really good friend, but she can be bossy and impatient sometimes.  “Oh jeez, you don’t know anything!  Here, let me show you.”  And she began to lower her shorts. 

 

        “Sara!” I exclaimed, “you aren’t going to take off your pants right here, are you?” 

 

        “Well sure; you’re so dumb you won’t understand unless I show  you.”

  

        And she did.  She pulled her shorts right down, and the little white panties followed, and there I was, looking at her little pink cunny.  I had never seen anyone’s cunny but mine, and I hadn’t actually looked at mine much.  It was sorta cute, looked a little like a pink peach. 

 

        “Here, see, here’s my button,” and she pulled open the top of her cunny.  Sure enough, a little knob was sticking out there.

       

        “That’s it?  That’s all you were talking about?”  I wasn’t impressed.

 

        She grinned.  “Yeah, but watch.”  She started touching herself, not right on her button, but sorta around and below it, just tickling herself on other parts of her cunny.  And a couple of times she closed her eyes, obviously enjoying it.  Soon, though, she moved up and began circling the button with her fingers, and sure enough, she began to breathe more quickly and more heavily.  When she finally began to rub and push right on the button, she really panted and jerked, and finally let out a deep sigh and lay back on the bed.  It sure looked like she enjoyed it.

       

        “Oh wow, that was nice.  See?”  Well yeah, I did see, and it did look like she had fun.  “Why don’t you try it?” 

 

        I was afraid that my mom would come up and catch us, and also afraid that maybe I wouldn’t do it right and Sara would laugh at me.  She did stuff like that sometimes.  “Maybe later.  Mom might catch us.”  She pulled up her pants and we went back to playing video games and didn’t say any more about it.

 

        That night, though, I thought about it again when I was taking my bath.  For the first time, I noticed that it did feel good when I washed my cunny, and I guess I washed it a little longer and more thoroughly than usual.  After I rinsed off, I decided to do what Sara had done and see if it felt good for me, too.  I started touching myself, just using my whole hand and stroking my cunny really lightly, like petting a puppy.  She was right, it did feel sorta tingly, like something was tickling me inside my stomach.  I let a couple of fingers run through my little slit, and that felt good, too.  I was going to like this. 

   

Finally I moved my fingers up and touched my button, and I gasped and sorta jumped in the water.  Wow, did that feel good!  I can’t exactly describe it, but I wanted to do it lots more, and I did.  I began to massage it like she did, circling my fingers around it and sorta sneaking up on it, rubbing back and forth on the sides.  I tried pushing it side to side, and by that time I was really panting.  I started rubbing it really hard, and in another minute or so the tingles got really strong, like I got shocked, and my legs trembled.  Golly, it felt good!

   

        Of course, after doing it that once, I started doing it a lot, and I found other things that felt good.  Sometimes I would take some of my skin lotion and rub it on and just play with my cunny without touching the little button.  That way I could do it a long time and it just kept feeling good.  And I experimented and found out that I could put a finger into my little trickle hole and wiggle it around.  That felt good, too, but in a different way.  Sometimes that would make me really tingle.  And of course, when Sara and I reached puberty and started to grow titties, we could play with them, too.  Sometimes we did it together, and I think those were the nicest times.

   

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        A year or more later we were doing it in her room when no one else was home.  We were naked, facing each other on her bed, touching ourselves and seeing who could cum first.  “Beth,” she said.  Long pause when I didn’t answer ‘cause I was busy.  “What if we touched each other?” 

    

I was already breathing pretty fast, not paying much attention, but I did catch the “each other.”  Any other time I probably would have said no, but right then I was turned on and the idea of a different kind of touching was pretty exciting.  I didn’t answer, but moved over close to her and put my hand on her right titty.  It was pretty little, of course, like mine, but it felt all warm and squooshy and interesting in my hand.  Her little nipple was all hard, and I played with it the way I like to play with mine.  Just for a moment she stopped playing with her pussy (an older girl had told us to call it that), closed her eyes, bit at her lip, and began breathing even harder.  I felt her tremble, and reached over to stroke the other titty.  She leaned into my hands, pressing her tits into them, and it wasn’t long before she was gasping.  “Touch my clitty.  Please.”  The girl had told us what to call the little button, too.

  

        I moved a hand down between her legs and touched her pussy the way we both liked, gently stroking and teasing toward her clitty.  As I touched it she grabbed my hand and pushed on it, making me rub the little knob really hard.  In just a few seconds she began to push her pussy toward me repeatedly in the hardest orgasm either of us had yet had.  My hand was very wet.

       

        She just lay back panting hard for a little while, her body still jerking occasionally.  “Wow.”  Another twitch or two.  “Wow.  We should have done that before.  Give me just a moment more and I’ll do you.”  I was panting almost as much as she was.  It was really exciting to touch someone else that way, and I went back to working my own pussy with a vengeance. 

    

        “Here, let me do that.”  She pushed my hand away and began stroking me as I had done her, gently, but touching it all over.  “Feels different when someone else touches it, doesn’t it?”  I wanted her to touch my clitty but decided to wait til she chose to do it.  It wasn’t long til she did, rubbing it hard.  Then she surprised me, leaning over to lick my left titty and suck on the nipple.  Just a few seconds and that was all for me.  I began bouncing on the bed like a trampoline artist, panting furiously.  It felt like my whole body was on fire, and I just closed my eyes and let it happen. 

    

        “Wow yourself,” I finally told her.  “It was already feeling good, but when you sucked on my titty my body just went nuts.”

    

        “Yeah, I thought you would like that.  I wanted you to feel as good as I did.”

    

        We lay back on the bed together, gently touching each other all over, really not in a sexual way, just caresses.  But even that sent those little charges through our bodies.  It was a really nice afternoon til we heard her mom come in and had to dress quickly.

   

        It was a couple of years later, summer after eighth grade, I believe,  and we were walking home from the park.  “Beth,” she said quietly, “have you ever let a boy touch you?” 

  

        I didn’t have to ask what she meant.  By that time we had touched a lot.  “Golly no, have you?”

 

        “Well, remember a few weeks ago when we had the swimming party at Jeff’s house?  Bret Tate was looking awfully cute that day, and after we swam a while we sneaked into the house and ducked into a closet to make out.  We had been going a while and got pretty hot, and he sorta slowly slid his hand up and touched my titty.”

 

        “Gosh, what did you do?”

 

        “Why, I let him do it, of course.  No boy had ever touched me that way, and I thought it might be fun.”

  

        I was not too sure what I thought about this.  “So how did it feel?”

    

        “Well, he didn’t know what to do.  I think it’s the first time he ever touched a titty.  He just sorta sneaked up on it and when he found out I wouldn’t stop him he just grabbed it and squeezed a little.  Not so hard that it hurt, but he didn’t caress it and tease it the way you do.”  Her voice got even quieter.  “And that’s not all.”

    

        “Oh jeez, Sara, what else?  C’mon, don’t hold out on me.”

   

        Quieter.  “See, I knew he had a hard-on; I could see the way he was squirming around, trying to get it situated right.  And I just couldn’t resist.  I never touched one before, so I moved my hand down and touched it.  Actually, sorta wrapped my fingers around it, as much as I could through his suit.”

 

        “Omigod, Sara, what did it feel like?”

 

        “Well, it was really straight and stiff.  I couldn’t imagine having something like that in my pants.  I squeezed it a little bit, and it was really weird.  Like, it’s really soft and smooth on the outside, but when you squeeze a little, it’s really hard on the inside.  And it’s like the skin on the outside isn’t connected or something.  I’m probably not saying it right, but when I moved it around a little bit he seemed to like it, so I kept doing that.”

 

        “Omigod.”  I just couldn’t imagine touching a boy’s thing, especially when it was hard.  We had been taught a little about that in sex ed, but they really don’t teach you that part.  I was very quiet a little while, thinking about it.  “So what happened then?”

 

        “Well, we were still kissing – he really is a good kisser – and feeling each other, and after a while he sorta jerked a few times.  I think he came in his swim suit.  It seemed like that embarrassed him, ‘cause he stopped after that and wanted to go back to the party.”

    

        “Wow, Sara.”  I just didn’t know what to say.  I thought about that the rest of the way home, trying to imagine what it would be like to hold a guy’s thing.  Just couldn’t get it out of my mind. 

 

        A few weeks later I was walking home from town and met Jeff.  He and I had liked each other for several months and made out some, so when we got to my house I asked him if he wanted to come in for a soda.  I knew my mom would be out for the afternoon and I was thinking about what Sara had said and feeling sorta naughty.  I wanted to find out for myself.

 

        We sat in the kitchen and talked for a while, you know, the usual stuff, and I asked him if he had ever seen my room.  Subtle?  Well, maybe not, but it was the best I could do.  So we went up and I showed him my game system (his is better) and my CD collection (mine is better) and we talked a little more and sorta ran out of topics.  Finally I decided to dive right into it and see what happened.

 

        “Jeff,” I asked him, “this may seem sorta weird, but have you ever seen a girl naked?”  He turned a bright shade of red and sorta stammered.  Finally shook his head.  “Would you like to?”  His eyes brightened and he nodded.  “One thing, though.  If I take my clothes off, you have to take yours off, too.”  Well, that got him.  He wanted to see me, but he was too shy to undress, too.

  

        “C’mon, Jeff, it won’t hurt you.  I’ve never seen a boy naked, either, and I want to.  C’mon.”  To encourage him, I unbuttoned my shorts and began to raise my t-shirt.  He was hooked and began to raise his shirt, too.  I was not wearing a bra, so his eyes were soon bugging out at my tits, which were, and still are, a bit small, but round and very nicely shaped. 

     

He was dawdling, though.  “Jeff, get the shorts off, or I’ll put my shirt back on and we’ll forget it.”  I knew why he was dawdling.  He had a hard-on and he didn’t want me to see it.  “Do it, Jeff,” and I reached for my shirt again.  Finally he gave up and let them drop, and I could see the tent in his underwear.  God, even that was exciting to me!  I dropped my shorts, too, letting him see my white panties with the pink butterflies.  He stared straight at my crotch, even though he really wasn’t seeing much more than he would if I had my swimsuit on.  I think he could see the outline of my slit, though.

        

“OK, Jeff, we’re down to our underwear.  Let’s do this together.  Ready?  One, two, three,” and we both dropped our underwear to the floor and stared at the other.  By that age we both had just a little wispy pubic hair, but he could see my pussy just about as well as I could see his hard penis.  I was fascinated by it.  It just stood there proudly, pointing up and out and bobbing a bit as the blood pulsed (I didn’t know that then).  I really wanted to touch it. 

   

His eyes were glued to my body, too, and he couldn’t decide whether to look at my tits or my pussy.  He wanted to touch, too, and we were both breathing more quickly.  I smiled at him.  “Well, what do you think?” I asked him.  “Do you like what you see?” 

    

“You’re beautiful,” he told me.  “I never knew a girl could be so beautiful.  Wow.”  He just kept staring.

    

I walked over close and kissed him.  “You’re beautiful, too, Jeff.  Would you like to touch me?”  He nodded.  “Come over and sit on the bed.  You can touch me where you like.  Just be gentle.”  When he sat down, I stood in front of him and took his hand and laid it on my titty, showing him how to caress it and play with the nipple.  He learned quickly and soon was starting to get me heated up.

 

“May I touch, too?” I asked.  He looked down at his erection as if he had just remembered it, and probably that was true.  But he had conquered the embarrassment. 

  

“Sure,” he told me.  “Want me to show you how, too?”  He was definitely getting the idea of this thing.

 

“Yeah, OK.”  He took my hand and showed me how to rim the head and stroke that really sensitive place just below it.  Also how to lift his balls and squeeze them gently.  Then he put my hand around his cock and showed me how hard to squeeze it and how to move my hand up and down to give him pleasure.  After a couple of minutes, I saw that he was getting really excited, and I wanted more, too.

   

“Jeff, I’m ready for you to touch me at the other place.”  That was the fun part.  I just couldn’t wait to see how it would feel to have a boy touch my pussy.  I sat down, opened my legs wide and showed him how to stroke lightly all around my pussy and tease me.  Then I made his finger touch my vagina and let it slip through my slit, up and down, to make it really slick.  This was feeling good!  I let him do that for a while, then showed him my clit.  I had him circle it gently and move some of my juices there for lubrication, then told him to rub it, back and forth, side to side, getting more juice, pushing on it, going back to my vagina.  I even had him push his finger a little ways inside me.  God, it felt good!  I was panting and really getting close.  And during all of this I had kept jacking his penis and he was getting pretty  excited, too.

  

I won the race and bounced up and down on the bed against his hand as I had my orgasm.  He was pushing his cock hard against my hand and trying his best to come, and just a minute or so later it happened.  He began to shoot out white stuff, three, four, five times, getting it all over his front and my hand.  Very warm and sticky stuff.  It was fascinating to watch it shoot and just as fascinating to feel his penis going soft afterwards.  I just kept holding it.    

 

When it was over, we just sat there, still touching each other’s genitals, amazed at the experience and not sure what to do next.  “Jeez, that was wonderful, Beth,” he told me.  “I never did that before.”

 

“I haven’t, either, Jeff.  It was great.  “Don’t you want to kiss me?”  He grinned and leaned over, giving me a hug and a good long kiss with plenty of tongue.  This boy could kiss, too.  “Guess we’d better clean up,” I told him. 

  

I got a warm washcloth and we cleaned up each other.  He kept staring at my body.  “Wow, you’re pretty,” he said several times.  He washed my pussy far longer than it really needed, but I didn’t complain.  And my eyes didn’t leave that lovely penis, either.  As I washed it, it began to stiffen a bit.  I really wanted to jack him off again, but I didn’t.  On impulse, though, I leaned down and gave it a quick kiss.  Don’t know why.  That was a wonderful afternoon, too.

  

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I guess it was near the end of our soph year when Sara called one Sunday afternoon.  “Hey, can you come over?” 

  

Well, I was just bummin’ around, so I told her, “Sure, I guess.  Be over in a few minutes.”

 

When I got there she was waiting for me and took me straight to her room, closing the door.  “What’s the big secret?” I asked her.

  

She was talking almost in a whisper.  “I did it.”

   

“Did what?”

 

“I did it,” she repeated.  “I did IT!”

 

“Omigod, Sara, you don’t mean it!  Who?  Where?  When?  Omigod.  How did it feel?  Tell me everything.”  Well yeah, I guess I was a little excited.

  

“Yeah, I’ll tell you if you’ll shut up.  I’ve gotta tell somebody and who’s my best friend?”  I zipped my lips and sat quietly.

 

“It was last night.  Rich and I went to an early movie, then drove out to the old quarry.”  Rich was her current steady and the old quarry was everyone’s favorite make-out place.  “We were going at it pretty heavy, had our pants off and everything, and we were both pretty heated up.  I was jacking him and he had a finger in me, and when he wanted to go all the way I just couldn’t say no.” 

 

“Wow, what did it feel like?  Was it good?”

  

“Well, he was sorta in a hurry, afraid someone would drive up and catch us, so we couldn’t do it very long.  But it felt nice.”

 

“Did it hurt?”

 

“No.  You know I broke my cherry a long time ago with that dildo, and his cock isn’t any bigger than that.  But it didn’t feel like the dildo.  It felt really hot inside me.  I didn’t know it would feel hot like that.  And it was alive.  A real live cock, not just a piece of rubber.”

 

“Did you cum?

 

“No, we stopped too soon, but it was still nice.  I’m glad I did it.”

 

Well, you know where we are headed here.  After Sara lost her virginity I began to want to do it, too.  Only problem was, I didn’t have a steady and I didn’t want to do it with just any guy off the street.  I could only give up my virginity once and wanted it to be meaningful in at least a small way.   

 

I finally decided on Jeff.  We had stayed good friends and dated occasionally, and it seemed sorta fitting that the boy who had first seen me naked should be the one who took my cherry.  I wanted to plan this carefully, and it would not be done in the back of a car.  It would be in my bedroom, on a clean bed, and I would find a time when we would not be hurried and afraid of being caught.  I was a little nervous, though; I had not broken my hymen like Sara had, so it was going to hurt some.  Oh well, other girls survived it, and I was sorta pleased that Jeff would actually be able to see the evidence.

 

It took a couple of months to find a Saturday afternoon when my parents would be safely out of town all day.  I talked with Jeff a few days before and told him what I had in mind, and he was so sweet.  He took me in his arms and gave me the gentlest, most tender kiss I have ever had.  “Thank you,” he said, “we’ll make this something to remember.”  Jeff was not a virgin, so I knew that he would know what to do.

    

That afternoon, I showered, brushed my hair so that it almost glowed, and put on just the tiniest dab of perfume.  Then came the sexiest little frilly bra you ever saw, with a matching frilly thong that my Mom didn’t know I owned.  God, I felt sexy!  When I finished dressing I looked into the mirror and saw that my face was flushed with excitement.  I couldn’t wait.

  

Jeff was right on time, and I could see that he was freshly scrubbed and excited, too.  He took me into his arms and gave me a sweet, leisurely kiss just full of promise.  We strolled to my room with arms around each other, and I swear, I was in love.  I felt so good!  Guess Jeff did, too; he was already hard.

 

When we reached my room he took me into his arms and kissed me again, a much longer and more passionate kiss this time.  My heart was already racing and I was trembling with excitement.  “Let’s undress each other,” he suggested.  “Slowly.”

 

He leaned over and kissed me again, a little light kiss, as he unbuttoned my blouse and slipped it off.  I was unbuttoning his shirt, too, finishing almost the same time, and slipped his t-shirt off, too.  I think he just about blew a gasket when he saw my bra.  That little frilly thing lifted my little breasts (which didn’t need lifting) without concealing much.  He was very hard, squirming and smiling.

 

We did much the same with our pants and then stood there, admiring each other and remembering the last time we did this.  His tent was larger this time, though.  “My turn,” he said, as he kissed me again and reached behind me to unhook the bra.  I was visibly trembling at this point, but not because of cold or fright.  I wanted him so badly. 

 

He lowered the bra very slowly, almost teasing himself as my breasts came into view, then leaned over and tenderly kissed each nipple.  I was wet and already felt that I was about to cum.  Only the underwear remained.  “Shall we do it like last time?” he asked quietly.  I smiled and nodded, and we whispered, “One, two, three” as we dropped them together.

 

And like the last time, we stood and admired each other.  His body was gorgeous:  trim, cleanly muscled, fit and ready.  As before, I stood and stared at his cock, tall and beautiful, saluting my body as only it can.  Jeff was looking at me the same way, and I saw a generous drop of pre-cum form on the tip.  He was ready, too.  I knelt down and kissed the head, sipping that drop, then gently urged him to the bed. 

 

We lay for a few minutes, kissing and caressing bodies, playing with genitals, loving.  “I want to taste you,” he told me. 

 

“I want to taste you, too.”  I moved over him into 69 position and took his cock into my mouth.  It tasted so sweet and warm and alive.  I very slowly moved my hand up and down the shaft as I laved my tongue about the head, sipping and sucking.  His movements told me that I was doing what he wanted.

 

Meanwhile, he was doing wonderful things to my pussy.  At first, his tongue just flicked lightly, touching and licking my outer lips and inner thighs, teasing me.  He kissed all around it, tickling it with his tongue, finally planting a very wet one right on my slit, sliding his tongue up and down.  I was not far from orgasm. 

 

I slipped off him and turned around.  “Now, Jeff, please.  I want you to go inside me, take my cherry, love me all the way.”  I was almost delirious. 

 

He reached over, quickly slid on a condom, and poised himself over me.  As he kissed me, I felt him position his cock at my entrance, and as he pressed down, I felt my hymen stretch, then resist.  “Are you ready, sweetheart?” 

 

I could only gasp.  “Do it.”  He kissed me hard, sucking and battling with his tongue, then pushed strongly forward.  I felt my cherry tear with a very sharp pain, then I was filled as never before.  I didn’t cry out, but my eyes were full of tears, not only for the pain, but because I had just become a woman and would never forget the moment. 

 

Once he was inside, he stopped, allowing me a breather and time to adjust.  Slowly he began to move in and out, going deeper each time.  The pain went away.  Soon he was completely in, stroking me powerfully, and I was panting uncontrollably.  “Ogodogodogod, Jeff, it’s so wonderful.  Ogod,” I gasped, “Oh.”  I began to push back to him on each stroke, and it was heaven.  He was kissing me and whispering sweet things and I was crying because it was too wonderful to be real. 

 

“Sweetheart, I’m awfully close.  How’re you doing?”

 

“Almost there, Jeff; it’s starting…NOW!!!”  I slammed into him as hard as I could, my pussy grabbing and squeezing him as orgasm claimed my body.  Over and over I pushed, and soon he grunted and jerked in his own moment of bliss.  For a little while we were animals, lost in the throes of the ecstasy that we shared.  I held him and crushed his body to mine, wanting us as close as possible in this most intimate of moments.             

 

Finally our bodies began to calm, and he kissed me once more before moving off to lie beside me and hold me close.  Neither of us could speak for a while.  I, at least, was simply overwhelmed.  Finally I raised up onto an elbow and kissed him.  “Thank you, Jeff.  I don’t think any woman ever felt more love as she surrendered her virginity.  I really will remember it the rest of my life.”

 

“I know,” was all he said, but I saw a small tear in his eye, too. 

 

We lay there cuddling for a long time, a half hour or more, speaking little, absorbing what just happened to us.  I believe it was special to him, too.  I hope so.