Date: Sun, 4 Aug 2013 08:52:51 -0700 (PDT) From: Tague Micheals Subject: Helping Out a Friend Again, no truth to this story. Sex between an adult and preteen boy and girl. If you can't stand the topic then get outta here. While I have some ideas for a second chapter there isn't a plan to write one at this point in time. Hugs, Tag_m ~~~~~~~ ~~~~~~~~~~ ~~~~~~~~~~ ~~~~~~~~~~ I had been living in the house for 5 years. I was attending university after 2 years at community college, graduated and gotten a job in the same city and since the rent was good and since I wasn't making a fortune I had elected to stay there. The neighborhood was an older established one with lots of quiet streets lined with big ole trees and had a city park a few blocks from where I lived. It was a neighborhood of families so there was generally plenty of "kid" noise on afternoons and weekends. During the summer that escalated. Needless to say I'd gotten to recognize many of the people that lived on my block and gotten to know more than a few, especially the children. One who had become a fairly good little friend was Jennifer, a talkative little thing whom I'd watched grow from a precocious 6 year old learning to ride a bike to a pretty little 11 year old who was starting to blossom. I had babysat Jennifer on Friday or Saturday nights a few times over the years and on more than one occasion had seen her naked after her bath or when she was changing into night clothes. She seemed completely unconcerned about me seeing her naked which may be why she had been so forward in announcing her development to me one afternoon while we sat on my shade covered porch chatting and sipping ice tea. "I got my first training bra yesterday Gabe; feel the straps." She turned sideways to me so that I could touch her back. "I'm not sure that's appropriate Jenn," said and she told me to go ahead, she was proud of it and certainly wasn't going to tell any one besides I'd seen her naked body before, despite the fact that it had been years. I dutifully rubbed my hand up her back, felt the aforementioned straps then congratulated her on growing up. She literally beamed at the praise. Jennifer and I had many serious conversations over the past year. She was indeed growing up and had lots of questions which her single mother was rarely around to answer. Many of the questions had to do with sex and development of course. She wanted to know about sperm, wanted to know what older boys looked like "down there" and had even asked me to show her mine, which of course I adamantly refused to do. Jennifer had also shared some of her secrets with me and those often were related to sex. Jennifer told me that she'd spent plenty of time experimenting with her best friend Crystal and a couple of other girls. She had also played around a little bit with preteen boys, boys under the age of 9. In a conspiratorial voice Jennifer had told me she had touched boys thingy and sucked on it too. Actually it had been a couple of boys, so she knew what boys looked like; she just had never seen a matured male and wanted to. Still I refused to show her and she accepted it with grace then tried another tack. "I'll show you my pussy and my little titties," she said, adding that if I was gay it probably wouldn't be interesting but she thought she'd offer. I thanked her but refused. Jennifer knew that I was gay although I didn't present as such in any way shape or form. At 5'9 and 130 pounds I'd played plenty of high school sports and some college although I was pretty mediocre. Jennifer had deduced the fact that I was gay by stating that she had seen only male friends coming to my house and that not very often. She had also noticed that they often spent the night and since she had never seen me entertain girls or women, she figured that I was gay. "You know I don't care Gabe and you know I can keep secrets. I'd never tell a soul." Considering the secrets that she'd told me I believed her. So I admitted that I was bi-sexual, even though she'd never seen me with any women, and of course she asked a lot more questions about all of it. What was it like sucking on a man's cock, her verbiage had changed, did I like getting a cock put up my butt and did I do it to other men. I tried to keep things as clinical as possible and also tried not to give up a great deal of personal information. So Jennifer and I were conspirators in each other's secrets which are what led to this story. We were sitting on my porch chatting one evening and I could tell that something was on Jenn's mind and she finally got around to it. "I have this problem Gabe. Actually, I don't have the problem but a friend of mine does. You may have seen him before, his name is Levi, he's the boy with the longer blond hair." Indeed I had seen him and he was almost stunning in his beauty. He looked about 12 or 13, had shoulder length hair that was varying shades of blond. He was a slight boy, no more than 5'1 or 2 inches tall and while not rail thin he wasn't bulked up either. "Yeah, and?" "Well, I should be honest with you and tell you that Levi and I have done some stuff. He hasn't fucked me but he said that he'd like to try and I think I'm ready." I was shocked beyond belief but didn't give that away. "We've been naked and I've played with his cock, which gets real hard and red looking. He's different than other boys I've seen cuz he still has some skin on the top. Anyway, I sucked his cock and he's licked on my pussy and even put some fingers inside me. He jacked off in front of me so I got to see his sperm shoot out which was very cool to watch. He even let me jack him off once which was fun. Of course he's sucked on my little titties and stuff." Jennifer provided this information with no inflection what so ever. She could have been reading a weather report for all the emotion she put into. The idea of those two kids playing sexy gave me a raging hard on. Jenn went on. "So the problem is that Levi thinks he might be bi-sexual and he wants to try something with another boy but is scared to death. He doesn't know anybody that he trusts that well and he's afraid of someone telling the world about him. So I was wondering, Levi was wondering, if maybe you would do some stuff with him. I told him I had a friend but didn't tell him your name or it was you or anything Gabe, honest I didn't." Those last words came out in a rush. To say that I was shocked by that question would be a gross understatement. "So, what exactly did you have in mind Jennifer?" She said she didn't know but could maybe she bring Levi over to talk to me. Needless to say I was leery of such an encounter but Jennifer insisted it would be fine and they both would keep it secret. Besides, Levi really needed to talk to someone. I finally relented and Jennifer gave me a big hug. When she backed away she asked if I could feel her titties or her bra. It seemed important to her so I said yes. A few days later they showed up. I had asked Jennifer to come through the back gate and elected to go sit on my back porch because it was more private. I got my first good close up look at Levi and felt my little heart do a couple of flips flops. The kid was so fucking cute that it hurt, if that makes any sense. His pale blonde hair hung down over his brows and onto his eyelids which necessitated him pushing it back frequently. As I said, he was a small statured boy and up close looked closer to 11 than the almost 13 he would tell me before they left. His skin tone was pale, his eyes a blue that looked wet. Levi's lips were beautifully formed, very feminine and a nice light pink. They framed teeth that were much like the rest of him; perfect or damn close to it. The handshake he offered was all but limp and he kept his eyes slightly downcast. We made small talk for a short bit, me admiring the still high pitch of a boy not yet into full blown puberty. Levi finally brought the topic of discussion up. "Jennifer said that you will help us out." I cocked my head because he has just included Jen into the mix. I ignored it for the moment and asked him to tell me just what it was that he was looking for. "I think I might be bi cuz of my being interested in boys so I want to try doing some stuff with another guy to find out." I didn't bother to tell him that his desires or thoughts might be the natural course of boys his age, instead I asked what exactly was he thinking of. "Well, you know, touching a guys' dick, sucking a guy's dick, having a guy do the same things to me. I mean, I sure like looking at em in gym class," he said. I nodded my head and told him all of that was possible. We were quiet a moment the Jennifer said, "Tell him the rest Levi; tell Gabe what you told me." The boy was looking at the ground then looked up at me although not directly at my eyes or anything. "You mean about being pissed on?" Jennifer shook her head and said "The other thing." "Oh yea," he said as if he'd totally forgotten which I knew he hadn't. "I was thinking about, you know, having something put up my butt, maybe getting fucked." The kid had a Christmas list of wishes, all of which were imminently doable as far as I was concerned. "Levi wants to fuck me too and I've decided that I'm going to let him," Jennifer announced which created a smile on Levi's smooth face. "And you too Gabe, that is if you want to." So this whole thing had been expanded on since the original discussion but the last was a bit of a shocker but that took the cake. "What? What do you mean, fuck you?" "It's pretty simple Gabe. You know, where you put your big hard cock in my cunt, that kind of fucking." I didn't tell you that at 11 Jennifer could be a sarcastic little bitch. "So you plan on being with Levi and me if, and I did say IF, I choose to go along with this?" "Of course Gabe, I thought I made that pretty clear. Me and Levi want to do it; Levi wants to do it with a guy and the plan was to get you to help us and we'd get it all done at the same time." "It's not exactly like getting the lawn mowed and raked Jenn," I told her, not without my own sarcasm. She shot me a little glare. My mind was racing, right along with my heart. I was being given the chance to not only watch two young kids have sex I was being asked to teach an adorably beautiful young boy about gay sex while a little girl watched AND the little girl was planning on allowing me to fuck her, while the young boy watched. I've never considered myself to be a pedo, I hate that word, although I guess it's accurate, but this would be a pedo's dream come true I would think. I'd been with plenty of boys when I was a teen and plenty more after I turned 18 although the number and frequency dropped quite a bit as I got older. I'd harbored some fantasies about fucking a preteen girl and even doing a boy and girl together but I had never acted on it, didn't even know how to go about it. Now it was being offered up on a silver platter. "Well Gabe," Jennifer said, interrupting my thoughts. I told them I had some concerns about it and Jenn rolled her eyes. "We're not gonna tell anybody Gabe." The selling point came from Levi. "Please Gabe, I really need to do this, I really need to find out about myself." I gave it a little more thought then asked how they planned on going about it, when did they want this to take place. "Well, tonight would be perfect. My mom is going out and won't be back til late so we could just spend most of the night here at your house. I mean, we were planning on having him fuck me tonight anyway but as long as you're available it would be perfect." Jennifer's mother had taken to allowing Jen to stay home alone while she went out. Not every weekend by any means but sort of testing the waters. "She's planning on being gone til when," I asked. Jennifer said probably until after midnight. "Okay, I guess we can plan on it then," I told them. Both kids got excited. Jenn hugged me tightly and Levi came over he hugged me even tighter then surprised me with a kiss on the cheek. "Oh man Gabe thank you so much." I gave them some directions about what to do. It turns out that Levi had to go home and get some yard work done and Jennifer had things to do as well. I asked Levi to not jack off at all and to wait until he got here that evening which he agreed to. I told them to use the back gates of her house and mine. I asked when her mother was planning on leaving then to come over afterwards. That being said; I shooed them out the back gate and decided to clean my house and bathroom as well as lay in some victuals. With any luck it was going to be a long night. Through most of the day I thought about the evenings' entertainment. I elected to follow my own advice and not jack off that day but believe you me it was very difficult at times. It seemed like I was hard most of the time as I envisioned being with them both; Levi because he was such a beautiful young boy and Jen because she was a preteen girl. I envisioned fucking both of them and the notion created a hard on from hell. The plan had been for them to come over about 6:30 so I ate a small meal and took a shower just before six then tried to read a book to keep my mind occupied. Right on the dot I heard a rap at my back door. I opened it and had the kids come in then followed them into the living room. Levi was wearing a pair of red and black sport shorts and a t-shirt, Jennifer a little sun dress, both of which I thought were good choices for easy access. I was dressed similar to Levi only I was wearing cargo shorts and a T. "Gosh it's warm in here Gabe," Jennifer said as we passed into the living room. I told her it was like that on purpose and of course she wanted to know why. "Hold that thought," I told them and I went back into the kitchen. I returned a moment later with a tray and 3 small glasses of an amber liquid. As I offered a glass to each of them I explained. "Most people tend to be pretty nervous when they're with someone for the first time." Levi especially nodded his head. "So I'm choosing to do two things. I don't drink very often and I certainly don't give alcohol to people under 18 but this is a wine that tastes a lot like apple juice. It's not enough to get you intoxicated but it is enough to let all of us relax a little bit and I want you to sip, not gulp. The heat is turned on high so that as it gets warmer we can undress a little at time to get comfortable instead of just ripping our clothes off and going at it like animals." "That's a good idea Gabe," Jennifer said. Levi agreed with her stating that he'd been nervous all day long. "But I didn't jack off, even though I wanted to real bad." I praised the boy and got a big grin for it. "Do you jack off Gabe," Jen asked and I nodded my head. "Once a boy starts to mature, then make sperm, he jacks off most of his life although it tends to slow down considerably once they get past their teenage years." I went on to explain that men jacked off whether they were married or in a relationship or not. Levi asked how often I did it and I said usually once a week or so. "Gosh I do it almost every day," he said. Jen asked if he ever ran out of sperm. Levi shook his head and said not so far. I added to the conversation and explained how that worked. "I'm already hot," Jenn said, "Can I take my dress off Gabe?" I told her she could, that all of us could undress whenever we wanted and take as much off as we wanted. The idea was to be comfortable in doing it. She set her glass down on a side table, stood up and peeled her dress up over her head then sat back down. Jen was wearing a strapped t-shirt and pink panties. I could see the little mounds of her growing titties underneath the shirt and the cleft of her pussy in her panties. I figured she had decided to forgo her training bra for this exercise. I elected to remove my shorts and stood for a brief moment to allow the kids to see me. I was wearing a basic no fly brief which enhanced but didn't highlight my stuff. As I sat back down Jennifer said that I looked huge. "Yeah, it looks pretty big Gabe," Levi said. Apparently he didn't want to be the only one fully dressed so the boy stood and quickly removed his shorts as well. He too was wearing a similar style of brief but his was slightly more loose. Perhaps he'd been wearing them all day, I didn't know. What I did know was the front wagged more than usual and lower than I would have thought as he moved which led me to believe that the kid might be well endowed for his age. We continued to sip at the wine and talk about sex in general, most of it directed to me regarding how old I was when I first had sex, 13; with a boy or girl, another boy; what did I do, we sucked and jacked each other; when did I know I was gay or bi-sexual, 12. They were both interested in that part, how I knew, and all of that. I shared with them honestly and without hesitation or reservation. They both wanted to know if I'd ever been fucked and I told them I was 14 the first time another boy fucked me. "Have you ever been with a boy, since you were an adult I mean," Levi asked. It took me a moment but I decided to tell the truth which was yes. The most recent had been about 6 months before when I'd attended a cousin's wedding. I won't relate it here but might perhaps in a separate chapter. We all finished our wine about the same time and it was clear to me that both kids were getting a little bit giddy. Levi had rubbed the front of his underwear a couple of time but so far I didn't detect a boner. I decided to go ahead and get things started so stood up before them and tugged my briefs down to my knees. "My God you're huge Gabe," Jennifer said. "Yeah," Levi added and to his credit the boy stood and yanked his briefs down as well and revealed himself to me. As I said, the kid was beautiful. His cock hung a good 6 inches, probably due as much to the heat in the room as anything else, his foreskin partially retracted so that a small part of the head was visible. Behind it his balls hung loosely as well, a nice set of eggs that appeared to have matured fairly early for they hung quite low. The Sandy colored patch of hair at the base of his pride and joy was small and sparse and of course his balls were as smooth as a billiard balls. I got my underwear off as Jenn stood and pulled her panties off and then her t-shirt. I couldn't detect any hair on her pussy but it was clear that she too was maturing for her pussy lips looked full and the nubbin of her clit poked through. Her titties were nice little mounds that had started to puff out quite nicely, the areolas and her nipples larger than I would have guessed. Levi got his briefs off and groped at his boy parts as he walked up to me and when he let go of them I could see that his beautiful cock was well on its rise to glory. "Can I touch it and stuff," the boy asked to which I nodded my head. As he grasped onto my rapidly hardening cock Jennifer stepped up on my other side and got her hand in the mix, cupping my nuts. I draped my free arm across her shoulders which caused her to move in closer and that hand dropped lower in order to fondle one of her little titties. Levi let go of my dick and as he dropped to his knees he said he wanted to suck my cock, which didn't really need saying. It pulled my hand from his dick so I put it to good use feeling up Jennifer's hairless pussy. I rubbed my fingers up and down her slit, pushing inside to open her a little bit. I felt her slippery wetness right off the bat. Levi had put his mouth over my cock head and was moving his head to a fro, taking in a couple of inches. His other hand was playing with my balls and, overall, seemed to be doing just fine. "Do you like to kiss Jenn," I asked and she nodded her head. I took my hand from her pussy and tilted her chin up, lowered my own head and planted my lips against hers. I immediately returned that hand to her pussy and went back to feeling her up, rubbing on her clit and moving my fingers down to tickle at her cunt hole. I discovered that my little neighbor girl had been getting some practice in somewhere because she kissed way to good for an 11 year old, not that I was complaining. Jennifer ended up breaking the kiss to moan softly as I worked her young pussy. She actually took my hand, held it around my fingers then rubbed it up and down her slit, focusing on her clitoris then went back to kissing me. Levi stopped and stood up. "How big is your cock anyhow Gabe?" I told him slightly under 8 inches to which he announced that he hoped he would be that big. I took hold of his cock and stroked him a couple of times and told him he was well on the way to that goal. The kid had to be 6 inches or more with a nice girth. I wanted to suck him off but Jennifer dropped to her knees and began working on my dick. I tilted Levi's chin up in the same manner that I had done to Jennifer and the boy didn't hesitate one iota. His lips were so soft and so perfect that I could have stayed there forever. We kissed for about 10 seconds before the beautiful young thing threw his arms around my neck and pressed his mouth against mine. I held him through a very passionate tongue battling kiss running I ran my free hand down his back and onto his dynamite little ass and kneaded the flesh. I heard him moan softly. "Goddamn," he breathed after breaking the kiss. "That's way different than kissing Jenn." I stroked his cock, sliding the foreskin back and forth over his swollen cock head causing him to sigh and close his eyes as if to savor the feelings. Jennifer finally let go of my dick and stood, stating that sucking my dick made her mouth sore. I wasn't listening especially because I was now free to honor young Levi and that time honored tradition. I dropped quickly, came face to face with all that made him boy. What a fucking awesome sight to behold and place to be; eye to eye with a healthy young teenage boy. His body was incredible, his belly flat, the classic V below his waist a thing of beauty. His cock had indeed stretched to a solid 6 ½ inches or more of medium thickened boy flesh, the red tinged head and foreskin standing tall and proud in front of his flat but slightly curved belly. His balls, medium sized eggs hung moderately low in their blue veined pale skin, the flesh totally smooth and inviting. I admired the small patch of Sandy color moss on his pubic bone as I pulled his cock down, sliding his foreskin as I did so. I licked at the head cleaning off seeping precum then took him into my mouth. I picked of his boy fragrance as my head moved forward and took at least half of him inside me. God I loved the smell of a healthy old boy that was in puberty. My fingers played with his balls as I suckled him, above me his moans told me his feelings about it. I felt movement and could hear the sounds of the 2 kids kissing. I slipped my free hand around him to take hold of one butt cheek, reveled in the feeling of his mound of flesh. I hadn't really seen him from behind but could tell regardless that there was some content to his butt. After a solid minute of sucking his cock I let it go and turned toward Jenn. Up close I could see the very tiny little hairs that were starting to sprout from the rounded flesh of her labia. The lips of her pussy were full, not quite womanly but certainly not a little girl. Her inner lips, the labia minor, were also filling out and lengthening so that they poked out of her slit about midway down while the nubbin of her clit was showing itself toward the top of the slit. I took a swipe with my tongue, pushing it inside as I licked. I only got a few swipes in before she stopped me. "Can we lay down or something Gabe; maybe even go to your bed?" I nodded my head and since I was already standing I took each child by the hand. I led to my room and my king sized bed, a bed that had been mine since I was 11 and a bed that had seen a great deal of action during my teenaged years. I remember one time where 5 boys, all 13 & 14, had multiple orgasms on that bed then 3 of those boys lost their virginity. But that's another story. Jenn got on the bed and I immediately got her onto her back at the edge. I got between her thighs, pushed her legs back and began devouring her young and almost totally hairless pussy. I worked her clit like a noodle, sucking on the thing and wiggling it with my tongue. I licked my way down, working the inside wings then pushing the tip of my tongue into her hole. "Fuck that feels so good Gabe," Jennifer moaned. Levi was standing there watching and fiddling with his raging hard on. There were plenty of things the young teen could be doing but this was virgin territory for the boy, in every sense of the term. "Do you want give this a shot Levi," I asked him. Like many young boys Levi wasn't sure if that was something he really wanted to do. Boys were familiar to him, girls were a total mystery. "It doesn't smell or taste like fish if that's what you're thinking," I told him. Levi gave me a very slight nod of his head so I stepped back out of the way and the boy took my place. Levi looked things over first then rubbed and poked a little bit as if checking out a live pussy for the first time although I knew that it wasn't his first time. "How do I do it Gabe," he asked, looking up at me. Clearly, licking her pussy would be the first time. The boy looked so sweet and innocent that I just wanted to hug him and hold him. I gave a few directions then he got to it. I got on the bed alongside Jenn and rubbed at her titties then leaned down and took one in my mouth and suckled. The young girls arm went around my head as if to hold me there. I had sucked on plenty of male nipples and given the lack of titty that Jenn had, the experience wasn't significantly different. I felt a hand on my thigh and looked down to see that Levi had reached up toward my balls and my cock even though his face was still pressed into Jenn's crotch. His eyes were focused on me and he winked when he saw me look toward him. It seemed to me this boy leaned a little more to the left than being in the middle. Jenn finally stopped us. "I want to get fucked you guys. We can play around later but right now I want a cock in my pussy." I pretty much knew that when someone, boy or girl, made that statement they knew what they wanted. "Can Levi stand at the edge of the bed and fuck you Jenn? It looks like it would be the perfect height." Jenn nodded her head and stayed propped up on her elbows in order to watch Levi. The hot young blonde stepped up and, holding his cock down moved in close enough for the head to touch her tiny little pussy hole. I stopped him and quickly grabbed a bottle of lube from my side table, squirted some into my hand and worked it up and down Levi's raging boner. "Holy fuck that feels good Gabe," the boy moaned. "Gosh I can't believe my cock will fit in there Gabe." I told him the lube would help as the boy pushed against the young girl's flesh. He moved back slightly then pushed against her again, his cock head slipping up onto her inner lips and clit. "Keep trying Levi, you can do it," Jenn said and I could hear the change in her voice. That girl wanted to be fucked pure and simple. Levi kept pushing and a second later his red swollen head made in through the tight little hole and lodged inside Jenn's cunt. Jenn whimpered slightly in response to having her first cock but told Levi to keep putting it in. The boy did as he as he was told, his eyes glued to where his cock was disappearing inside its first tight little hole, until he couldn't go any further. "How does it feel you guys," I asked. "Awesome Gabe," Levi said with a typical boyish grin on his cute smooth face. "It's okay Gabe. It hurt just a little but Levi's cock feels good in there. I like it. Can he fuck me now?" Indeed he could and indeed he did. The boy started the process of losing his virginity and getting Jenn's too. I sat on the bed next to them so I could watch his adorable face and see the expression of his feelings. I could also see his cock going in and out of her, his soft smooth balls hanging there. Fuck I wanted to be with this boy so bad and I knew I'd be able too. I reached out and put my hand on his tender little butt, reveling in the feel of the cheek, feeling the contraction of his muscle as he moved in and out of Jenn's cunt. I reached out with my other hand and rubbed on her clit, mauling the little piece of sensitive flesh and getting a little moan from the girl. I snuck a finger inside Levi's crack and worked it toward his puckered little hole. Because that hand had lubed the boy the finger I was probing him with slipped inside his ass fairly easily. "Oh my God," he groaned, his voice deepened in lust. I kept my finger in his ass and kept rubbing Jenn's clit and still managed to get to one knees on the bed which put my face level with his. I leaned forward and put my mouth against Levi's and kissed him. He didn't hesitate to press his mouth hard against mine and slip his tongue into my mouth. I didn't stay long but pulled away then kissed his neck which caused him to moan a little louder then breathed in his ear. "Fuck her good baby boy," I whispered in his ear. "Fuck your boner into her cunt; shoot your sperm into her cunt Levi." The boy shivered from my warm breath in his ear but kept right on fucking Jenn who in turn offered up some moans and groans and offered encouragement to the young boy. "It feels good Levi, keep doing it, kept doing it," she told him. I had continued to wiggle my finger in his asshole so all things combined fired the boy up to sperming level, which he did. "Oh gosh Gabe I'm gonna cuuuuum," and clearly he was. His little prostate hardened against my finger, the boys' head went backward, his eyes were shut and a low moan erupted from deep in his throat. To his credit he didn't stop fucking Jenn however. Looking down between Jenn's legs and watching the 13 year old boys' cock sliding in and out of his first cunt was extraordinary to see. My cock throbbed in response. Levi finally slowed down and eventually stopped, his breathing coming rapidly as if having just run a mile. He started to take his dick out but I stopped him. "Girls like to have a cock inside their cunts for a little while Levi, so a good boy leaves it there for her pleasure." Jenn wanted to know about boys, did they like to have a cock stay in their butts after they got fucked and I nodded my head explaining that it was exactly the same for boys. "But aren't you going to fuck me now Gave," she asked. When I asked her if she wanted me to the young girl rolled her eyes. "Isn't that what we're here for?" I grabbed the lube and slathered my cock. "Go ahead and pull out slowly Levi," I commanded the boy. He did as I asked, his eyes glued on his dick and when it finally came all the way out he examined it as if it were somehow different or to check for damage or something. Jenn was a little low for me so I told her to pull her legs back, then changed my mind and told her to move back on the bed some then followed her, me still on my knees. Bear in mind that I had never sunk my cock into a cunt before that moment but I'd fucked plenty of boys and the position worked for them so I figured it had to work for a girl as well. I moved in close, could easily see that Jenn's cunt hole was more open than it had been and further more I could see a little of Levi's sperm leaking out of the darkened little slot. I put my fat swollen cock against her flesh and pushed. It didn't go right in but there it didn't take as long as it had for Levi either. The boy was standing right beside me watching closely as the tip of my dick disappeared inside Jenn's 11 year old body. To say that her young cunt was tight would be a gross understatement; it was tight as hell and gripped my raging hard cock quite nicely. Jenn's eyes were closed as I sunk my cock all the way inside of her until my fuzz was pressed against her ass. It wasn't as tight as a boys' asshole but it felt fucking great none the less. The wetness and slipperiness and the way it seems to envelop my cock was awesome. He legs were draped over my thighs so Levi could see just about everything but when I leaned forward I heard him gasp. "Gosh Gabe I can see everything. I can her hole opened wide to let your hard cock in. Wow. I began to fuck the young girl, only using about half my cock and as I did Levi kept up a running dialog. "It's so hot to watch you guys. I can see the rim of Jenn's cunt moved in and out with your cock Gabe and your balls hang so low and swing when you fuck her." I felt his hand on my butt then moved down to cup my balls and move his fingers in so that he could actually feel my cock sliding along the rim of the little girl's cunt. It felt pretty good to me. "Levi," I said, "come around here and let me suck your cock." The boy did as I asked and pointed his still raging hard cock at my face. He held it for me as he guided it to my mouth and a moment later I closed my lips down over it. I could taste Jenn's cunt on it, that that it was a bad thing. "Gosh this is way fun stuff Gabe," the young preteen said as he slowly moved his hips, causing his cock to fuck my face. I had to agree with the kid, it was way fun stuff. I never would have imagined me fucking a girl let alone a prepubescent girl or doing so while sucking a soon to be 13 year old boy. "Gosh Gabe I can't believe how your cock fills up my cunt. I don't think it could stretch any more open." I didn't tell her that it certainly could. I finally took my mouth from Levi's cock so that I could concentrate on fucking Jenn. Levi offered the little girl his recently vacated cock and she took it. I began to fuck her a little faster and a little harder. Soon she too had to take her mouth off the boys' cock for I was hammering her pretty hard. "Oh God, oh God Gabe that feels really good," she moaned. I began to really slam into her, moving her body on the bed each time I plunged down into her tight hole. I finally stopped and put my arms under her legs and rolled her back so that I was driving up and down into her cunt and in the process getting as deep inside her as was possible. Levi had moved behind us and was commenting on what it looked like then put his hand in there and cupped my balls. Needless to say I slowed down so the boy could fondle me. He then ran his fingers around the rim of Jenn's cunt as well as my hard cock declaring that it felt weird but good. Once Levi pulled his hand away I went back to fucking Jenn's tight hole. I fucked her hard, slammed my cock into her and about another 2 minutes into it she cried out. "Oh yes Oh yes, harder Gabe, fuck me harder." I felt her cunt grip my cock like a surgical glove and she started whimpering and moaning. I had made the little girl cum and that notion along with her gripping pussy made me cum. I almost yelled out as sperm raced up my cock and shot off into Jennifer's cunt, at least 5 solid jets of gooey cum. I kept on fucking her, she kept on moaning and Levi jacked off, shooting his sperm on to Jenn's face. He didn't ask her either so I wondered how that was going to float. I slowed down and eventually stopped but true to form I stayed inside Jenn while we both came down off of an incredible high. As I knelt there, still deep inside the little girl I wondered if fucking her was going to be an ongoing thing and sure as hell hoped so. Next to us Levi an rocked back onto his haunches, cum dripping out of his now drooping cock. Jenn opened her eyes, sort of, and smiled up at me. "That was awesome Gabe. God I hope you're willing to fuck me again." She turned her head toward Levi. "You too Levi," causing the young boy to grin. Levi got off the bed and went around behind us. "Gosh I can see your cum leaking out around your cock Gabe." "Why don't you lick it up Levi," I suggested. The boy gave a sound that indicated I might have suggested that he eat dog shit. I told Jenn I was going to pull out of her and as soon as I did my sperm really started leaking. I got between her legs and began to eat her out again, licking up cum. "Oh man Gabe, how can you do that," Levi asked. "I don't care how," Jenn observed, "But don't stop Gabe." I gobbled and sucked and licked and got every drop. Afterwards I explained that doing that was a common practice among gay men. "Out of a butthole," Levi asked, clearly disgusted by the notion. "Yep," I said, sitting on the edge of the bed. "How about we take a shower and clean up and I'll eat your butthole Levi. I swear to God that you're gonna love it. The boy gave me a very skeptical expression but said, "Okay.