When I was 12, I had a special sexual experience with Liz from my last story. This was about 3 months before she got her first boyfriend
When I was 12, and not far from my 13th birthday, I was still hanging out with Liz, but we had not really been having sexual encounters really anymore. She was interested in boys in her class at school and was really interested in getting a boyfriend, her own age. She told me that she had enjoyed our fun together but that I was too old for her and she wanted to keep out sexual relationship a secret from everyone, and I had told nobody like she asked me to. We still hung out as friends but not as much as we used to and she was hanging out with some other friends, a few boys, but mostly girls, because most the boys her own age were only interested in hanging out with a girl if she was his girlfriend.
We had not had any sexual encounters for over a year at least by now. Her two best friends that she hung out with was Krista, a girl down the street who was stuck up and would not have anything to do with me, and the other one was a tom-boy named Bea, who lived on a street further away on the other side of the ravine. She would sometimes hang out with Liz and myself but she was tough and never seemed to like me.
One day I invited Liz over to my house to hang out, watch a movie in the rec room. My parents were out and I hoped we could fool around. When she came to the door and rang the bell, I opened the door to find that she was not alone. She had brought Bea over. Bea had never been at my house. She had short blonde hair (when all girls her age always seemed to have long hair like Liz) and she never wore girly clothing, her clothes were more like boys clothes. I really did not like her and did not want her there. But I let them in and we went down to the basement. I put the movie on (it was a someone sexy one that I got from another friend, thinking it might make Liz horny enough to have some fun)
We watched and I was getting turned on, I looked at Liz and thought she looked a little turned on. There were some topless girls in the movie, some bare asses on both girls and guys, but no bare pussy or crotch. We kept watching and I asked them if they liked the movie. Liz said yes, she liked it, and Bea said “it’s OK” Then the movie ended and Liz asked if the movie had given me a boner. I said “Yes” – She said to prove it. I said, “I am not going to whip out my boner right now!” (I did not want to do that with Bea there as I did not like her, and she was wearing baggy jeans and a shirt that was more like a sweat shirt, not sexy at all) – Liz said “you don’t have to whip your boner out, just drop your pants. You are wearing underwear, right?”
“Yes I am” I said. “Well you we will be able to see the bulge in your underwear sticking out big if you have a boner” She said. “I don’t know if I feel OK doing that with both of you here” I said.
“Come on, don’t be a chicken! I dare you! I double dare you!” Said Bea.
“OK, I went into the other room with an afghan blanket (the kind with the holes in them) and took off my pants, wrapped the afghan around my waist and came out into the room with the girls. They could see my bare legs so they knew I had no pants on. “There!” I said “I took off my pants!”
They said, “Yes but you are covering yourself with the blanket. We can’t really see you” and the came over and started to pull at the blanket trying to pull it off but I kept holding it tight. Finally I said. I will drop the blanket, but I want both of you to take your pants off as well so we are all in our underwear.
They agreed, so I dropped my blanket, and they could see I did have a boner tenting out my briefs. Liz dropped her pants to show that she was wearing kind of lacy sexy panties. Bea did not take her pants off. “Come on Bea, you agreed. We both have our pants off. Take off yours”
“I am not sure I want to” She said. “Why not?” I asked. “I don’t want you to laugh at me” She said. “I won’t, I promise” I said. “What’s the problem?” I asked. She said “My family does not have a lot of money, and I have 3 older brothers. Most of my clothes are hand me downs from them. Then she un-buttoned her large baggy jeans that were held up my a tight belt she wore, and dropped them to the floor. She was much slimmer than the baggy jeans made her look, she had quite nice sexy smooth legs, curvy for a 10 year old. But instead of panties, she was wearing a large pair of boys briefs, well worn. It made me think back to when Liz wore my briefs and I wore her panties. It made my cock even harder.
“You have really nice legs!” I told her. “I have never seen your legs before. In fact, i have never seen you in shorts before”
“That’s because I don’t like showing my body to others” She said. “Nobody really wants to see me”
“I do” I told her. “I want to see more of what is hiding under these baggy clothes.”
With that, I took off my shirt and socks and said. There I am only in my underwear. Why don’t the two of you do the same. Liz looked at me and took off her shirt and socks. She was wearing a matching sexy lacy training bra, but she had some breasts growing that I had not seen before when I last saw her naked. “Off with the bra Liz” I told her. Blushing, she tool off the bra, revealing that here developing boobs were much smaller than the seemed before. the bra had some extra padding to make her look like she had bigger boobs.
Bea looked at me and looked at Liz and also blushing, she took her socks off and then pulled her baggy thick shirt over her head revealing small tight tummy, and a very large set of tits. She was very small and slim and her tits looked huge on her tiny frame. I would say they were at least an A cup, possibly going into a B cup. Much larger than Liz’s tits. She was a year older than Liz so that was likely part of it.
“I don’t like these tits” She said. “I liked playing with the boys but when these grew, I found I could not hand out with them as much. I had to hide them under baggy shirts. I don’t have bras for them yet. They bounce around when i played sports so I stopped doing those sports as well.”
“Well I like them” I said. “Don’t you like them Liz” I asked. “Yes, they are really nice. I did not realize you had huge tits like those Bea. They are soo much bigger than mine”
“Have your bothers seen you naked?” I asked. “No” She said. “They are much older than me and my Dad told them to leave me alone because I am a girl.” “Have you seen them naked?” I asked. “No” she said. “I have never seen them ever”
“So you have never seen a guys dick before?” I asked. “No” She said. “Would you like to?” I asked. “Yes, I would, just because I am a tom boy does not mean I don’t like guys” She said. “Would you want to see mine?” I asked. “Yes!” She said, staring at the bulge in my underwear that was sticking out because of my raging boner. “OK, go ahead and I will let you uncover it” I said.
With a huge smile on her lips, she came over to me and grabbed my briefs and pulled them down! My huge erection sprang up in front of her. She let go of my underwear and let them drop to my ankles. I stepped out of them, naked now. “Wow, this is cooler than I ever imagined!” she said.
“Can I touch it?” Bea asked. “Sure, you can hold it if you want” I told her. “You can even suck it if you want” I added. “But first, I want to pull down your underwear so see what you are hiding down there” I said.
“O…K” she stammered. I reached out and pulled down her baggy boys briefs and the juicy pussy (with quite a good amount of pubic hair above and some around her pussy lips) was uncovered. “Your pussy is so hot!” I said. Her underwear fell to the floor around her ankles and she also stepped out of them. She looked at my cock. “So I can hold it now?” she asked. “Yes, but only if I can finger your pussy as well” I said. “I would also like to feel your tits”
“OK” she said. And she reached out and grabbed a hold of my cock firmly and with the other hand, she grabbed my balls and held them tightly. I in return put one hand between her legs, stroking her soft fuzzy pubic hair before sliding my fingers over the slit of her pussy. then I stuck my finger in, then a second and started to finger fuck her gently at first, then harder. With my other hand i grabbed one of her big tits, and began feeling it up, squeezing it, and playing with her erect nipple. I leaned in and started to suck on the other tit, taking the hard nipple into my mouth. We kept doing this and then Liz came up behind me and started stroking my ass, then she slid her hand between my legs from behind, and when her fingers touched Bea’s hand that was tightly holding my balls, Bea let go of my balls and Liz grabbed them from behind. We decided to move to the sofa, but it was not big enough for the three of us, so we grabbed our clothes, went upstairs to my room and got on the bed.
Bea pulled Liz’s panties down and uncovered her pussy, but she still had no pubic hair yet. Completely bald. Bea reached out and stroked Liz’s bare pussy. “I thought you might have hair down here, but I guess not yet” She said. She fingered Liz with one hand and grabbed my cock with the other. “This is really fun! To have a dick in one hand to play with and a pussy that is not my own in the other” She said.
I started sucking her tits again, then I went down and started eating her pussy out. I was really good. She was still playing with Liz’s pussy and my Cock but it was getting difficult to do that. Finally, I lay down and asked Liz if she wanted to sit on my face so i could eat her pussy. She agreed and straddled my face. I began to eat her out. She tasted different from Bea’s pussy, but they were both good. Bea straddled my crotch and began to ride me, grinding her hot wet pussy on my cock. I told her I was going to cum if she did not stop soon (hard to do with Liz’s pussy in my mouth) but Bea stopped and she said she had heard her brothers talking about cumming and shooting a load, and she wanted to watch me cum, so she took a hold of my cock and started to play with it. Liz showed her how to jack me off (Because she had jacked me off many times in the past) and Bea started jacking me off till I started to cum in her hand. Liz said, ‘Quick, don’t waste it! Put his dick in your mouth!” So Bea, went down as my first load was running down the shaft of my cock and put it in her mouth catching about half of my cum, the rest covering my balls and in my pubic hair. Liz said “suck it! You should get more!” So Bea started sucking my cock and I felt a second load shoot out into her mouth. She kept sucking but no more was coming. I started loosing my erection and I went limp and small. She kept sucking for a minute but stopped and took her mouth off my cock. She looked at it and was amazed at how small it was now. She took a hold of it with her fingers and felt how soft and bendable it was. “It’s so small now! It’s fun to play with it being so soft and small and I can bend it so much now, but I still think it’s more fun when it’s big and hard.” She exclaimed. “Can you make it hard again?” she asked.
“Yes” I said. “But I need a little time to do so. How about you and Liz play with each other’s tits and pussy’s? ” I said. “OK,!” They both said. And they began to touch and feel each other’s boobs, and finger each other’s pussies. They quickly found each other’s clits and both made each other cum, one after the other. It was so hot watching them. Then I suggested that they eat each other’s pussies, doing a 69. So Bea laid down and Liz saddled her face and then Bea started eating her pussy out. Liz laid down on Bea’s naked body and put her face between her legs and started eating Bea’s furry pussy out!. I started to get an erection watching them. They both must have found each other’s clits as they started to really squirm around as they brought each other to their climaxes as they came one after the other again.
They lay there, panting, sweaty and exhausted from their orgasms. I was now fully erect again after watching them enjoy each other’s naked bodies. Bea looked over at me, and seeing I was erect again, came over. “Lie on you back!” She commanded. So I did.
She straddled me again, slowly lowering her dripping wet, hot pussy onto my hard dick, and rather than rubbing and grinding on it, she took my cock in her hand and started to stroke her pussy with my cock, sliding the head up and down her wet slipper slit. Then she pushed the head of my cock in between her cunt lips, sliding it up and down, and rubbing her large clit with the sensitive head of my cock. Pussy juices went from dripping out of her pussy down the shaft of my cock and on my balls and pubic hair to pouring out of her. Liz was watching this, feeling her own tiny titties with one hand and fingering her cunt and sliding her fingers in to stroke her clit as she watched us. She quickly exploded with another orgasm herself. Then seeing that Bea was getting close to having an orgasm, Liz came over and put one hand on Bea’s bare ass, and began stroking her ass, sliding her finger into her ass crack. With the other hand, she reached down and grabbed my balls, a wet with Bea’s pussy juices and started playing with my balls. Grabbing them and squeezing them. Bea started gasping and panting as she brought herself to another climax of an orgasm. I could feel her pussy clamping down and vibrating on he head of my cock. I was so hard but I had not come very close to cumming yet because it was not long ago since I last came. Bea had a huge smile on her face, and was still holding the shaft of my hard cock, with the my cock head in between her pussy lips. She looked me in the eyes, and slowly guided my hard cock lower down in her slit, towards the bottom, and the giving me a wink, she lowered down!
I felt my dick plunging deeper into her pussy, deeper than I had ever gone before! I felt the head of my cock press against something that stopped me going in further. She lowered a bit more and i felt it kind of give a little, like it was stretching and I realized what she was doing! She had a look of discomfort and then pain on her face, but then she pushed down hard and quickly. I felt myself burst thru the resistance. She was so tight! She went all the way down on me! My cock disappeared completely into her pussy. Her pussy lips were against my groin, and her bare ass was now sitting on Liz’s hand which still was holding my balls.
“Holy Crap Bea!” Liz said. “You went all the way! You are fucking Jake!” Bea just stayed there, not moving, with my cock completely inside her. Tears came out of her eyes. “Are you OK?” I asked. “yes” she said. I Just thought this was the perfect time to actually go thru with it and loose my virginity, I was having so much fun and I really like your dick Jake. It’s pretty big, but not as big as I have heard other people talk about guys and their dicks. I thought I would be good to have my first cock to be a bit smaller so it does not hurt as much as the really big cocks. It’s starting to not hurt so much now”
And with that, she started to move up, my penis sliding out of her pussy. I saw blood on the shaft of my cock, and as she started to get close to the top, before my cock came out of her pussy, she slid down again, grinding her pelvis against mine as my cock disappeared completely again inside her. Then she rose again, and then down again. She started riding me, faster and faster and as she did, the smile came on her face again as she began grunting and moaning. Liz kept playing with my balls but then stopped as she found that her hand was in the way as Bea rode me faster, her bare ass slapping against my balls. Bea climaxed again, but a smaller softer climax. She kept riding me, and I felt myself getting close to cumming. I warned Bea, but she ignored me and kept riding me till I came in her pussy. She kept riding me till I pumped out everything I had to give and lost my erection and my limp dick fell out of her pussy. There was blood all over my cock, my balls and belly and all over Bea’s pussy. Liz had her blood and pussy juices on her hand.
We left my room and went to the bathroom and all three of us got into the shower. We washed each other clean, especially making sure that each others genitals were well cleaned (but using our soapy hands) I got another erection in the shower with both girls jacking my cock together with each one having a hand on my cock at the same time. One mostly on the shaft, the other on the upper shaft and over the head of my cock, while they took turns with their other hands playing with my balls, feeling the each ball in my sack, but I was not able to cum any more. I was too tired and eventually lost my boner. The girls on the other hand, were able to each have two more orgasms. They gave each other orgasms and i gave both of them an orgasm each.
After the shower and drying off, we got dressed and the girls went home. I never did anything with Bea again, and I also never did anything with Liz again. Around 6 months later she got a boyfriend from school and we stopped hanging out.
Bea did not really hang around with me and Liz anymore after that. She avoided me, and I never saw her again after Liz stopped hanging out with me.
Some time after that. I heard that Bea had a kid and was living with some older guy she met. I always wondered if the child was the older guy’s or if it might have been mine.
Bea and I took each other’s virginity,
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