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The sister, Elsa, invited me to a party she was throwing for her youngest child, Joanna, who was turning 13. Turns out her birthday is 1 day before mine, I was turning 32, and I had planned on going out that weekend but since Elsa’s brothers are such partiers I thought what the hell. I hadn’t met Joanna until the night of that party and when I met her I knew she was going to be a heartbreaker as more birthdays past her by. She was about 5’ 2” tall, long black hair, which I truly love, greenish eyes and already a body to die for. She had braces, which I found so cute on her. When she found out how close our birthdays were she said she would share her party with me, awww how cute. Long story short, great party with lots of drinking and good times.

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The following year I decided to throw a birthday party for myself and of course invited my bosses and co-workers. Elsa asked if she could bring her children and of course I said yes. Wow, what a difference a year makes! Joanna was now a full-blown hottie. The childish look in her face was now replaced with a more grown up look, yet her braces reminded you she was still a lil girl. Her titties had grown to a wonderful grapefruit size and seemed just as firm. Her tight, low cut jeans showed off the ass of dreams. She was still a little shorty but oh so hot.

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The party was a hit, family and friends all stopped by and even though I told everybody I would have plenty of booze everybody brought along beer and bottles of liquor. As everyone drunkenly started singing me “Happy Birthday” I reminded them it was also Joanna’s birthday and after a rowdy applause, which left her embarrassed and red faced, they sang to her also.

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As the night went on with everybody giving me shots of this and that, I decided I needed to kick back a bit and went inside my home. I snuck into my bedroom thinking I’d smoke a joint and rejoin the party. Surprise, surprise, Joanna was in there with her 2 uncles (my other bosses) and they had been giving her shots of tequila! “Hey here’s the birthday boy, come on in and have some shots with your birthday buddy!” said Rick. I couldn’t help but laugh and told them that’s why I came in, to avoid that, but then figured one or 2 shots couldn’t hurt. Joanna already looked pretty buzzed and sat there giggling like the schoolgirl she was.

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We shared a couple of birthday toasts and had some shots and I whispered into my other bosses ear that I had come in to smoke a joint and still wanted to but he thought it was a bad idea because Elsa was already a lil upset that they were getting Joanna drunk. Joanna overheard and giggled “I’ve never done that, I wanna try!!” We laughed it off and I figured my boss was right so I didn’t try. Rick gave Joanna another shot and she quickly forgot about it. The guys got up to go back to the party and Joanna tried to get up but quickly sat back down and started giggling again. “I can’t get up!” she laughed. I told her uncles she could stay in here but I whispered to them I would roll a joint in my bathroom and meet them out back. Joanna laid in my bed as I went into my bathroom and started to roll a joint. “Now that my uncles are gone, show me how to smoke.” Joanna slurred.

I laughed and said “Aint no way I’m gonna make your uncles, or worse, your mom mad at me.” “Aww, come on.” As I rolled it I figured what can it hurt. I finished and put my stuff away but by that time, Joanna was long gone and passed out on my bed. As I left my bathroom she had laid on my bed so that I could actually look down her blouse, which was loosely fit and was letting me see her little tit flesh. She was wearing a cute lil pink bra but I could see enough to give me a massive hard on. What a gorgeous body she had, I thought to myself. So young and firm. Dang! But she was also my bosses daughter and niece, not to mention only 14 and in the 8^th grade. I quickly left the room and sought out my bosses and brother and a couple other friends to smoke the joint.

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As the party winded down, of course Elsa started looking for Joanna and I finally confessed as to what happened and reminded her that it was Rick and Raul that had gotten her drunk, I just walked in. My bosses quickly took off, along with Elsa’s sons and since most of my guests had either left or had passed out, Elsa and I were left alone for a bit. “I can’t believe my brothers, she is really a good girl, good in school and all that, I’m pretty sure this is the first time she has gotten drunk.” I apologized to her but she told me not to worry, she knew it wasn’t me. She asked me to help her with Joanna and I agreed.

I went in with Elsa and picked up and cradled Joanna and took her to Elsa’s car. Elsa led the way and I couldn’t help myself and must admit I groped Joanna a bit. I massaged her tits through her blouse and bra and it made me feel like a kid again. I hadn’t felt 14 yo titties since I was about 17. I also managed to feel up her ass a bit and it felt sooo naughty. We got Joanna in the car and they left. As I fell asleep that night, I dreamt about her and had my first wet dream in years.

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About 6 weeks went by and Thanksgiving came along. We always had our 4 day weekend and I was looking forward to a long partying weekend. The only night I wouldn’t go out was Thanksgiving night as I had promised my sister that I would wake up early and go to the mall to buy my niece her Christmas gift since it was on sale for that day only, of course. Now I’m not a mall person, and the day after Thanksgiving is one day that I had never gone to the mall, but fate had a very special surprise for me.

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I went to the mall and found the toy and went to pay for it and ended up an hour in line, it was so packed with Christmas shoppers. Finally paying for the gift and I couldn’t wait to get out of there. I walked out the main entrance and there she was, Joanna! Oh my god, she looked awesome. I had fantasized about my lil schoolgirl a lot lately and she had played up to that fantasy. She was dressed up with a white button up dress shirt in which you could pretty much see through to her black bra. She also wore a somewhat short pleated plaid skirt that showed off her luscious looking legs. Thigh high black socks and ponytails on both sides of her head completed the lil schoolgirl look. I nearly melted right then and there, but if I had fallen forward my cock would have held me up, it was that hard in my slacks. She looked a little confused or lost, looking around. Then I remembered her whole family was going to the mountains for the long weekend. I walked up to her and when she saw me a big smile came across her face and she ran to me and gave me a big hug. My cock was pressed hard against her belly and I hoped she didn’t notice. She looked up at me and smiled, showing off her cute lil braces and told me how glad she was to see someone she knew. I asked her why she wasn’t at the mountains with her mother and uncles and she told me that they had dropped her off at the mall on their way up there because she was gonna spend the weekend at her friends house. They were supposed to meet at the mall and do some shopping and hang out for the day and then go to her house. Her friend had not arrived and she was worried. I lent her my cel phone and she called her friend. Bad news, or good depending how you looked at it. Her friends mom told her that her friend had gotten the flu and she didn’t think it was a good idea for Joanna to go over now. I got on the phone and reminded her how Joanna’s mom was heading for the mountains but she wouldn’t budge saying sorry but her daughter was really sick. I asked Joanna if maybe she could stay with her grandfather but he had decided to go to the mountains also. I tried calling Elsa on her cel but I guess she was out of range at the time. I asked Joanna if she had her house keys and she nodded yes. “Well, I’ll take you home and we can try your mom later.” She smiled and said “Great.”

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We went and had breakfast first. We ate and had some small talk over breakfast. She told me how much fun she had at my party, although she did get a little sick the next day and had been pretty hung over. She thanked me for having the crowd sing to her but admitted to being so shy about it. I laughed and said it had been fun, but maybe she should wait a couple more years before she drank again and she laughed but agreed.

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As we were getting ready to leave, Elsa called me. She had gotten service again and noticed the missed call from my number. I explained to her that Joanna was with me and explained the situation. She asked if she could speak to Joanna and I gave her the phone. They spoke for a while and Joanna kept reminding her mom she wasn’t a baby anymore. She handed me the phone and said “My mom wants to talk to you.” Elsa told me she had offered to drive back and pick her up but Joanna wanted to stay home in case her friend got better. She asked if I could take her home and, she knew she was asking a big favor of me, she asked if I could check in on her every once in a while. I was speechless for a bit but managed a “Sure!” I hope she hadn’t noticed my eagerness. She asked me to remind Joanna to call her if she needed anything and also to mind me. I said of course.

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As we walked out of the restaurant, I followed Joanna to my car. I couldn’t help but stare at Joanna’s lil ass and the way her lil skirt swayed back and forth as she walked. I was getting nasty thoughts of this lil girl again and slowly parts of a plan started forming in my head.

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As we drove to her house I told her that I had to meet my sister and run some other errands and that I would check in on her later on in the afternoon. We got to her house and she was a little nervous about going in by herself so I went in with her and checked it out for her. Of course everything was ok and I was leaving and I looked at her and said “I know I told you shouldn’t drink for a while, but would you like to drink some wine coolers or something tonight?” Her eyes brightened up and she said “Yeah!! Do you think maybe you could bring some tequila too?” I laughed and said sure but she couldn’t tell anyone as I was pretty sure her mom wouldn’t appreciate it too much. “Goody. I know I got sick the next day but I wont drink that much this time.” I then turned to leave and said “Ok then, we’ll see you in a while!”

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I left and went to my sisters, ran my errands and then went home for a bit. I grabbed a bottle of Dom Pedro that I had and after thinking it over a bit, grabbed some pot and rolling papers. I got to my door and really started to think about what I was hoping might happen tonight. No doubt about it, I really wanted to try to seduce an 8^th grade girl tonight. I started thinking better about it and at that moment decided my freedom was something I valued very much, plus my bosses had become good friends to me. Ok then, I thought to myself, I’ll just go over, let her drink a bit till she got buzzed and then I would come home. After all I had already promised her at least that.

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I arrived at her house after stopping at the store for some wine coolers for Joanna and a six-pack of Bud Light for me. Joanna answered the door still dressed as I had left her, minus her shoes. She led me to the kitchen and we put everything away except for 1 wine cooler and 1 beer and went to the living room and sat down and started some more small talk. After a while she said “Lets do a shot!” I said good idea. We went to the kitchen and got the bottle and then got a lime out of the refrigerator and cut some wedges. We took 2 shots quickly and then refreshed our drinks. We sat in the kitchen for a while talking again for a bit. After another shot Joanna started getting a bit giggly like she did at my party. She started asking bout me, where I went to school, how did I like working with her mom and uncles and so forth. Then she asked me if I had a girlfriend and I told her at the moment, no. “What about you? You have a boyfriend yet?” “My mom wont let me yet, I haven’t even kissed a boy yet, how embarrassing, huh?” “Nah, your time will come soon, enjoy your youth while you can.” I told her. Her voice was so sweet, still kinda high pitched but yet very sexy. We took a couple more shots and grabbed a couple more bottles of wine cooler and beer and headed back to the living room. She turned on the stereo and put in a mix cd of some good rock music one of her brothers had burned. We sat a while and talked some more. “I wish my mom would let me have a boyfriend, I really wanna know how it feels to kiss a guy.” She told me. I guess the beer and tequila had started to kick in, I just leaned forward and gave her a quick kiss on her beautiful lips. I realized what I had done and was waiting for her to freak out and kick me out and call her mother, but instead she sat there with a stunned look on her face. “I’m so sorry Joanna, I don’t know what I was thinking.” “It’s ok, just caught me by surprise is all.” She giggled. “Wow, my first kiss, it was nice.” I tried to change the subject as I was embarrassed and I noticed my cock start to rise.

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We started talking about other things while we drank and had another shot of good ol’ Dom Pedro when a Guns N Roses song came on. “Oh my god, I love this song, I’m gonna dance!” she yelled. She got up and started head banging and dancing around. I couldn’t beleave my eyes. She shook her hips and shoulders and bounced around the room through the whole song, it was such a sexy sight! The song ended and she ran and jumped on the couch next to me and landed on her knees. She put her hand on my leg, looked me in the eyes and asked if I had any pot with me. Looking back in her eyes while I recovered from watching her sexy dance, I told her I had some in my car. “Oh please, please, please lets smoke some.” She pleaded with me. “I don’t know Joanna, I don’t think I should, what if your mom found out?” “Who’s gonna tell her, I’m not. I wont tell anybody, I promise!” What the heck, I thought and went to my car and got my stuff. I started rolling a joint and she downed the rest of her cooler and asked me if I wanted a beer. I told her I did and downed my beer too. I was kinda glad she left the room while I rolled the joint because my hands were shaking. She came back with 2 bottles and another lime. Geez, this lil girl really wanted to drink. An Aerosmith song came on and she jumped up and squealed “Oh my god! I love this song too!” she started dancing again. If I thought her last dance was sexy, this one blew my mind! She shaked her hips again and bounced around even more. I could see her lil tits jiggle around and now she was bouncing around so much that her lil skirt started to fly up giving me a glimpse of her panties, cute lil white cotton ones with a red rose on the front! Yup, you guessed it, instant hard on. I sat there frozen and speechless. Here was a young, sweet, smart lil girl, with a hot lil body and beautiful young face, drunk off her ass and dancing around AND flashing me. I couldn’t believe my luck. The little school girl outfit only added to my excitement. I took a big chug of my beer and put the joint to my mouth. Joanna saw this and bounced to couch and onto my lap. That completely caught me off guard and I almost dropped my beer. She wiggled her ass trying to get comfortable and into a position where she wouldn’t fall off, I’m sure she had no idea just exactly what she was doing to me. My cock was in heaven feeling her ass grind against it. “Light it, light it!” so I did. I took a big hit and handed it to her. Try as she might, she had never smoked anything before, and she couldn’t get the hang of it. She would suck on the joint but when she blew out no smoke came out. I tried again and easily got a good hit off it. She tried again to no avail. “Let’s try giving you a shotgun blast,” I said as I took a deep breath and gulped hard. “What’s that?” she asked. “Let me show you,” I took another big hit but didn’t inhale, then I leaned forward putting my lips to hers, opening her mouth with my lips and blew the smoke into her mouth. I leaned back and told her to hold it in and swallow. She did and I told her to hold it, hold it, hold it, ok let it out. A nice stream of pot smoke emerged from her lips, “Yay!!!” she yelled out. “another one, please, please.” I couldn’t say no and we repeated the whole thing over again with the same results. She sat there laughing, “That’s so awesome! You have nice lips.” She said. This was some powerful pot so we only smoked half then I put it out. “One more shot!” she said so we did. By now I could see I had one drunk and stoned lil girl on my hands but I remembered my promise and told her I should get going so she could get some sleep as it was getting late. “No, no, please don’t go, I would be scared staying home alone, please stay!” She then put her arms around my neck and held me tight. “I don’t know Joanna, this isn’t proper, I think I should really leave.” “Please don’t go,” she leaned back and gave me a lil girls pouty look. I just couldn’t resist and told her I would stay for a while longer, but we were done drinking. She agreed and put her head on my chest. I just knew she could feel my heart pounding and my 7” cock digging into her ass. I asked her if she was ok and she looked up at me with those big green eyes and nodded. Then she reached up and kissed me. I couldn’t resist and I kissed her back. We nibbled on each others lips for a while and then I pushed my tongue into her mouth and touched hers. She was a quick study and she started rolling her tongue with mine. I was in heaven. We stayed lip locked for a while she started grinding her sweet 14yo ass on my cock some more. She obviously felt it now. She leaned back still grinding away and asked “Is that your penis?” “It’s my cock sweety, penis is a word you use in school,” I told her. “Oh, ok. It sure is hard, am I hurting you? Do you want me to get off?” “Oh no darling, it feels good to me, real good.” “Ok” she said. We made out some more and then I started kissing around on her neck and licking it which made her start to breath a little harder and hold me tighter. The whole time I rubbed her back with my hands but then I brought my right hand between us and started rubbing her sides and tummy. She had a smooth, flat, hard tummy; I could feel that even through her shirt. I continued licking her neck and kissing her as I let my hands roam up a bit higher till I got right beneath her left lil tit. She suddenly held her breath and I stopped, waiting for her to protest but she didn’t so I continued up till I had her breast in my hand. She sighed and let her breath out. I started licking her neck again and went down till I got to the top of her chest and started licking down. I let go of her tit with my hand and started unbuttoning her shirt. What was I doing, I thought to myself, she’s only 14 my mind told me. But my hands and cock were now in control. One button at a time I went then pulled her shirt, which was tucked into her skirt, up.

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I finally had all her buttons undone and I pulled her shirt open and looked down and admired her young tummy and bra covered lil girl tits. I then continued to lick her chest while I caressed her tummy with my hand. I licked down till I could use my tongue on her exposed breast flesh then I reached up under her tit with my hand and started to lick and massage her tit through her bra. This really got her going, breathing picking up while she wiggled her ass some more. She was wearing a bra that snapped in the front and I used both hands to start to unsnap it. I did slowly, promising myself if she tried to stop me I would, but she didn’t and in seconds her tits sprung into the open!

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They were beautiful, just as I had imagined, if not better. So young and firm. I sat and admired them for a bit and then looked up into her eyes. She was nervous, that much I could tell. I told her we could stop whenever she wanted. “Ok but I don’t want to stop, I don’t know what is happening to me but it feels good.” I looked into her eyes a while longer, thinking to myself how wrong this was. She was 14 and in the 8^th grade, I was 33. She was innocent and naïve, I was guilty and knew where this was leading. She was a good girl, I was a horny older guy. None of the arguments that I had against this could stop me now, though, it had gone to far for that.

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I leaned forward to kiss her again and she hugged me and kissed me back. I reached up and put my hand around her beautiful breast and gently massaged her and then I pinched her nipple lightly. That brought a rise out of her as she started breathing hard in my mouth. She pulled away from me and let out a little squeal, “Oh god, oh god, that feels so good, I’ve never felt like this before”. I took this opportunity to go down and start to lick around her areola and then place her nipple in my mouth and gently sucked it in. “Aaahhhh, oh yes, oh my god” she squealed out. I could feel her heart beating in time with mine. They were both racing, beating quickly. My mind was spinning as she wiggled around on my cock, driving me insane. I quickly got up and brought her with me as I started walking to her bedroom, carrying her to her fate. My mind was now telling me this was meant to be, I had been destined to be her first lover, so she could lose her virginity to a man who knew how to treat her, not some young punk who would pull a “wham bam, thank you maam” on her. I promised myself that her pleasure would come before mine.

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Now I had been to her house before, a couple of times, for her birthday party and her brothers graduation party, and had been in every room but hers. I was anticipating a room where she would always remember her first time. She turned the doorknob to let us in and there we were. It was almost exactly, how I imagined it, cute little girl room with posters of her favorite rock stars and actors. She had a pretty lil canopy bed in the middle with a pink cloth covering it. It had Strawberry Shortcake covers and sheets and quite a few stuffed animals scattered all over the bed.

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I put her down so she was sitting on the edge of her bed and then I stood up. “Do you trust me Joanna? I mean really trust me. Do you understand that I’m not here to hurt you, I want to make you feel even better than you were when I was sucking on your nipple.” “I know Raul, and I don’t know what is happening to me but that it feels good.” I could tell by the way she slurred her words that the combination of alcohol and pot had really gotten to her and argued with myself how she didn’t know what she was doing or saying. Then she reached out and started running her hand up and down the front of my pants, on my cock. There would be no more arguments with myself after that. “I want to see it, I’ve never seen one before,” “What do you want to see Joanna?” I knew, of course, but I wanted to hear her say it. “Heehee, you know. Your cock.” She blushed as she said it and it made my heart weep. “If you really want to see it, go ahead, pull it out of my pants,” She looked up at me, unsure of herself, but she went ahead and started to unbuckle my belt. She then undid the buttons and  pulled down on my zipper. My cock pushed out against my boxers, straining to feel fresh air. I pulled off my shirt and kicked off my shoes and then she pulled down my pants along with my socks. And there I stood, just in my underwear in front of my lil fantasy. “Go on, if you really want to see it.” My boxers waistband was stretched to its limit as my cock bulged out farther than I had ever seen it do. Her eyes were wide as she pulled down my boxers. And there it was, right in her face, my cock, bigger, and feeling harder than it had ever before. I stood there proudly while she just looked at it, wide eyed and her mouth in a great big O. I watched as she reached out to touch it. My cock jerked up at her touch and my knees almost buckled but I managed to stay up.

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She tried to wrap her hand around my cock but she couldn’t reach all the way around. “Its so big and hard, yet soft and sooo big!” her words made me smile inside and I felt so good. I knew I would blow my load soon and I didn’t want to do that just yet so I took a step back and my cock slipped through her hand. “Not yet Joanna, I want you to feel good, we will worry bout me later. Lie back now, let me make you feel good.” She laid back and her shirt fell open and her breasts stood out so firm and proud. I thought about going at them again, but I wanted to see more of her first. I thought about pulling off her skirt but she just looked so cute but slutty at the same time, I decided to leave it on her but I did pull up on the front of it and exposed her panties. There was already a wet spot on the crotch of her panties that was growing bigger by the second. I could smell her scent in the air, it smelled fresh and made my cock strain out even bigger. I kneeled down and picked up her legs and kissed inside her thighs. She started to moan a bit and her upper body jerked around on its own. She was a sexual lil creature just waiting for someone to lead her into the world of love making and I was her man. Every lil touch would set her off more and more. I couldn’t wait any longer so I put my nose into the crotch of her panties and rubbed it up her lil slit through her panties. “Ooooohhhhhhh my, oh yes, pant, pant, oh please, please more.” I’m not sure she even knew what “more” was, but she knew she wanted it. I stuck out my tongue and licked where the center of the wet spot was and got a bit of tasted of heaven. Her legs locked around my head, trying to close. “What’s happening to me Raul, oh, oh I feel strange, mmm oh mmmm oh my.” I had to struggle to pull back a bit but I managed to cut loose. I lifted up her legs, hooked a couple of fingers into her panties and started to pull them off. I pulled her right leg out of her panties but left her panties on her left leg, dangling just above her knee. I crawled back between her legs and looked at the most wonderful sight I had ever seen. Her pussy was so beautiful. It had lil slick thin lips that covered the entrance to heaven. Her tiny clit had already started to peek out into the world for perhaps the first time. She had a small, thin patch of pitch black pubic hair starting just above her clit. “You have the most beautiful pussy I have ever seen!” She giggled and asked, “Really? I’m so glad you like it, I want to make you feel good too.” I dove in slowly and licked all around her pussy but not quite touching it yet. Joanna moved her hips around trying to make her pussy have some contact with my tongue, after teasing her a bit I finally licked her from the bottom of her slit all the way to the top stopping there to suck in her cute lil clit. “AAgghhh!!” she cried out. Her head came up off the bed, her eyes very wide with a look of ecstasy on her face. I don’t know if it was the liquor or pot or just natural born sluttiness but  she was just loving this. She reached down to hold my head in place as I continued to lick her. I reached up and started massaging her titties again and her whole body started quaking and shaking. Within seconds she let out a low, long moan and her legs clamped around my head and her juices started gushing out onto my tongue, I had done it, given my lil Joanna her first orgasm!

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After a while her legs loosened up on my head and I was able to come up for air. I looked at Joanna and she lay there with a big smile on her face, a look of satisfaction on her face. I thought about undressing her but changed my mind as I realized that a fantasy of mine was laying there before me, a lil school girl on her back waiting for me to make the next move. She lay there with her blouse and bra open with her titties out in the open, her lil skirt up around her waist exposing her beautiful pussy and her legs spread wide for me and her panties hanging off a leg, that’s a picture I carry in my mind to this day.

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I got on the bed with her and we both pulled ourselves up to the middle of the bed. I went to kiss her and groped her tit and I got closer to her and my cock made contact with her leg which caused my cock to jerk a bit. Her thigh flesh was so soft and smooth on my cock and it drove me wild. After a couple of minutes of this Joanna said to me “Please touch me down there again, please!!” “ Where do you want me to touch you?” “On my vagina,” she blushed. “Do you want me to touch your lil pussy?” She blushed again and understood what I wanted, “Yes, please Raul, touch my pussy, oh please touch my pussy.” I swung my right leg over her leg and laid it right between her legs, my thigh coming in contact with her wet slit. She seemed to like that a lot as she raised her hips up trying to mash her pussy against my leg. I continued rubbing my cock against her leg loving every moment of it. After a while I lifted my leg up again and used it to push her left leg apart a bit more. She started mewling in protest seeking my leg with her pussy. “Shhh, I’m just going to give something a lil bit better to rub up against your pussy.” With that I picked up myself on my elbows and brought my other leg in between hers which she spread wider. I then came down again and BANG, my cock finally made contact with her holy hole. She was sooo wet, my cock slid up and down, my head then my length rubbing up against her clit, to this day that was the best feeling I had and have ever had. My cock jumped around all most as much as she did. Her head started thrashing back and forth, moans coming from deep inside her. Her long black hair sliding all around the bed under her head.

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We continued rubbing up against each other for a few more minutes. The whole time I cursed myself for not bringing any condoms with me but I never meant for tonight to go this far. At this point, though, I felt content enough to just continue rubbing my long cock up against her small hole and maybe just cum on her tight tummy. After some time, Joanna started to breath hard and loud, with a moan in between some breaths. Her hips started to lift up off the bed, lifting me up also. She grabbed her bed spread and started pulling it up around us, then she froze. All of a sudden her eyes grew wider than they had all night and she let out a long scream, shit, I thought the neighbors might hear but I knew she was cumming and I started rubbing harder and faster trying to bring her to climax. She let go of her bedspread and put her arms around my neck and pulled me down to her and held me in a bear hug. Her legs went straight up into the air as her orgasm overtook her. She continued squealing and moaning and breathing so hard I thought she might pass out. She stayed with me though and finally started to calm down.

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“Oh please stop, stop,” I went from so hot and bothered to being totally disappointed and heartbroken but still I started to get up. “No, no wait, just stop rubbing, my pussy is so tingly I can’t stand it anymore but stay here with me please.” Now I understood, I’ve seen girls who can’t take being touched after an orgasm so I slid down a bit so we could look into each others eyes and started making out some more. Little later she told me she couldn’t believe how  good that felt and after some thought I told her I could make her feel even better. “How is that? You can make me feel even better? How can you make me feel better than that?!” “Joanna, I wanna fuck you.” “What’s that?” Oh my god, so young naïve and so innocent. “Well I put my big cock inside your lil pussy and we rub against each other from the inside.” “But your cock is so big, it won’t fit, will it? Will it hurt?” “Oh sweety, we can make it fit and yeah it will probley hurt for a little bit but I promise you, I will make you feel so good. If you want to stop at any time we will, ok?”  “I don’t know, I don’t think it will fit, it’s soooo ohhhhhhh oh yes,” I had started rubbing my cock up and down her pussy again. She told me she wasn’t sure, but she didn’t say no,, I wanted to so bad but I didn’t want it to be against her will in any way, so I decided to get her hot again. It didn’t take long. She didn’t know it at the time but soon enough we both we would be going out of our way to get together to fuck as often as we could, and tonight would be the beginning of that. I had decided no matter how young and innocent she was, she was just too beautiful for me to let this opportunity pass me by.

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I reached down between us and grabbed my cock, it was so slick with our juices that I had a hard time getting a good grip. I rubbed the head up and down her slit again getting it slick with her juices and when I thought it was slick enough I started trying to get the head to go in. By this time, though, we had worked up such a lather and her hole was so tight, I couldn’t even start to get my cock in her. I kept putting my head to her lil pussy lips and it would slide up or down and even sideways but I couldn’t get it in. Finally after a couple of minutes of this, and even with my cock getting even bigger and harder from the sensation I felt, the head just sort of popped in. “Owww, oww, oooo wait, wait, please it hurts.” I pulled back a bit but then pushed forward as she took the head of what looked like an almost 8” cock inside her lil pussy hole. It took all my concentration not to just buck my hips and thrust my cock balls deep in her. I’m glad I had drank a bit of booze, it seems to numb you a bit which in this case was a good thing, if I had been sober, I would have cum right then. Being so much shorter than me, her head only came up to almost my chin so she had to look up at me and when she did I saw the confusion in her eyes, and also the pain. There was a single tear rolling down her cheek, it almost broke my heart. I reached down and kissed that tear away. “I know you hurt, but I promise in a little bit you will feel better than you have ever felt before, please trust me.” I told her. She slowly nodded her head and I pushed in a little more. “Oooo ow, ow, ohhhh.” I had only gotten the head in a little more when I felt her cherry. I could still pull out, I could stop and pull my cock out of this lil school girl and save her innocence. I started to pull my cock out and as soon as my cockhead was wrapped around by her lil pussy lips my hips had an involuntary jerk forward and I broke her cherry. “Owwww, oh no, it’s too big, it’s too big!!” I stopped myself and held still while she tried to come up on the bed but I put my left hand on top of her head and held her in place. I pushed down with my hips and pinned her to her lil bed and a whole inch of my cock slid in, her pussy walls stretched to take me in. She continued struggling to get off my cock and pushing up on me with her little hands but it was to late to go back, I could only go forward so I did and my efforts got another inch into her tight lil school girl pussy.

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By now she had lessoned her struggles but I could feel her 14yo pussy trying to squeeze me out, not understanding all that did was make me more determined to get in all the way into her too young snatch. I put my hand on her shoulders to hold her down and picked myself up off of her and looked down between us. What a sight that was, my cock stuck out about 3 inches outside her lil young pussy. Her tiny lil lips were stretched out to its breaking point. I pulled out a bit and got a chance to see her cherry tinged juices glistening on my cock. She still laid there shaking her head back and forth and moaning from what I’m sure was some pain. Unfortunately for her I was feeling ecstasy beyond comprehension, I couldn’t stop now, wouldn’t stop. She stop struggling all together and without any warning, I pushed in again and got about half of the remaining 3” inside her and her struggling picked up the pace again, her head came up off the bed and her eyes almost seemed to bug out of her head. “Oh my god, Raul, please stop, please wait!!” I couldn’t stop at this point, pulling out and thrusting in again till, finally, my balls smacked her lil ass, I was all the way in, and now I did stop and I laid back down on her to hold her in place, I put my chin above her head. We laid there like that for a while, she lay there underneath me moaning like a hurt puppy while breathing real hard. My cock was thanking me for all this, it had never been in a pussy so hot, wet and tight. To know that I was about to fuck a lil young, innocent girl was a total turn on. I don’t know if I would ever had done this with any other 14yo girl, but Joanna was just so perfect. She was beautiful with her long black hair and her eyes of green. When she smiled she made me gush with those cute braces of hers. Last, but not least, her awesome lil body was all a man like me could ask for, if I was gonna break the law, it would only be with my lil Joanna.

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I tested her out by pulling out a bit and pushing back in, the suction was to intense I actually pulled her down when I tried to pull my cock out and again she cried out in pain. I laid still and with one free hand I started massaging her lil tittie and pinching her nipple softly. With my other free hand I reached down and behind her and squeezed her lil ass cheek, what a tight firm ass she had, I was so glad I decided to fuck my lil Joanna, she was just so perfect. I did want it to be good for her though, and while she had quit struggling against me I could tell she was still in some pain so I kept my cock in her and just wiggled my hips without thrusting forward. He face contorted in some pain but her moans sounded different now, and no more telling me to stop. After a while I pulled out about 2” and thrust forward again, “Ohhh, aahhh, mmmm.” “Does it still hurt?” I asked. “A little, just please go slow.” So I did, It was almost painful to me to go slow but I did, slowly pulling out and pushing in. I was in heaven, this was by far the tightest pussy I had been in, hell I hadn’t been with a teenager since I was 23 but this was the best pussy I had ever had the pleasure of putting my cock in.

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Little by little I started picking up the pace and her breathing started picking up again, her tits were raising and lowering with every breath. I no longer needed to hold her down so I picked myself up on my hands and looked at my sweet lil innocent schoolgirl. She looked so cute at first, her face contorted, not in pain anymore, but in pleasure. Her shirt and bra hanging open letting her titties hanging out very proudly. I looked down and with her skirt bunched up on her waist I could see my cock sliding in and out of her pussy, It looked so huge compared to her tiny lil 8^th grade pussy! I’ll never know how I got my big cock in her 14yo pussy. Her thigh high socks felt so good rubbing against my sides and with her lil cute panties hanging on her left leg it completed the lil schoolgirl slut look.

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I started giving her longer, but still slow strokes and she seemed to be taking them quite well. Her eyes were closed and her mouth in an O and little by little she started moaning again. Her hips started coming off the bed to meet my strokes. By now I was pulling almost all the way out before thrusting back in all the way till my balls slapped up against her lil ass. We were now simply fucking. Just think of the hottest, wettest, tightest pussy you had ever been in and trust me, this was twice as good. Joanna was just so perfect, I now realized that everything fell into place today for it to get to this point, this was our fate.

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I really started pounding her now, pulling out and thrusting back in over and over again. Being very buzzed off the beer and pot helped keep me from cumming to soon. “Oh god yes, pant, pant, don’t stop now, it feels wonderful!” she cried out. Her moans and lil yelps encouraged me to go even faster and harder. Her hips met mine thrust per thrust as she wrapped her arms around me and pulled me down to her. I had to reach down to kiss her and I groped her lil teen titties making her moan loudly into my mouth. All of a sudden I felt a slight tingle in my balls and I stopped immediately. I didn’t want to cum yet, I wanted her to cum with my cock in her, I knew if I could do that to her I could have her whenever I wanted to in the future. She let out a groan of frustration and her hips started lifting up to me trying to get the friction going again. After a few seconds of this I started fucking my lil Joanna again. In and out my cock went slamming into her sweet lil pussy. Joanna really started getting into it now. Her eyes were wide open in surprise and lust. “Mmm ooooo, yes Raul, don’t stop, it feels soooo good!” “ Do you like my cock Joanna, do you like me fucking your lil pussy?” “Oh god yes.” I stopped again and looked down into her eyes as she protested with a cute little moan and by thrusting her hips up at me. She looked in my eyes and she knew what I wanted. “Oh god, fuck my pussy with your cock Raul, fuck me, please fuck me!” The transformation was complete, my sweet lil innocent, naïve, good girl Joanna was now a full blown slut, she was MY slut!

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I put my left hand on top of her head and with my right I grabbed her lil ass cheek and really started pounding into her now, holding her in place as I pounded her up the bed. She started squealing and moaning louder and louder, encouraging me to keep going. I started to feel a tingle in my balls again and was about to stop when Joanna cried out “Oh, oh yessss, I’m cumming again, oh god, don’t stop, fuck me with your cock, I love it, fuck me Raul!” This is the moment I had been waiting for, I pulled out till only my cockhead was in her tiny lil pussy and thrust forward yet again. My mind told me to pull out but my cock had other ideas. I knew I should pull out but I just couldn’t, it had been so long since I had had a virgin pussy wrapped around my cock and I just couldn’t waste this opportunity. “I’m cumming too Joanna, oh fuck yes, I love fucking your pussy! I’m going to cum in your pussy, Joanna. Do you want me to?” “Oh god yes, cum in my pussy, cum in my pussy!” I’m not sure if she realized what she meant, and my mind kept reminding me that I could get this girl pregnant, but my cock told my mind to come up with other ideas. “Oh god Joanna, oh yes, its cumming, I want you to take all my cum in your sweet pussy, her it cums, ohhhhhhhhhh yessssss!” I put my chin on the top of her head as I pulled out and thrusted back in balls deep in her as the first squirt of my cum blasted into her pussy, it was a big, long squirt and Joannas eyes opened wide as she felt it. She lost control of her body and she started squirming around and her pussy clamped down on my cock, making her even tighter. I pulled out and thrust into her again as another long stream of cum shot out into her pussy. “oh oh, I can feel your cum, don’t stop please, it feels so good, aaahhhhh I’m cumming, I’m cumming!” Once more I pulled out and this time some of my cum came with me and started dripping down to the crack of her ass. I pushed myself in as deep as I could go and held my cock in her 14yo, 8^th grade pussy as I let loose with even more long squirts of my cum shooting deep in her pussy. It was by far the longest and best orgasm I had ever felt! My cock kept squirting my cum in her with smaller loads as her pussy kept contracting on my cock, tightening and loosening over and over as we ground our hips together. She had dug her fingernails in my back and I felt small trickles of blood start to flow down my back. Through her whole orgasm she had squealed and moaned loudly and now she just laid there purring like a lil content kitten.

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We laid like that for I don’t know how long, both breathing hard and coming down from our bliss. I had done it, I had fucked and cum in my lil Joanna. I expected to feel a little guilty but I didn’t, I loved every minute of it. My cock started to shrink and I slowly lifted myself up on my hands and looked down on my newfound lil slut and she had a big smile on her face. “Oh my god, that felt sooo good, soo good, I never knew I could feel like this.” I smiled back down on her and told her we could do this whenever she wanted. I slowly pulled my cock out, even with it softening her pussy felt so tight around it. It came out with a loud, wet plop and my cum started gushing out of her lil pussy. I stared at amazement seeing what a huge load I had shot into her. My mind did start racing at that time, I had cum into a young fertile girl and I had to think of something, but mind was still clouded in a druken, stoned sexual haze. I got up off the bed and brought her with me, she could barely stand, “My legs feel all rubbery,” she giggled. I then took off all her clothes and then pulled her bed spread, with my huge load of cum on it, off her bed. We then laid back down with me spooning her.

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“I know this sounds mean, but I’m glad my friend got sick and I ran into you at the mall,” she told me. I cuddled with her and whispered sweet nothings into her ear. Already my cock started to rise again and soon found itself snuggled into the crack of her ass. Joanna felt it and started pushing her ass back into me. “Are you going to fuck me again?” I kissed along the back of neck and asked her if she wanted me to. Her moaning let me know she did.

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I lifted her leg up and let my cock snake its way between her thighs. I started to reach down to grab my cock but my lil Joanna beat me to it. Her lil hand around my cock felt so good as she guided it to her pussy. As soon as I felt her lil hole I thrust up and into her pussy again. “Ohh, ohhh, yesss, mmmmm that feels so good. I grabbed Joanna’s hand and put it right above her pussy and showed her how to stroke her lil clit then I reached up and alternately groped and massaged each of her tits as I continued kissing and licking on her lil neck. I fucked her behind earnestly this time and she took it all. We both moaned loudly and I cold feel her heart pounding through her back. It didn’t take long till she froze and her pussy clamped down on my cock again. She let out a high squeal and then moaned loudly as I let loose with another huge load of my cum in her, although not as big as my first one. Her pussy being so tiny couldn’t hold it all in and I soon felt our combined juices leaking out of her pussy onto my balls. I slowly lowered her leg with my cock still inside her and we laid there like that as our orgasms subsided. I put my arms around her and cuddled with her. She fell asleep first and as I dozed off I kept thinking how her family wouldn’t be back for 2 days and smiled to myself. I fell asleep too, with my cock still nestled in her sweet lil teen pussy and sometime in the night it finally slipped out.  Â

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with a voluptuous body; curves in all the right places including her well-developed breasts. She was about five-foot-five and her shoulder-length dark hair swayed when she walked…almost as much as her shapely ass did. Cassie had her mom’s long dark hair. She would be considered slender, even for a twelve year old, standing almost five-feet tall. While her mom’s complexion was light, Cassie’s skin was darker. Her rich skin color might have been from being out in the sun, Mark thought, as he noted the lighter stripes where a bathing suit left tan lines. The light blue spaghetti strap top Cassie wore displayed her tan lines clearly. Because the top was loose fitting, the front dangled low revealing more of the tan line as it deliciously dipped across her budding breasts. She might be almost skinny but Mark noticed she was already on her way to a B-cup.

Mark made it a point to mingle and check with all his customers. While it made good business sense, he also liked to chat; a definite “people person.” This habit gave him the chance to engage in conversation with complete strangers without being too intimidating. His six-foot-four frame was not thin and not fat. He played basketball a few times a week and, with his dark hair and eyes, had a slightly rogue-ish look. Sometimes people were intimidated at his first approach but soon determined he was harmless and just being helpful. “Are you two having fun?”

Cassie was involved with a boat driving game. Diana, who observed her daughter from the side, she turned to Mark. A brief flash of surprised crossed her face that turned quickly into a smile, “Yes, thank you. We’re having a great time.”

“How come you’re not playing?”

“Oh,” Diana chuckled slightly, “I’ll play some of the games but not that many. More of a thing for the young.”

“Then you should fit right in,” Mark said with a smile to emphasize the compliment.

“Why, thank you.” She turned to look at Cassie’s game then back at Mark, “So, are you the manager?”

“Sorta. I own this place. I’m Mark.” He extends his hand.

“Diana,” she reaches and shakes his. Both feel the warmth and softness of the other’s hand. “This must be a fun thing to do, but don’t you get tired of hearing all the games blaring all the time?”

“It’s something that you get used to. And it’s not work if you like what you do.”

Cassie finished the game and stepped toward her mother, “Can I play some more?”

Diana looked down and placed a hand on her daughter’s shoulder. “Maybe one more. Then we need to get going to pick up the gift for Aunt Becky.” Cassie looked at Mark and smiled. “Cassie, this is Mark. He works here.”

“Wow! You must play games all the time!”

Mark smiled. He was doing his best to maintain eye contact with Cassie even though her blouse shifted with her movements. He could almost see straight down her top at those beautiful, growing boobies. “I play the games once in a while. I play the new games the most.”

“That is so cool!” Cassie’s eyes lit up and she looked to her mom, “You should ask him out. He’s cute.”

Mark was completely surprised at this little girl’s statement and looked at Diana.

“I’ve taught my daughter to speak her mind and to tell the truth. Sometimes she blurts things out.”

 “Those are good qualities to teach. Too many people try to sugarcoat things.” Mark regained his composure, “and thank you for the compliment.”

“You’re welcome,” Cassie beamed. “Do you think I’m cute?”

Mark smiled, “Of course I do. You’re very pretty. Both you and your mom.”

Cassie, while taking her mother’s hand, reached with her other hand to grab onto Mark’s. “I bet we would have fun together.”

Her hand felt wonderfully light, warm and soft. The effect of the contact began to send signals to the manly parts of his body. Mark was amazed at the outgoingness and boldness of this girl. He looked at Diana but didn’t pull away from Cassie.

“As I said, she speaks her mind. We have a very open family.” She made eye contact with Cassie, “Tell you what: I’ll give you some extra money so you can keep playing while I go pick up Becky’s gift.” Cassie bounced up once as she released her grip on the two adults. Diana began to open her purse as she turned her head towards Mark, “Is it okay if she stays here without me around? I won’t be long.”

“No,” coming out of his near-trance state, “not a problem at all. Parents do that all the time. And I try to keep an eye on all the kids.”

Diana handed her daughter a few bills, “You behave and don’t cause Mark any trouble.” She closed her purse, replacing the strap over her shoulder, “Thank you for your kindness.” She touched him on the upper arm letting her fingers linger slightly and brush down slightly. Then she walked away.

Mark turned toward Cassie, “Okay, you have fun. And if you need anything just let me know.” He smiled, again noticing how low cut her top was and turned to walk away. He was about to take a step when he felt her small hand take hold of his again.

“Can you show me the new games?” Her eyes were a lighter brown than her skin making them almost twinkle.

He stopped and, again, resisted the urge to look down her shirt. He felt himself twinge and grow. He looked around at the sparse crowd in the arcade and figured he could step away for a little while. A good way to get to the mom was through the kid, so this was his chance to make that thought a reality. “Sure. I got one new game in yesterday. I finished setting it up this morning and haven’t had a chance to play. You can be the first.”

“Which one is it?” she looked around holding onto his hand even tighter.

“It’s not out here yet. It’s set up in the back for testing. You can be the official game tester. Come on.”

* * * * * * * * * * * *

The back room was what you would expect at a mall arcade: Plain, white walls in the store room filled with a work bench, posters promoting various video games, game parts in boxes all lit by glaring florescent lights. The door between the arcade and the store room was just to the right of his small office. A phone, desk, computer, safe and some other typical items found in an office were visible.

Cassie looked around and it didn’t take it long to see the video game in the corner across from the door. “Is that it?” She let go of Mark’s hand and quick stepped to stand in front of the game. Racing cars of different designs and colors were racing around on the virtual track displayed on the monitor.

“Yup. That’s it: “Maximum Speed.” First time anyone except me has seen it. Do you like driving games?” He stepped behind the soon-to-be teenager and didn’t hesitate to look straight down her top. The material still covered the majority of her small breasts, but the tan lines were more pronounced in the bright lighting. He felt his manhood growing even more. “Just press the start button to play.”

She looked down to find the built-in pedal, grabbed the steering wheel with her right hand and pressed the start button with her left index finger. The game went through its opening sequence and when the green “GO” flashed on the screen Cassie had both hands on the wheel and slammed her foot on the pedal. Mark didn’t notice how she was doing on the game. He continued to stare down her shirt. Several times the opening moved back and forth depending on the direction Cassie turned the wheel revealing a bit more of either breast but not enough to see both at the same time or the nipple, as Mark hoped to see. The game ended and Mark quickly turned his head toward the monitor. A “

3rd Place

” in bold, yellow letters was centered on the screen. “That was pretty good for your first time playing.”

“Can I play again?” She looked at him with those sparkling eyes.

“Play as much as you want.”

She turned back to the game and followed the same actions as before. This time Mark took a small step back to get a better look at Cassie backside. Her slender figure managed to show her emerging hips. The blue denim jeans traced the outline of a very tight ass. The lower curves were very noticeable and made her much more an object of desire. Mark shifted forward to reestablish his vantage point over Cassie’s low-cut top when she stepped back and threw her hands down unexpectedly.

“Damn! I lost again!” It was a fit of frustration that she pushed away from the machine. Through the unfortunate bit of timing her swinging hand managed to hit Mark right in his privates. His sudden gasp was an alert for Cassie to quickly swing her head around and down. “Oh…I’m sorry!”

Mark wasn’t injured; just surprised and concerned. It was a well placed shot with almost her entire hand hitting the one place he was trying to hide. “No harm. Don’t worry about it.”

She still looked at him over her right shoulder then down to his pants, “Your penis is hard.”

Yeah, Mark thought, her mom wasn’t kidding when she said Cassie speaks her mind. He could feel his face becoming warm.

Cassie looked up at him again, “It looks big too.”

“I don’t think you should be talking about such things” Mark was definitely flustered but his condition was too obvious to ignore at the moment.

“Why not?” She turned to completely face him. Mark’s concentration faltered briefly as his vision slipped to look at her chest then quickly back to her face.

“It’s just not something that girls should discuss with someone other than their mom.”

“That’s silly.” She stared again at the front of his pants. “Yours looks bigger than Brandon’s.”

“What?”

“Brandon showed me his penis. You’re older than him so I guess yours would grow bigger.”

Mark took a step back and ended up against one of the work benches, “I don’t think we should be talking about this.”

“Why not? I talk about this with my mom. I heard her and Aunt Becky talking about some guy Aunt Becky went out with. She said his penis was too small and bigger is better.”

This talk was not helping his condition and, at this point, Mark didn’t want it to stop. This girl was turning him on too damn much. “When did Brandon show you his penis?”

“He’s showed it to me lots of times. I like looking at it and playing with it.”

“Playing with it, huh? Is he your boyfriend?”

She looked back at the game and then to Mark taking a step closer. “I’ve jerked him off and given him a blow job once. Brandon’s my cousin. He likes playing with my titties and rubbing my slit. He’s too rough sometimes.”

“Your cousin?” This girl’s point-blank descriptions have freed Mark of any inhibitions he might have felt before. “That’s amazing. Aren’t you worried your mom will find out?”

“She walked in on us once and didn’t say anything. I thought she would’ve gone crazy. She didn’t care. She even stayed a while one time.” Cassie moved within arm’s length of Mark. “Can I see your penis?” She reached her right hand towards the bulge in his pants while her left hand seemed to absent-mindedly rub the zipper area of her jeans.

If there was any caution left Mark had thrown it to the wind, “Can I rub your slit first? I might do better than Brandon.”

“Well…okay, but you hafta promise that you’ll take off your pants too,” she began the buttoning and the unzipping process.

“I promise.” Mark could hardly believe this was happening. A slight quiver of worry went through him as to what would happen if someone found out. That worry faded when Cassie’s jeans hit the floor. Her panties were high-cut and pink offering a contrast to her very tanned and tone legs. She took a step forward to free her foot from the jeans and hooked her thumbs into the waistband close to where “Jockey” was stitched into the elastic. “Wait! Let me do that.”

She shrugged her shoulders and dropped her hands. Instead of bending down to remove her underwear, Mark reached under her arms, easily picked up her lithe form and sat her down on the work bench on which he had been leaning. They were now eye to eye. Mark’s heart was beating faster than ever as he caressed her hair. “You’re really cute.”

Cassie gave a toothy smile, threw her arms around his neck and put her lips on his. At first the kiss was a bit erratic and confused. Over the next couple of seconds it turned into a mutually satisfying moment for both of them. Lips, and soon tongues, worked in a passionate partnership. Mark’s hands rubbing Cassie’s bare shoulders as her hands remained around his neck. Their lips separated but they remained connected to each other as Cassie caught her breath, “Wow. I’ve never kissed anyone like that before.”

“I’m going to give you lots of special kisses,” was his breathy response. His hands moved along her sides until Mark felt the bottom of her blouse. He gripped the hem and slowly gathered the material as he pulled the garment up. “I want to play with your titties too, okay?” She raised her arms in response.

The tan line that caught his attention only several minutes ago was now completely revealed to him; Cassie wore a two-piece bikini. The lighter color of her skin showed a clear outline of a bikini halter top. The swell of her B-cup breasts were tipped with small, more-dark-than-pink circle that surrounded very aroused nipples. Flinging her shirt to the side, Mark glared at her breasts and, starting near the top of her chest, slowly drew his hands down and around the bottom of her breasts. Cassie let out a slight gasp as his fingers drew across her nipples, “That felt good. Do you like my titties?”

Still holding them securely in the palms of his hands, he looked her in the eye, “Yes, I like them very much. Do you like to have them touched?”

“Yes.”

“Brandon touches them like this?”

“He’s rougher. I like the way you rub them.”

“It feels good?” he gave them a firm squeeze while pinching the nipples between the middle part of his fingers.

Another gasp as Cassie pushed her chest forward, “It feels really good.”

While still holding and kneading her tender flesh, he slowly began placing small kisses on the side of her neck working his way down to her bare shoulder blade. He could almost taste the suntan. “I hope to make it feel even better.” He continued the kisses past her shoulder blade and made his way down her left breast. He used his left hand fingers to rub her right nipple, his lips moved to the darker circle on her left breast and his right hand moved between her legs. His lips engulfed her nipple and his hand found the very warm fabric between her legs. Cassie threw her right arm around his neck as her left hand braced against the top of the workbench helping to push her forward.

“Oh…”she spread her legs even further apart…”oh, yeah. That feels good.”

His nibbling and massaging continued for a bit longer until he moved to suck on her other nipple and used more pressure to rub between her legs. Mark moved his left hand down, grabbed the elastic of her Jockeys, and started to pull them down. He stopped his stroking to wrap his arm around this hot, young girl lifting her up to completely yank her panties off. He kissed her on the lips again as his hand again went between her legs. As expected, she had only the slightest hint of fur.

Cassie pulled away, shortening the kiss, “Don’t stop. This feels so good. I want you to finger my pussy.” She placed her lips on his again. His hand touched her wet slit with a single finger. She pushed her hips forward. He outlined the folds of her lower lips with his finger. She inched forward again, “Put a finger in me. It feels good.”

Mark pushed his finger inside her up to his first knuckle. She was hot, wet and very tight. He slid his finger back out and then slowly back into her pussy. Cassie moaned her approval with each stroke as he tried to go just a bit deeper each time. Cassie kept pushing her hips forward and soon matched her thrusts with Mark’s stroking finger while holding onto his shoulder. Mark lowered his head to again taste each of her teenie nips. His member was straining too much against his pants, and with his left hand pulled down his zipper but he didn’t once stop pleasuring this girl as he gained some comfort. He leaned up to her ear to whisper, “Now for a special kiss.”

As before he placed small kisses down Cassie’s torso, continued across one of her nipples, down her stomach, and paused to place several extra kisses along her the tan line on the lower part of her body. He placed his hands Cassie’s hips and continued moving his lips down between her legs.

“Wha…what are you going to do?” Cassie puffed as Mark reached his target and began brushing his lips against her womanhood. Cassie jerked at the new sensation and quickly realized the delight she was experiencing. As Mark started to use his tongue to penetrate her vaginal folds, Cassie quaked with each new spark of sexual excitement. She couldn’t form complete words and uttered moans and other guttural noises to voice the pleasure she was receiving.

Mark licked around her soft flesh occasionally stabbing the tip of his tongue inside. His hands moved to engulf her firm round ass cheeks to hold her steady as she began to squirm. He quickened his oral manipulations when Cassie put her legs on top of his shoulders and began to pull him in. He pulled her closer, his tongue dancing in, out and around her vagina. She put her arms around his head to push him in even deeper.

Cassie almost screamed too loudly as she convulsed with the pleasure of her first orgasm. Mark never ceased the pace of his tongue lashing until he felt her shuddering begin to subside and he eased his grip on her tender flesh. Slowly Cassie’s body calmed down even while her breath was still labored. Mark again brushed his lips against each of her inner thighs, and created a new path of small kisses up her body. As soon as he placed a kiss on Cassie’s neck, she wrapped her arms and legs around him squeezing tightly so he wouldn’t go too far away.

“Are you okay,” he stated more than asked.

It took her about a half minute to respond, “I had an orgasm.” Her body lock didn’t waiver.

“Yes, I know.”

“Is that how they all feel?”

“Pretty much. Some are better than others.”

“I came…you made me cum,” she sighed.

“I’m glad you liked it. I enjoyed it too.”

“That felt so good.”

“Was that your first one?” He began rubbing his hands along her back, hips, legs even though he was still entwined in her arms and legs.

“I can get myself off but it never felt like that. I tried my mom’s vibrator once when I found it and it was better than just using my fingers but this was still better. MUCH better.”

“I liked it a lot too.”

Cassie gave an extra squeeze before she slackened her hold on Mark and leaned back to look at him, “I want to make you feel good too.” She scooted down off the workbench and turned Mark so he was leaning against it. She undid his belt and tried to unhook the button on his pants. Her little hands couldn’t quite manage and Mark completed the action for her. She pulled his pants down to his ankles. She leaned into him with her hands pressed against his member, “I get to see your cock ‘cause you promised.”

“I remember.”

“Does it feel good when I touch it?” she rubbed her hands up and down the shaft swelling under the material.

“Yes, it does.” He looked at her face but his focus was again drawn to her breasts. He put his thumbs in the waistband and pushed down. His cock sprung out of its confinement, precum glistening on the tip. “Keep rubbing it.”

“It is bigger than Brandon’s,” Cassie ran her hands along its length. “It’s about the size of my mom’s vibrator.”

“Want to see if it works like your mom’s vibrator?”

Using both hands, she held the shaft like a baseball bat, “You want to fuck me?”

Mark’s heart jumped at the thought of sticking his throbbing cock into the pussy of this tight girl. “I thought about it.”

“My Aunt Becky told me that it’s not good to fuck the guy until the third date.” Cassie knelt down and began stroking the shaft with one hand, cupping his balls with the other.

“If what you’re doing now is okay for a first date that would be okay with me.”

Cassie massaged the precum around the head of his penis and held it steady. She then ran her tongue along the side going toward the head and dragged her lips down again. “Brandon likes blow jobs. You will too.”

With that she placed her lips around the head of his penis. Mark took hold of the workbench as he leaned back to push his hips forward. The warm mouth of the twelve year old was magic on his cock. She held onto the shaft with one hand and placed the other on his thigh as a brace. He could feel her tongue trace around the tip. With a barely audible “smack” she removed his manhood from her mouth, “You’re really bigger than Brandon.” And again put her mouth around the enlarge penis.

Cassie managed to work his cock into her mouth a little at a time. She never stopped stroking the shaft. Mark soon began thrusting his hips forward. He had a hard-on for too long and just knowing a twelve year old was blowing him was going to push him over the edge sooner than he would like.

He looked down to watch her actions. It was an even bigger turn-on than he expected. Her hair bounced each time she moved up and down his pole. He placed one of his hands on her shoulder as encouragement to continue as his breathing had become labored. Her breasts also jiggled with the movement; each nipple still erect.

Cassie moved the hand she had been using for support between her legs. She was still wanting for more and began to finger herself. She heard Mark moan and she slid her lips off his cock, “Do you like this?”

“Yes,” he hissed.

“You like it that I’m masturbating while sucking your cock?”

“Yes.”

She put his penis back in her mouth. Cassie sucked and twirled her tongue as the shaft slid back and forth. The fingers of her other hand were having an equal effect of arousing her as the pleasure of having a cock in her mouth. There was something different about this even though she and her cousin had done this same thing many times. She glanced up to discover Mark looking down on her while she sucked him.

This was too much for Mark. He was going to have the biggest cum burst imaginable. That look she gave him was about to put him over the top. He seized her head between his hands and increased the speed of his hip thrusts. Cassie gave a muffled yelp due to Mark’s unexpected ferocity. After some muted gagging, Cassie managed to keep pace with his movements. “Oh yeah….oh yeah…”

The explosive rush of juices into her mouth was a surprise. Mark held her in place and there was no way Cassie could hold all of his cum in her mouth. Some of the thick liquid escaped from the corner of her lips; some she swallowed from pure reflex. Mark savored the fading sensation of a very powerful orgasm and the elation of knowing a pre-teen sucked him off. He let Cassie stand up as she wiped the liquid off her smiling face.

“Wow. I thought I was going to drown.” She stepped to him and gave him a big hug. “I bet you liked that.”

“You’d win that bet,” he hugged her back placing a kiss on the top of her head. “Was that okay with you?”

She squeezed him in response. “I can’t wait to do that again.”

“Brandon will be in for a big surprise.”

Cassie pulled back, “I meant again with you. Un…unless you don’t want to.”

Mark pulled her closer, “I would love to do that again with you.”

Again her response was a tighter hug.

“We better get cleaned up and dressed before your mother comes back.”

* * * * * * * * * * * *

“Thanks for keeping an eye out for her. She seems to have had a lot of fun,” grinned Diana. She held onto two shopping bags in one hand and a big smile on her face for Mark.

“She’s a very wonderful girl,” he looked toward Cassie who was standing near the entryway to the arcade. “Probably takes after her mom,” Mark chuckled inside at his little joke.

Diana smiled even deeper at the compliment. “Thank you, again, for taking care of her,” and she turned away.

Mark watched Diana walk away and appreciated the woman’s figure. If daughter turns out to be like mother, he thought, Cassie will only get better in time.

Cassie stopped Diana once she had arrived at the entrance. Mark noticed an exchange of words and Cassie pointed in the direction of Mark and the back room. Diana turned her head to follow the direction of her daughter’s pointing. His heart stopped. Diana set the bags on the floor near Cassie and began walking toward Mark. He had to think of something if Cassie told her mom what had happened over the past thirty minutes. Diana stopped within whisper range of Mark.

“Cassie just told me a few things that I find…well…surprising.”

“Really? What would that be?” Mark managed to ask with a struggled calmness.

“As you know, she speaks her mind and speaks it often. Well...she just said…um,…there is no way to put this plainly…” Diana reached into her purse and removed a business card that she stuck into Mark’s hand. “She said your cock grew very big in your pants after watching me. My number’s on the card.” She placed a light kiss on his cheek.

Mark stared at the card then watched Diana bags in one hand and Cassie holding onto the other. Cassie blew him a kiss just as they exited the arcade.

“Maybe the daughter really does take after her mom.”