Note: This story was dynamically reformatted for online reading convenience.
 
 Title: Lexi
Keywords: Mf, preteen, 1st, oral, anal.
Author: Durango Dan

   "Hey Mr.  Miller, whatch' ya doing?"

   I stopped my raking and looked over to where the voice came from.  I saw
my neighbors 11 year old daughter looking over the small picket fence that
separated our yards.

   "I'm just shoveling some snow off the grass." I told her with a straight
face.

   "You're silly, I know your raking leaves." She laughed delightfully. 
"Do you want some help?"

   "Really, you want to help me work?" I said in shock.

   "Yeah, dad is out of town again on business and mom went shopping so I
don't have anything to do."

   "Well then come on over, I could always use the help."

   She told me she would be over in a few minutes as soon as she changed
clothes and grabbed a rake.  True to her words, in about 10 minutes she was
standing next to with a rake in her hands.  I looked down at the small
petite girl.  She had her dark hair tied in a pony tail that hung down to
the middle of her back.  Her green eyes shone brightly in the afternoon
sun. She was a very attractive 11 year old with cute little dimples the
deepened the bigger she smiled.  She had a tight white t-shirt on that
showed me that she wasn't wearing a bra.  I could see two little points
poking the front of her short out just a little.  Her blue shorts showed
her tan legs that were beginning to take the shape of a young woman's.  I
gave her another quick look then began to rake the leaves.  She joined me
and soon we had a huge pile of lives in the middle of the yard.  After
another 15 minutes, we had them all raked up and in the pile.

   "Thank you for the help Alexi, it goes faster with two people."

   "No problem Mr.  Miller, I wasn't doing anything anyway.  You can call
me Lexi, I don't really like Alexi."

   "Okay Lexi but only if you call my Bill." I told her.

   "Okay, it's a deal" She smiled at me broadly.

   "How about something to drink?  A martini, wine, beer?" I teased.

   She giggled gleefully then asked me if I had any root beer.  I told her
that I certainly did.  I said I would be right back.  I returned with a can
of root beer in one hand and a beer in the other.  We stood by the pile of
leaves and chatted about her school, friends, and other things as we sipped
from our cans.  When she was done with her drink I told her that I would
take the can.  When she passed it to me, I took it then pushed her hard
back so she fell back onto the pile of leaves.  She let out a little shriek
of surprise that soon turned into a loud belly laugh.  Lexi stood up, and
threw a bunch of leaves at me laughing loudly.  I quickly pushed her back
into the pile of leaves and began to bury her in them.  She popped up
covered in leaves.

   "Now you're going to get it." she declared as she came after me with a
handful of leaves.

   I closed my eyes figuring she was going to toss them in my face.  I soon
realized that wasn't her plan.  She pulled the front of my gym shorts and
stuffed them down my shorts.  I let out a roar and picked her up.  I
carried her over to the pile and dropped her into the middle of it.  We
played for a few minutes before the pile became to scattered to be playing
in any more.  We raked the leaves back into the pile.  She grabbed another
handful of leaves and looked at me with a grin on her face.

   "I give up, I surrender, you win." I giggled at her.

   She dropped the leaves back on the pile.  She held her arms straight out
then fell back onto the pile of leaves laughing all the while.  I couldn't
help but smile at her as she frolicked in the leaves.  She held out her
small hand for me to help her up.  I took her hand in mine but before I
could pull her up, she pulled hard making me fall forward into the pile of
leaves.  She roared with laughter as I fell face first into crunchy pile. I
rolled over so I could sit up.  As I was picking the leaves out of my hair
and listening to her joyful laughter, I pushed her down deeper into the
pile.  I quickly covered her completely with leaves.

   "I'll get you for that." She laughed.

   I raised my arms above my head and told her that I was too sore to
continue.  I stood up and held my hand out to her.  She placed her small
hand in mine and I pulled her to her feet.  She was still smiling as she
brushed herself off.

   "Would you like something else to drink?" I asked her.

   "Yes please, another root beer."

   "Follow me, I think I might even have some cookies to go with that
soda."

   Lexi followed me into the house and took a seat at the breakfast bar in
the kitchen.  Her legs swung back and forth as she sat on the stool.  I
placed her root beer in front of her then filled a plate with some cookies.
We chatted idly as we snacked.  I stood to get more cookies and let out a
slight moan as my back had stiffened up as I sat.

   "What's the matter Bill?"

   "Just showing my age, I guess I'm out of shape.  My back is starting to
stiffen up on me."

   "I can give you a back rub, I give one to dad when he is sore for work."
Lexi volunteered.

   "I don't know if that is a good idea, your mom and dad might not like
you doing that for someone besides your dad."

   "They know you're not a dirty old man, I don't think they would mind if
I helped make your back feel better." She reasoned.  "If you want, I just
won't tell them that I rubbed your back."

   "Okay, I'd like a good back rub." I told her.  "It will be our little
secret."

   "How about we go in the family room, I can lay down on the couch." I
suggested.

   Lexi followed me into the family.  I moved one of the throw pillows to
the end of the couch and tossed the other one on the floor.  I stretched
out on the leather couch with my head resting comfortably on the throw
pillow.  Lexi sat on the edge of the couch and began to rub my shoulders. I
let out a sigh as her small hands began to work my sore muscles.  Lexi
worked my shoulders using just the right amount of pressure.  She moved her
hands down the middle of my back rubbing along my spine.

   "This would be a lot easier if you didn't have that shirt on.  It gets
in the way." She told me as she stopped massaging.

   I turned my head looking at the 11 year old.  She smiled and told me
that her dad always takes his shirt off.  She whispered that it would be
our little secret.  I nodded my head sitting up long enough to pull my
t-shirt over my head.  I tossed it on the floor then laid back down.  She
asked me if I had any baby oil or lotion so her hands would slide better
over my back.  I told her that there was some baby oil in the hallway
closet.  I turned my head watching her walk out of the room.  Her small
butt wiggling nicely in her tight shorts.  I cussed at myself for thinking
about an 11 year olds butt.  Before I knew it, she was back holding the
bottle of oil.  She sat back down on the edge of the couch and asked if I
was ready.  I nodded my head.

   She put some oil in her hands and rubbed them together to warm it up. 
She began with my shoulders again and slowly moved down my back.  I closed
my eyes and enjoyed this small girls talented hands.  When she reached my
waist she moved slowly back up to my shoulders.

   "Do you want me to rub the front muscles too?"

   I rolled over onto my back not caring that oil was getting on the
leather material of the couch.  Lexi oiled her hands again and started at
my shoulders and slowly massaged her way down to my waist.  I couldn't
control my dick, it grew to its full length by the time she got to my
stomach.  I heard a soft giggle escape her lips as she looked at the bulge
in my shorts.  I chose not to acknowledge he little snicker.  She slowly
worked her hands back up to my shoulders.

   "How was that Bill?" She wanted to know.

   "Absolutely wonderful Lexi.  That was the best massage I ever received."

   She smiled broadly then surprised me by asking if my legs were sore too.
I told her that they were a little but I didn't think she needed to massage
my legs.

   "Don't be silly, if they hurt I'll rub them to make it better.  It will
still be our secret." She told me with a wicked little grin.

   "I don't think that would be appropriate sweetie, people might get the
wrong idea."

   "Don't be so silly Bill.  Who is ever going to know unless you tell."
She giggled at my unease.  "Besides, we aren't doing anything wrong."

   Well okay, but you have to promise not to tell anyone.  Even though we
aren't doing anything wrong, people can think we did."

   "I know.  I promise."

   I heard a small chuckle come from her as she looked at the tent in my
shorts again.  She moved down and began to work on my calf muscles.  She
kneaded the soreness away with her small hands.  She moved up to my thighs
which made my cock even stiffer.  I looked down and saw her staring at the
bulge in my gym shorts as she rubbed my thigh.

   "Okay Bill, roll over please." She instructed me as she sat up.

   I quickly rolled onto my belly.  I was glad I could hide my raging hard
on from her gaze.  Lexi worked the muscles on the back of my legs for
several minutes before she sat up and announced that she was finished.

   "Thank you so much, I feel so much better now." I told her as I stood up
from the couch.  "Wait right here, I have something for you."

   I went into my bedroom and took out a twenty dollar bill.  I walked back
into the family room and handed her the money.  She wanted to know what it
was for.  I told her that it was only fair to get paid for all the raking
she did plus the wonderful massage.  She smiled and put the money in her
pocket.  I asked her what she was going to do with the money.  She told me
that se was saving up for a new dance video game.  I told her that sometime
she would have to show me some of her dance moves.

   "What time is your mom and dad coming home?" I asked.

   She glance up at the clock on the wall and said it would be a couple of
hours yet.  I told her that she was welcome to stay here if she wanted too.
She thanked me as she stretched her young body.  I heard a few cracks and
pops as she stretched every which way.  She let out a little groan when she
was stretching.

   "What's the matter?  Are you getting old too?" I joked.

   "No silly, I'm a little sore too I guess."

   "I guess you want me to massage you now." I laughed lightly.

   "Would you?  I think I'd like that."

   That caught me off guard.  I didn't think she would want me to do that.
I looked at her without speaking.  She smiled sweetly saying it was only
fair after she massaged me.

   "Lexi, it's not the same.  If someone found out that I touched you no
matter how innocent it is, I'd be in a lot of trouble."

   "Please Bill, I won't say anything, I swear.  Besides, if I did my
parents would kill me."

   I guess it was her smile that made me say okay.  I reasoned that she was
right, if her parents knew what she did, they would really be upset with
her too.  I told her that I would give her a massage but she should stop me
if she ever felt uncomfortable with it.  She quickly agreed and moved to
the couch.  She laid down on her belly with her arms tucked under her face.
Her head was turned to the side so she could look back at me.

   "I'm ready." She announced impatiently.

   I sat down on the edge of the couch and looked down at her small preteen
body.  I asked her again if she was sure about me doing this and she told
me to hurry up and start.  I hands trembled with excitement and fear as I
placed them on her shoulders.  I felt the heat of her young body through
her t-shirt.  I began to rub her shoulders and felt her relax under my
hands.

   "OOOHHH that feels really good." Lexi sighed softly.

   I worked her shoulders then moved down along her spine.  I kneaded the
flesh and pushed gently against her backbone.  When I reached her waist, I
pulled my hands off and asked her how it felt.  She told me it really felt
nice and then she almost gave me a heart attack when she pulled her t-shirt
over her head.

   "Use the oil Bill."

   "Wha . . .  what the hell . . .  Lexi put your shirt back on right now."
I scolded.

   "No way, I want a massage just like I gave you."

   "Jesus Lexi, I could go to jail if anyone found out that you took your
shirt off."

   "Nobody will ever know, besides I don't even have any boobs yet." She
giggled.

   `It just isn't right Lexi."

   "Is it because you think I'm ugly?"

   "WHAT?  Why would you think that.  You're a beautiful young lady."

   "Then why won't you give me a massage without my shirt on?"

   "Because I'm an adult and you're still a child."

   "Well I may be a child but I still get sore muscles."

   "Man, you need to swear not to say anything to anyone, not even your
best friend." I pleaded with her.

   "I would never do anything that might get you in trouble Bill.  I really
like you.  You don't treat me like a kid."

   I reached for the bottle of baby oil and put some on my hands.  I rubbed
them together then placed them on her shoulders.  The oil definitely made
it easier to massage her back.  My hands glided over her smooth skin
massaging and rubbing down her back.  I tickled her sides making her giggle
happily.  I ran my hands up her side to her shoulders then told her that I
was all done.

   "Not so fast, you have to do the front too." She stated firmly as she
turned over onto her back.

   I stared open mouthed at her as I took in the sight of her preteen
chest. She had no breasts yet.  Her nipples were just beginning to puff out
slightly.  Her darker areolas were about the size of a quarter.  Her
breathing was rapid as she exposed her chest to me.  My cock was straining
against my shorts.

   "Please put your shirt back on Lexi."

   "Not yet, it will be our little secret." She giggled softly.

   I was shaking as I put my hands on her shoulders.  I began to rub and
squeeze her flesh.  I saw that she had closed her eyes so I moved my gaze
down to her nipples.  I wanted to feel them, see how soft they felt but I
was scared to death.  I slowly moved my hands downward and noticed that her
breathing became even more rapid.  My hard cock was aching.  Her puffy
little nipples were standing up and looking absolutely fabulous.  My heart
was racing in my chest.  I knew it was wrong even thinking about what I
wanted to do but my hands seem to have a mind of their own.  Both of my
hands moved down towards her developing breasts.  As my hand made contact
with her stiff nipple, she let out a low moan.  I moaned also as my cock
shot out a massive load of cum inside of my shorts.  I thought I would pass
out from the immense pleasure that was racing out of my cock.  I massaged
her tender tit flesh as my cock spewed its load into my underwear.

   I couldn't take my eyes off her small tits as I massaged them.  Lexi was
smiling up at me as I toyed with her little nipples.  I pinched and pulled
gently at them.

   "AAAAAHHHHHH, Oh do that again, that felt really good." She moaned out
softly.

   I obeyed her command and whispered that this was so wrong.  She spoke
softly telling me that she was enjoying what I was doing and didn't want me
to stop.  She said that she never felt so good as she did right now.  Her
breathing became louder and more ragged as I worked on her nipples.

   "OOOHHHHH, OOOHHHHH, OOOOHHHHH Bill." She sighed as her body suddenly
stiffened and she shuddered.

   "Are you okay Lexi?"

   "Oh yeah, I just had a . . .  a . . .  you know, when you feel real
good. Uhm . .  what's that called?"

   "Its called an orgasm and if anyone found out that I made you have one I
would spend the rest of my life in jail."

   "Bill, I swear to you that I will never tell anyone, I love what you
just did to me.  Besides, I was the one that wanted to do it not you."

   "Yeah, but . . ."

   "Did you have an or . .  .  orgamism . . .  or whatever its called?" she
interrupted.

   "Yep, I had an orgasm too." I chuckled at her struggling with that word.

   "But I didn't even touch you."

   "You didn't have too, just touching you made me cum."

   "What?  Come where?"

   I roared with laughter.  I then proceeded to explain what cum was, which
led to a million questions.  I tried the best to answer each of them
honestly and simply so she could understand.  I was just about to get up to
take a quick shower and change when the Lexi's cell phone rang.  I listened
in on the part of the conversation I could hear.

   "Hello."

   "Huh-huh, huh-huh.  Oh dad no.  Not Mrs.  Johnson.  I'm at Mr.  Miller's
now." I heard her say into the phone.

   My heart was pounding, praying that she didn't say something
accidentally about what we just did.

   "No I'm not pestering him daddy, I helped him rake his leaves.  Can't I
just stay here until you come home?"

   I motioned for Lexi to give me her cell phone.  She handed me her phone.

   "Hey Stu, listen its fine with me if she wants to hang out here till you
and Marge get back.  Nah, its no problem, she's been really helpful around
here today.  Okay, good, see you then.  Just a sec, I'll give you back to
Lexi."

   "Yes daddy, I will.  No I won't give him any trouble.  Yes, I'll do what
he says.  Okay, I'll see you and mom later.  Bye, love you." With that she
hit the end button.

   "This is so cool, now we have about seven more hours to do stuff." She
said as she looked at the clock.

   I told her that I would be right back.  I said I needed to take a quick
shower.  She giggled telling me that I sure made a mess in my shorts.  I
told her it was all her fault then headed off to the bathroom.  I was in
the shower when I heard her come into the bathroom.  I looked out the glass
doors and watched her distorted form as she stepped out of her shorts.  The
shower doors opened and she stepped inside.

   "I think I need to take a shower too." She smiled sweetly at me.

   "Well, come on in then." I laughed.

   I moved over making room for her under the spray of water.  We stood
facing each other staring at each other's body.  I took in her pert little
tits and nearly hairless pussy mound.  She was staring directly and my
semi-hard cock which was slowly coming back to life.

   "Why isn't it hard like it was before?"

   "Because I just had an orgasm and it takes a little while to get hard
again." I explained.

   "Can I touch it Bill?"

   I nodded my head then watched as her small hand moved slowly to my
erection.  By the time her fingers touched it, it was stone hard again. 
She ran a finger along the length of my dick.  When she moved her finger
down to my ball sack, I warned her that they were delicate and to be
careful when touching them.  She nodded her head in understanding.  She
moved her finger down to my sack and poked my balls gently.  When my cock
jerked she giggled and did it again.  She then took my hardness in her
hand. Her fingers wrapped my shaft.

   "What do I do?" She asked.

   "Just squeeze it and move your hand up and down."

   "AAAWWWW God Lexi.  OOHHHH you're making me feel so good."

   "This is so cool.  Its hard but kind of soft too and really hot."

   Lexi slowly stroked my cock as I gazed at her preteen pussy.  I wanted
to feel it, kiss it then taste it.  I suggested that she stop before I shot
my cum again.  She said she would really like to see that.  I told her
maybe later but now we needed to wash up.

   "Will you wash me Bill?"

   "Only if you wash me too." I smiled down at her.

   "Okay, you wash me first."

   I grabbed the soap and lathered up my hands.  I began on her shoulders
and quickly moved to her magnificent little breasts.  I soaped them
thoroughly then moved my hand down to her virgin pussy.  She let out a loud
gasp as I touched her sex for the first time.  I ran a finger in her slit
feeling the tight hole of her sex and the hard little clit at the top.  She
groaned out loudly and began to breathe harder.  She told me to keep going,
that she was feeling really good.  I told her that we needed to just wash
up and then we can move to the bed and be comfortable.  I told her to turn
around so I could do her back.  From her shoulders I moved down to her sexy
little ass.  I rubbed each ass cheek before letting my finger slide along
the crack.  She jumped a little when my finger slid over her puckered
little back hole.  I told her to rinse off and then wash me.

   Her small hands moved all over my body but she seem to spend the most
time washing my raging hard cock.  She noticed the pearly colored drops
that were oozing form my hole.  I had to explain about precum and the
difference between that and sperm.  She instructed me to turn around and
washed my back then followed what I did to her and ran one of her small
fingers down the crack of my ass.  She giggled when I jumped slightly when
she touched my ass hole.  I laughed with her telling her that I was clean
enough and to let me rinse off.  She watched me as I stepped under the
spray rinsing all the soap off my body.  I wrapped her in a huge bath towel
when we got out.  I quickly dried myself off then began to wipe her tender
preteen body dry.

   "Can we get on your bed now?" She asked

   "Only if you're sure this is what you want to do."

   "You bet, you make me feel so good, I want to learn everything."

   I took her small hand in mine and led her to my king size bed.  I turned
down the bedspread and top sheet.  Lexi crawled to the middle of it and
rolled over onto her back.  I couldn't help but stare at her small sexy
body.  Her little tits were puffed up and the nipples looked hard already.
Her legs were spread slightly and I could see the smooth mound with the
small cunt lips that were just slightly parted.

   "whatcha' looking at Bill?" Lexi asked with a huge grin on her face.

   "Just some sexy little girl that is going to get me in a lot of
trouble." I replied smiling back at her.

   "Not me, I don't ever want to stop doing this." she giggled.

   "We haven't really done anything yet."

   "Well, you made me feel real good just by kissing my boobs.  I figure it
can only get better."

   "Bill, will you make me feel good again?"

   "What would you like me to do?"

   "I don't know, can you just make me have another . . .  Uhm . . .  orga
. . .  you know what I mean." She struggled.

   "Sure, I'd love to do that.  Can I kiss you too, we haven't done that
yet."

   "Okay, I never really kissed anyone before except mom and dad."

   "Its not hard, just relax and do what I do." I told her.

   I moved onto the bed, laying next to her.  I pulled her to her side so
she was facing me.  I pulled her toward me.  I could feel her warm breath
on my face as I moved to put my lips on hers.  I swear I could feel an
electric spark when our lips met for the first time.  Her lips were
puckered tight but soon loosened up as the kiss lingered.

   "Wow, that was so cool." She said when our lips parted.

   I kissed the tip of her nose then put my lips back on hers.  She sighed
softly as we kissed.  I slowly moved my tongue so it touched her lips.  I
ran my tongue over her lips and she slowly parted them for me.  My tongue
slowly slid into her mouth.  I moved it around exploring her mouth before
pulling it back.  I was pleasantly surprised when her tongue followed mine
into my mouth.  I sucked gently on her tongue as she moaned into my mouth.
She pulled her tongue out and I pushed mine back into her mouth.  She
sucked on it just as I did on hers.

   "I like that." She panted when we parted again.

   "I thought you would.  Are you ready?"

   She nodded her head\.  I told her to close her eyes and concentrate on
the feelings that I was going to be giving her.  I watched as she rolled
back onto her back and closed her eyes.  I kissed her young tender lips
again.  This time I shoved my tongue into her mouth and tangled with hers.
Her breathing became ragged and fast.  I moved my hand down to her puffy
tits as I kissed her.

   "UMMMMMMM." She moaned into my mouth as I played with her nipples.

   The urge to taste her sweet virgin cunt was too great to ignore any
longer.  I pulled my lips from hers and began to kiss my way down her young
preteen body.  I paused for a few minutes at her chest so I could tease her
nipples with my tongue.  She pulled my head tight against her developing
chest as I sucked her small tits.

   "AAAAAAWWWWWWW, Bill.  OOOHHHHHH I love what you do." She groaned.

   I started my downward journey again.  I kissed and licked my way to her
cute little inny belly button.  I made her giggle when I dipped my tongue
in it.  As I started to kiss my down again I noticed that her legs moved
farther apart.  I could feel the heat from her sex as I got near.  I also
could smell the familiar scent of pussy.  My cock was as hard as it ever
was.  I moved between her spread legs and looked closely at her 11 year old
pussy.  I glanced up and saw that her eyes were still closed and that her
chest was rising and falling rapidly.  I moved my face closer and saw that
her slit was damp with moisture.  I couldn't believe that she was getting
that wet already.  The sweet scent of her preteen cunt was driving me
crazy. I moved my hands down to her mound and spread her tender young pussy
lips apart.  I moved my tongue to the bottom of her pink wet crack and
licked slowly to the top, circling her little clit with my tongue.

   "AAAAAAAAHHHHHHHHH Oh my God, Oh my God, OOOOOHHHH Bill, do that again
and again." Lexi cried out in sheer pleasure.

   I obeyed her wish and moved my tongue up and down her wet cunt slit over
and over again.  I could tell that she wasn't going to last long.  Her body
was shaking almost violently as I sucked her little clit.  Her hands held
my head firmly against her pussy.

   "Oh, Oh, Oh, I . . .I'm go . . .  I'm going . . .  AAAAAAHHHHHHHHH" She
screamed as she went over the edge.

   I moved my lips down to her hot hole and sucked all her sweet cum juices
that she was pouring out.  My tongue lapped along her slit gathering her
sweetness.  I slowed down giving her a chance to catch her breath.  When
her breathing returned to almost normal I began all over again.  This time
I wiggled my tongue against her tight opening.  After a few minutes it
began to open enough to let the tip of my tongue enter her young body.  The
softness and warmth of her pussy was incredible.  She began to jerk her
hips tying to get more of my tongue into her.

   "Oh God Bill, OOOHHHHH don't stop, please don't ever stop." She cried
out.

   I had no intention of stopping.  I wiggled my tongue inside of her
preteen pussy and was rewarded by being able to slip a little more of my
tongue inside of her.  I reached up and began to pull and pinch her little
nipples.

   "AAAAAAAAHHHHHHHHHHHHHH, I'm cumming again, Oh Bill, its happening
again. AAAAAAWWWWWWWWW yeah."

   I swear she actually squirted a little as I sucked on her pussy.  Her
cunt cream was pure ambrosia to my taste buds.  Lexi was bucking her hips
it was almost impossible to keep my mouth on her.

   "Please, OOHHHHH please, enough, I can't stand it Bill, OOOHHHH, it
feels too good."

   I pulled my tongue from her pussy and slowly licked all around the
outside of her pussy.  I stayed away from her clit and just licked up and
down her crack very slowly.  She slowly calmed down and her breathing
returned to normal.

   "Did you like that sweetie?" I asked.

   "I never knew it could be that good."

   "I'm not done just yet.  Roll over and get on your hands and knees." I
instructed.

   Without questioning me, she quickly moved to her hands and knees.  She
looked over her shoulder to see what I was going to do.  I told her to just
put her head on the pillow and enjoy.  She did as she was told and I got a
great view of the cutest ass I've ever laid eyes on.  I ran my hands over
her butt cheeks feeling the softness and smoothness of the globes of flesh.
She sighed in contentment as I massaged her butt.  Every so often I would
spread her cheeks exposing her puckered little ass hole and making her
pussy lips open slightly.  I bent down and ran my tongue along her cunt
crack making her jump in surprise.  She wiggled her butt at me letting me
know she liked what I was doing.  I slowly pushed my tongue into her hot
cunt hole.  She pushed her ass back until my lips were resting against her
butt.  My nose was resting on her little rosebud as I wiggled my tongue
around the inside of her pussy.  I never tried or even thought of doing
analingus or even just rimming anyone before but looking at Lexi's wrinkled
little ass hole I had a sudden urge to try both.

   I pulled my tongue from her sweet pussy and spread her cheeks with my
hand.  I kissed her mound once then slid my tongue up her butt crack.  I
heard her gasp as my tongue passed over her puckered hole.  I moved to the
top of her crack then kissed her all over each of her smooth ass cheeks.  I
started at the small of her back and licked my way down her crack again. 
This time when I reached her tight anal opening I teased it with the tip of
my tongue.

   "AAAAAAAHHHHHHH, Oh that feels strange.  Isn't that nasty Bill?"

   "There's not a thing on your body that's nasty Lexi." I chuckled.

   I began to lick harder on her little hole trying to get her to loosen
up. This was a first for me.  I couldn't taste anything foul, just a little
tartness but not at all bad.  I started to jab at her hole with the tip of
my tongue.

   "UGH, UGH, UGH, OOOOHHHH Bill, OOOHHHH God" She moaned loudly as my
tongue began to slide into her ass hole.

   Her ass hole seemed to suck my tongue in.  It felt so hot and tight.  I
wiggled my tongue making her groan even louder.  I reached under her with
my hands and began to play with her little tits as I slowly moved my tongue
in and out of her preteen ass hole.

   "AAAAAWWWWW, you're making it happen again.  OOHHHH Bill, I'm going to
cum again." She blurted out.

   She let out a long scream into the pillow as her young body shook with
another big orgasm.  I pulled my tongue from her ass and shoved it into her
pussy as far as I could.

   "AAAAAAHHHHHH, OOOHHHHHHH, another one, I'm cumming again." She
shrieked.

   She finally collapsed flat on the bed.  I moved up and cradled her in my
arms.  She trembled and shook through her third big cum of the night.  She
puckered her lips for a kiss but I told her I needed to wash my mouth out
first.  I told her that I would be right back.  I went to the bathroom,
washed my face, brushed my teeth and gargled.  I went back to the bedroom
and climbed back on the bed.  I moved her Lexi and kissed her sweet lips.
Her tongue pushed its way into my mouth.  We kissed for several minutes.

   "Did you have one too?" Lexi asked as our lips parted.

   "One what?" I teased.

   "You know, did you have an or . . .  orgasm." She smiled at getting it
right.

   "No, I didn't but that's okay."

   "No way, I want you to feel good too.  Can I make you have one.  Will
you show me what to do?"

   "Are you sure you want to do that for me?"

   "Yes, I'm positive." She said.

   She moved her hand down until her hand took hold of my rock hard cock. I
sighed happily as she squeezed my dick.  She softly asked me what she
needed to do.  I told her that she could use her hand or use you mouth.

   "I want to use my mouth.  It felt wonderful when you used your mouth on
me."

   "Then all you need to do is put it in your mouth and suck.  Just watch
your teeth so they don't touch my cock.  Here, give me your finger and I'll
show you what to do."

   She held out her index finger for me.  I pulled her finger to my mouth.
I licked the tip of it down to the bottom and back up.  I slowly slid it
into my mouth sucking gently on it.  I pushed it all the way in then slowly
pulled it out.

   "That's all there is too it." I told her as I kissed her finger before
letting go of it.

   "Okay, let me know if I'm not doing it right."

   My dick twitched in anticipation of having her soft lips around my cock.
I propped myself up with my pillows so I could watch as she sucked her very
first cock.  She moved between my legs looking at my cock and balls.

   "Uhm, what do I do when that stuff comes out?"

   "Well, you can either take your mouth off just before I shoot it out or,
swallow it or spit it out."

   "Which one should I do?" She wanted to know.

   "That's up to you sweetie, I'm sure I'll feel good either way."

   "I think I want to take my mouth off and watch it shoot.  Is that okay?"

   "Yep, whatever you decide is fine with me.  Remember, sex is all about
enjoyment.  If you don't enjoy it then it isn't worth doing."

   "Will you tell me when you're going to shoot that stuff."

   "Of course Lexi, I'll give you enough warning." I told her.

   Lexi bent her head down to look at my cock more closely.  I watched as
she lifted it and checked out my hairy nut sack.  I warned her to be
careful when she handled my balls.  I explained how tender they were.  She
very gently touched them.  She held them in the palm of her hand and kind
of rolled them around being careful not to hurt me.  She looked up at me to
see if she was doing okay.  I smiled down at her telling her how good she
was making me feel.  She released my balls taking my cock in her little
hand again.  She wrapped her fingers around it squeezing gently on my
hardness.

   "Are you shooting that stuff already, it that the stuff?" She asked as a
bead of precum appeared at the tip of my dick.

   "No Lexi, that is called precum.  It's not the sperm that I shoot when I
cum."

   "Can I still suck it or does that stuff taste nasty?"

   "You'll have to try it, I haven't tried any myself.  If you don't like
it then just done use your mouth."

   She peered closely at the drop of clear precum.  I could feel her warm
breath on my hardness.  I watched intently to see what she was going to do.
I saw her small pink tongue come out of her mouth and tentatively lick up
the drop of precum.  She pulled it back into her mouth to see if she liked
it or not.

   "I don't taste anything, its just kind of slippery." She stated.  "Does
your sperm taste like this, if it does I think I could leave my mouth on
while you shoot.?"

   "I can't honestly say Lexi.  My ex-wife didn't like the taste but my old
girlfriend would swallow every drop she could get."

   "Well, maybe I'll taste it then decide."

   I wished she would stop talking and suck my cock.  I was painfully hard
and in need of relief.  As if she could read my thoughts, she licked my
cock from the tip to the base.  She looked up to see if I enjoyed that.  I
nodded my head smiling at her.  She smiled back then licked up my shaft to
the very tip.  I watched as a string of precum stretched from my hole to
her lips as she pulled her head back a little.  She opened her mouth then
slowly took my cock inside.

   "AAAHHHHHH, Oh yeah, Lexi that feels wonderful." I sighed loudly in
encouragement.

   The preteen held just the head of my cock in her mouth and was licking
all around it.  She made me shiver when she licked under the ridge and
surprised me when she stabbed her tongue against my pee hole.  Slowly she
began to lower her mouth down on my shaft.

   "OOOOHHHHHH sweetie, OOOOHHHHHH yeah that's perfect."

   Lexi looked up at me.  Her eyes were wide with excitement and wonder at
what she was doing.  My cock seemed to grow even harder when I saw her
looking at me with her small 11 year old mouth stretched around my stiff
dick.  She started to move up and down on my cock sucking and licking as
she went.  My balls were aching to release their load of hot cum but I
strained to make this wonderful experience last as long as I could.  I
groaned out when she pulled my cock out of her mouth.

   "Am I doing it right Bill?"

   "You're doing better than okay, you're doing an excellent job."

   "Can I ask you something?"

   "Ask away sweetie."

   "What did it taste like when you, you know, licked me back there?"

   "You mean when I licked your butt?"

   "Yeah, did it taste really nasty, a little bit nasty or not much as
all?"

   "Honestly, there wasn't much taste at all.  You remember that we washed
really well back there."

   "Can I try it on you?"

   "Lexi, you don't have too."

   "I know but I want to.  I can stop if I don't like it."

   "Well, okay if you're sure about doing it."

   "I am.  I want to do it at least once so I know what its like."

   I lifted my legs back to my chest and wrapped my arms around my knees to
held them in place.  Lexi licked the bottom of my shaft, my balls and then
moved to the crack of my ass.  I never expected her to want to do this but
was now very excited about feeling her preteen tongue on my ass hole.  She
changed her mind and stopped licking my crack.  Instead she started placing
small kisses over my butt cheeks.  I could hear her sniffing as she got
close to my ass hole.  Evidently she didn't find anything she objected to
because soon I felt her tongue moving along my ass crack working its slowly
towards my tight rear hole.  It felt like a jolt of electricity hit my ass
hole when her tongue passed over it the first time.  I couldn't help but
moan out in pleasure.  My ex would never do anything anal and only one of
my old girlfriends enjoyed anal play so this was really a treat.  Lexi
moved her tongue back down to my hot hole and began to lick all around the
puckered opening.

   "AAAWWWW Jesus Lexi, you're driving me crazy."

   I heard her giggle softly as she rimmed my ass.  I told her to use her
hand and stroke my cock while she licked my ass.  I grunted in pleasure as
her hand began to pump my cock and her tongue stabbed at my hole.  I could
feel her tongue slowly work its way into my ass.

   "Oh sweet Jesus, Lexi that feels so darn good."

   Her small tongue wiggled all around the inside of my ass as her hand
slowly and steadily stroked my hardness.

   "I think you need to start sucking my cock again, I don't think its
going to be long before I shoot my cum." I told her through gritted teeth.

   She gave my ass one jab with her tongue before move her mouth back to my
cock.  I lowered my legs so she could service my dick better.  I held her
head lightly with my hands guiding her and setting the speed of her
blowjob. I could feel my nuts begin to pull up in their sack.

   "Okay Lexi, I'm going to shoot real soon so if you want to take your
mouth off now is the time.  Just use your hand like before."

   She took my erection from her mouth and stroked it rapidly as she stared
at it.  My cum was building to almost unbearable pressure.

   "AAAAWWWWW, OOOOHHHHH, I'm cumming Lexi, OOOHHHHH God I'm cumming." I
cried out to my little lover.

   The first blast of my hot cum flew out of my cock and hit her on her
nose.  She let out a shriek of surprise.  I shot another massive string of
cum hitting her right on her lips.  I saw her tongue come out and taste my
slimy seed.  She opened her mouth and let the next blast fill her preteen
mouth.  I watched as her throat muscles worked to swallow the sticky load.
She closed her lips around my cock as I fired another spurt into her mouth.
She sucked and sucked until my dick began to go soft in her mouth.  When I
finally stopped cumming she licked me clean then let my now limp dick fall
from her mouth.

   "I like it Bill, I like the taste of you stuff."

   I pulled her to me ready to kiss her.  She pulled back and told me not
until she washed her face and brushed her teeth.  I smiled at her but
pulled her to me anyway and kissed her sticky lips.  I could taste my salty
cum on her lips and tongue.  We kissed and hugged.  I told her that she had
given me the best orgasm I've ever had.  She kissed me telling me that she
enjoyed doing that to me.

   "Can I please go brush my teeth now." She smiled as we broke off our
kiss.

   "Only if you hurry back to me."

   "Deal." She giggled as she jumped off the bed.

   I hollered at her to use my toothbrush if she wanted to.  She yelled a
thank you back as the door to the bathroom shut.  My heart was still
pounding from my massive orgasm.  I wasn't lying when I said it was the
best I ever had.  Just thinking about it made my cock begin to stiffen.  I
looked down at my dick not believing that it was getting hard again after
cumming twice already.

   It only took Lexi about 5 minutes to freshen up.  She came bounding out
the bathroom and leapt up onto the bed next to me.  She snuggled next to me
resting her head on my shoulder.  I wrapped my arms around the lovely
little girl and kissed the top of her head.

   "Did I do it right Bill?  Did I suck it okay?  Did you feel really
good?"

   "Yes, yes and yes." I laughed lightly at her string of questions. 
"Sweetheart, that was the best blowjob I've ever had.  You made me feel so
good."

   "I like doing it.  I'll do it again if you want me too." She told me as
she took my semi-hard cock in her warm hand again.

   "You can do anything you want.  I just love being with you and seeing
you feel so good."

   "Really, I can do anything?  Even put your cock in my pussy." I know
what sex is.?  She chuckled.  "I really want to see what that feels like."

   "Are you sure, it might hurt the first time.  You're still pretty
small." I warned her.

   "I can always stop if it hurts too bad, right?"

   "Yep, you can always stop when you want to no matter what we do."

   "Then can I try?  Please Bill."

   "If you can get it hard then you can try, but I don't know, I'm already
shot my cum twice today."

   "I can do it.  I'll make you hard, just watch." She smiled as she moved
between my legs.

   She took my dick in her hands and licked all around the spongy head. 
She teased my pee hole with the tip of her tongue again.  I shuddered in
delight at the feeling of that.  She licked down to my balls sucking them
gently into her warm mouth.  She used her tongue to roll them around.  I
could feel my dick begin to respond.

   "See, its working." She said happily.

   I groaned softly when her lips circled around my cock.  She sucked and
pushed a couple of inches of my meat into her preteen mouth.  She began to
slide her lips up and down my shaft.  To my wonderment, my cock began to
stiffen to its full erect length.

   "Jesus Lexi, you're going to kill me with that wonderful mouth of
yours."

   "I knew I could get you hard again, I just knew I could."

   I closed my eyes and just enjoyed what her mouth was doing on my dick.
She used her small hand to massage my nuts as she sucked on me.  I felt
like a teenager again.  Its been a long time since I could climax this many
times.  I told her that if she really wanted to do it then she needed to
stop.

   "Why, was I sucking it pretty good for you?" She teased.

   "Good enough for me to shoot again." I laughed with her.

   "Then I better stop.  I kind of want to feel what it feels like when you
shoot your stuff inside of me.  I bet its all hot and wet."

   "I guess you'll find out soon enough." I told her with a smile.

   "What do I do Bill.  I don't know anything." Lexi whined.

   "Hey, we all have to learn how sometime.  Don't ever feel bad about not
knowing what to do."

   "Okay, I just don't want to seem like a little girl."

   "Honey, you are a little girl but I love you for being that."

   "REALLY, you love me?"

   "Yes Lexi, I really love you.  I wish you could be with me all the
time."

   "Me too Bill.  I love you.  Not like I love my mom and dad but
different."

   I pulled her close and kissed her tender moist lips.  Our tongues found
each other as we kissed.  My hands roamed over her sexy young body, making
her wet and ready for my dick.

   "What do I do Bill.  tell me."

   "I think its best if you get on top and kind of go at your own speed."

   "What do you mean."

   "Okay, lay on top of me and I'll kind of show you."

   She moved on top of me.  I could feel her small puffy tits on my chest
and my cock could feel the heat of her cunt as she laid on top of it.  I
told her that she should just kind of slide her pussy along my cock to get
the feel of it.  I wiggled my hips until my dick was nestled in her cunt
crack.

   "Okay Lexi, now move your pussy along my dick."

   She began to move her hips slowly making my cock slide along her wet
slit.  I could feel the dampness and the heat of her young preteen pussy.
She let out a gasp of surprise when she felt just how good it felt.

   "Oh Bill, this is better than anything." She sighed as she moved faster.

   She was moving so my dick would hit her little clit each time she moved
forward.  Her breathing became more labored and rapid.  Her small tits were
rubbing along the hair on my chest which I'm sure made her nipples stiff.

   "AAAAHHHH, OOOHHH Bill, OOOHHHHH this feels so good."

   I reached down and held on to her smooth ass cheeks.  I guided her along
my cock.  I would push down on her making my cock rub harder in her slit.
She wiggled her hips as she worked her pussy on my hard cock.

   "AAAWWWWWWWW Bill, I'm . . .  Oh I'm cumming.  OOOHHHHHH" She cried out
as her pussy soaked my cock with her cunt cream.

   "Now quick sit up and put my cock at the entrance to your pussy and push
down slowly." I told her.

   She quickly sat up and grabbed my cock with her hand.  She placed the
head of my dick against her tight virgin 11 year old pussy.  Lexi looked at
me and I told her to push down slowly.  I felt my dick begin to bend almost
painfully as she pushed down trying to get it to enter her small pussy. 
She was panting hard.

   "OH!  It's going in Bill, I feel it, its going in." She cried out in
excitement.

   Her young vagina slowly opened enough to let the head of my cock slowly
ease into her.  The heat and tightness was unbelievable.

   "Are you okay Lexi.  Do you want to stop?"

   "No way, it feels nice.  Kind of big but nice."

   "Okay, just hold it there until you get use to it." I told her.

   "Are we fucking?" She blurted out blushing brightly.

   "I'd rather think of it as making love but its been called fucking."

   "I heard some kids talking about it on the bus one day.  I like calling
it making love better too."

   "When you're ready push down again a little.  If it hurts you need to
stop."

   She pushed against my cock and I felt her pussy suck more of me inside.
She let out a fairly loud yelp.  She looked at me with fear in her eyes.  I
asked her if it hurt when she pushed down.  She nodded her head asking me
what was wrong.

   "It's your hymen.  It's a small piece of skin inside that needs to be
broken if you want to continue."

   "Will it hurt Bill?"

   "I'm not going to lie to you Lexi.  It will hurt for a few moments but
then it will start to feel real good.  Do you want to keep going or would
you like to stop?"

   "I think, Uhm, I think I want to keep going."

   "It's probably better if you just push down real hard and get it over
with."

   Lexi looked at me, her eyes wide with worry.  I mouthed the words "I
love you" at her.  She smiled weakly then lifted up just a little.  She
whispered "I love you too" at me then pushed down hard.

   "OUUUCH!" she cried out as my cock slide all the way into her preteen
body.

   I saw tears running down her cheeks.  My heart ached for her.  I held
her tightly whispering that it was okay and she will be okay in a few
moments.  I rubbed her back as she cried softly.  Her tears fell on my
chest making me want to cry with her.

   "Are you okay sweetie, does it feel a little better now.?" I asked after
a few minutes.

   She smiled a weak smile and nodded her head.  She said that it really
hurt for a bit but now it was going away.  I couldn't believe that my dick
was still hard.  Her pussy was so damn hot and tight I wasn't sure that I
could hold off shooting my cum into her.  I told her that when she was
ready she should move herself up and down on my cock.

   "I think I'm ready to do that now." she told me.

   She put her hands on my chest and pulled her hips up so my dick pulled
out of her pussy a little.  She then pushed down letting out a loud gasp as
she realized just how good it felt.  Each time she lifted up she pulled
more of my dick out of her pussy before sliding back down on it.  She got
the hang of it real fast and soon was bouncing on my cock like a pro.  I
reached up and began to pull and pinch her little nipples.  Her mouth hung
open and her eyes were glazed over.  She was groaning louder each time my
dick slid all the way into her.  When she pushed down I grabbed her hips
and rolled her over.  I began to pump my cock in and out of her 11 year old
pussy.  She grunted each time I slammed my dick all the way into her.  Her
legs wrapped themselves around my hips instinctively.

   "OOOOHHHHH Bill, OOOOHHHH yeah don't stop, OOOHHH my God this feels
fantastic." Lexi cried out to me.

   I had no intention of stopping.  I don't think I could if I wanted too.
My balls were pulling up in their sack but I wanted her to cum before me or
with me.  I bent my head down and sucked her little nipple into my mouth. I
bit down gently on it.

   "AAAAAAAHHHHHHH, OOHHHHHHHH Jesus, I'm . . .  I'm . . .  OOHHHHHHHH Bill
I'm cumming." She screamed.

   "Yes Lexi, cum for me, cum on my hard cock.  I'm going to cum too.  I'm
going to fill your pussy with my hot sticky cum." I growled at her.

   She slammed her pussy back to me.  I felt her cunt muscles ripple along
my hard cock.  Her young pussy was milking my dick.  I felt myself get
bigger then a burning heat rush up my cock.  I blasted my cum hard and deep
into her pussy.  For someone who had cum twice before already, I pumped a
good sized load into Lexi's cunt.

   "I feel it Bill, Oh its so hot." She moaned out as I kept pumping my
cum.

   "God that was so good Lexi, I love you honey."

   "I love you too Bill.  I think you overfilled me.  I think I'm leaking."
She giggled.

   I pulled my cock out of her well fucked pussy and saw a river of cum
follow.  I watched as it puddled around her ass.  I looked over at the
clock and saw that we had about an hour before her mom and dad came.  She
saw me looking at the time and told me that she wished she didn't have to
go.  I told her that I wish she could stay here too but we both knew that
was impossible.

   "Let's get cleaned up then grab a bite to eat." I suggested.

   "Can we take a bath together, I saw that big tub in there." She asked.

   "Sure, why don't you go get us a couple of sodas and I'll get the tub
started."

   When she left the room, I went to the closet and got out a few candles.
I placed them around the tub, turned the water on and the lights off.  Lexi
came back with the drinks and smiled broadly when she saw what I had done.

   "Oh Bill, its so romantic."

   "Come on, we don't have a lot of time."

   We forgot about our drinks as we relaxed in the tub.  I climbed into the
tub first and moved back to allow her to sit in front of me.  She sat down
between my legs and leaned back on my chest.  I wrapped my arms around her.
I moved my hands so each one covered a small tit I could feel her nipple
harden in the palm of my hands.  Lexi sighed in contentment.  We talked
softly about what we've today.  She murmured how she hated for this day to
end.  I told her that I had a plan and maybe it wouldn't have to end yet.
She sat up and turned sideways so she could look at me.

   "What's the plan?"

   "How good can you act?"

   "What do you mean?"

   "Okay, here's my plan.  When we get out of the tub, you go lay down in
the bed in the spare room.  When your parents come to pick you up, I'll
tell them that you were so tired from raking that you fell asleep and I put
you in the spare room.  I'll suggest they leave you here until morning. 
How does that sound?"

   "I think it will work.  I can pretend to be asleep, that's no problem."

   "Great.  I'm hoping it works.  We better get cleaned up and get a bite
to eat before you go to bed."

   "I know what I want to eat." Lexi told me as she grabbed my limp dick.

   "I don't think you'd get much of a meal out of that when its like that."
I laughed.

   "I guess not." She laughed along with me.

   We spent the next several minutes washing each other.  My poor dick
never got even close to being hard.  I was hoping that it would recover if
our plan works.  We stepped out of the tub.  I dried Lexi's preteen body
with a big fluffy towel then told her to go get dressed.  I dried off and
dressed in a pair of gym shorts and t-shirt.

   We ate a light meal of soup and grilled cheese sandwiches.  I checked
the clock and told her that if her parents were on time, they would be here
in about 20 minutes.  I suggested she get on the bed and practice her
acting.  I washed and dried the dishes and put everything in their proper
place.  I walked to the spare bedroom to check on Lexi and saw that she was
lying on top of the bed sound asleep.  I walked over to the bed and looked
down at the sweet angel.

   "That's some good acting." I whispered.

   When she didn't respond, I realized that she wasn't acting but was
actually asleep.  I put a light blanket over her and left her sleep.  I
watched TV while I waited for her mom and dad to come.

   I heard the knock on the door about 45 minutes later.  I opened the door
to see my neighbors standing there.  I invited them to come in.

   "I hope Lexi was no problem for you Bill." Stu said.

   "Nope, she was an angel the whole time.  She was a big help raking the
leaves too."

   "Where is she?" Stu's wife Alice asked looking around.

   "Follow me and I'll show you."

   They followed me down the hall.  I quietly opened the door and showed
them their sleeping daughter.  Alice walked over and looked down at her. 
She brushed some hair from her daughters eyes then turned back and asked
how long she's been sleeping.  I told her about 30 minutes probably.

   "It would be a shame to wake her up.  If you want you can let her sleep
here and I'll send her home in the morning after breakfast."

   "Really?" Stu said as he winked at his wife.

   I knew that look that he gave Alice.  I knew that I would get my wish. I
knew what Stu wanted to do now that his daughter wouldn't be home to bother
them.  I saw Alice smile at her husband and moved next to him.

   "Are you sure you don't mind Bill?" She asked.

   "Not at all, she'll probably sleep all night through."

   "Thanks buddy, Alice and I can use a little alone time." Stu said as he
patted his wife's ass.

   "STEWART, you stop that." She shrieked but then laughed.

   "Let me go check on her again.  I'll be right back." Alice said.

   I went to the fridge and pulled two beers out.  I handed one to Stu and
twisted the cap off of mine.  We were sipping our beer when Alice walked
into the room.  I offered her a beer which she politely declined.

   "I got her pants and shirt off and put her under the covers.  She will
be more comfortable like that."

   I nodded my head and told her that it was a good idea.  We chatted for a
while as Stu and I finished our beer.

   "Are you ready to go honey." Stu asked his wife.

   "I guess so.  Just send her home when she gets up." Alice told me.

   "Not too early Bill.  I plan on wearing this gal out."

   "Jesus Stu, why not tell the world what we are going to do." She said in
exasperation.

   "Come on Alice, Bill knows what we are going to be doing.  I'm sure he
don't mind keeping her here until a decent hour."

   "I'll tell you what.  You give me a call when you are up and I'll send
her home then, how about that?"

   "Okay deal.  Let's go Alice before Bill changes his mind." He chuckled.

   I walked my neighbors to the door and watched as they headed down the
sidewalk.  I shut the door, locked it and turned around to see Lexi
standing there.

   "I told you that I could fake sleeping real good." She smiled at me.

   "You mean you were awake when I came in the first time."

   "Yep, I was awake when you covered me with that little blanket."

   "Well we pulled it off, we have all night now." I told her as I pulled
her to me.

   Our lips met in a passionate kiss.  Our tongues met as she slowly slide
hers into my mouth.  I sucked her tongue gently while swirling my tongue
around it.  She moaned softly into my mouth.

   "I love kissing you Bill.  It makes me feel so nice."

   "Me too, you're lips are so soft and kissable." I told her as I kissed
her again.

   `"You're silly." She giggled.  "What are we going to do now Bill?"

   "Anything you want sweetie.  This night is for you.  We can do whatever
you want."

   "I don't know, I'm all new at this you know." She giggled again.

   "Well, what did you like the most?  What made you feel the best."

   "I liked it all but what I kind of liked isn't the one that made me feel
the best."

   "Really, which one made you feel the best." I asked the preteen.

   "When you put your dick in my pussy, that was the best feeling I've ever
had in my whole life."

   "Okay, so that made you feel the best.  Which one did you like the
most."

   "Well, I kind of . . .  you know when you . . .  gee Bill, it was when
you licked my butt hole.  I really liked that." She stammered blushing
brightly.

   "Hey, don't feel embarrassed.  You can talk to me frankly and never
worry about what I think of you.  If licking your butt was what you liked
the most then that's it.  If you want me to do that again, I would love
to."

   "Yeah, I want to do that again.  It felt so weird but so good too. 
Maybe because its kind of nasty it makes it feel good."

   "Maybe your right Lexi.  I don't mind because I find everything about
you absolutely delicious." I chuckled lightly.

   "OOHHHH are you going to eat my butt?" She roared with laughter.

   "Maybe I'll do even more." I laughed with her.

   She got a serious look on her face and asked me what I meant by that.  I
told her that sometimes a man puts his dick he a woman's butt hole.  She
looked at me like I was crazy.  I told her that some women like it but
others don't.

   "Do you think I'd like it Bill?"

   "Oh honey, I don't know.  You're still pretty small and I sure don't
want to hurt you."

   "Can we try.  I kind of want to see what it feels like.  Your tongue
really feels good."

   "I guess I can try to put a few fingers inside and see how you do.  How
about that."

   "Cool." She said in excitement.

   She put her soft lips on mine and kissed me hard.  Her tongue pushed
into my mouth searching for mine.  Her small hands held my head as she
kissed me.  She put kisses all over my face telling me just how much she
loved what we've done so far.  I assured her that I had enjoyed it just as
much as she did.

   "Bill, can we do it now, I'm getting so wet down there."

   "Sure honey, turn over on your hands and knees.  Show me that pretty
butt."

   She laughed as she got into position.  She put her head on the pillow
wiggling her butt at me letting me know she was ready.  I moved behind the
sexy preteen and gazed at her magnificent ass.  I could see the dampness in
her pussy slit.  I used my hands to spread the cheeks of her ass apart
exposing her little rosebud.  I blew softly against her tight ass hole
making her wiggle it even more.  I put my lips on her left butt cheek
kissing and licking all over it before I moved to the other side.  When I
finished with the right side I put my tongue in her ass crack and licked
down toward her 11 year old cunt.  She jerked a little when my tongue ran
across her ass hole.  I kept licking until I slid my tongue into her hot
pussy.  She let out a long loud sigh as my tongue sank into her sex.

   "Shit, I'll be right back, I forgot something." I cussed as I jumped off
the bed.

   "What is that?" Lexi asked when I came back carrying a tube.

   "It's just some lube to make it easier to put my fingers into your
butt.'

   "Oh, okay."

   I climbed back on the bed and put the tube of lube next to me.  I put my
tongue back into her pussy and began to wiggle it all around.  Her ass was
rotating on my face tying to get my tongue in deeper.  I pulled out of her
cunt and began to lick up her butt crack.

   "Oh God Bill." She sighed when my tongue touched her puckered hole.

   I circled her tight hole a few times then began to stab at it with my
tongue.  She grunted softly each time I pushed against it.  Each time my
tongue eased in just a little more.  Finally her tight muscle ring relaxed
enough to push my tongue into her preteen ass hole.  I head a loud sigh
escape her lips as I moved my tongue around inside of her bowels.

   `Oh yeah, this feels so good.  I love the way it makes me feel."

   I reached for the tube of lube and put a good size gob of it on my
finger.  I slowly pulled my tongue from her ass and immediately replace it
with my finger.  I slowly pushed it into her young body.

   "UUGGGHH, Oh my, OOHHHHH I feel it.  It feels so far in." She groaned.

   "Promise to let me know if anything I do hurts."

   "Okay, I promise."

   When my finger was completely inside of her I slowly began to rotate it
in little circles.  Lexi groaned out but sighed that it felt so good.  I
withdrew it so just the tip of my finger was in her ass then slowly pushed
it all the way back in.  Again I heard a loud sigh.  I did it again a
little faster this time.  It wasn't long before I was pushing my finger in
and out of her young ass at a good speed.

   "So good Bill, OOOOHHHH this is so good."

   "Do you think you can stand another finger?"

   "Huh-huh, go ahead and try.  I'll let you know if it hurts."

   I coated a second finger with lube and put it with the first finger. 
Lexi grunted and groaned a little but her ass hole began to dilate allowing
both of my fingers to begin to slip into her.  She was panting like a steam
engine but not complaining.  I stared in amazement as her very young ass
hole slowly opened enough to allow me to sink two fingers into her ass.

   "Oh Bill, I feel so full back there." Lexi moaned softly.

   "Do you want me to stop sweetie?"

   "Don't you dare.  I feel full but I feel good too."

   "Okay, you're the boss." I chuckled as I pushed both fingers in as far
as I could.

   "AAAAAAHHHHHHH, Oh Jesus, OOOHHHHH God I'm going to cum soon if you keep
doing that."

   No sooner did she say that than she began to shake and shove her ass
back on my fingers.  She let out a high pitched squeal as her pussy oozed
out her preteen girl cream.  I pulled my fingers out of her ass and watched
as her young hole slowly began to close shut.  She shuddered through a
pretty good orgasm before she turned her head and smiled back at me.

   "Can we try it now?  Can you put your cock in my butt?"

   "Are you really sure?"

   "Just do it Bill.  I'll tell you if I want you to stop."

   "Okay honey, here it goes."

   I placed the head of my had cock against her puckered hole.  It was
still greased and I didn't think there would be a problem pushing into her.
I grabbed her small hips and began to push.  I heard a loud gasp from Lexi
as her tight ass hole began to spread open.  I watched intently as my cock
head began to disappear into the darkness of her ass.

   Lexi was puffing loudly as her young preteen ass hole stretched around
my adult sized dick.  I asked if she was okay.  I kept staring at her pink
skin as it slowly engulfed the head of my cock.  The heat and tightness was
nearly unbearable.

   "It's in Bill, I can feel it, its inside of me." She grunted as the
entire head of my dick was buried inside of her.

   "Yeah it's in Lexi but only the head.  Do you want me to keep going?"

   "Yes, don't stop now.  I want to feel all of it inside."

   I couldn't believe that this little 11 year old could take my cock in
her pussy much less her ass.  I worried that I would hurt her so I didn't
move at all.  She begged me to push more of my cock into her ass.  She
didn't have to ask twice.  I held on to her small hips and pulled her
slowly back.  I felt her silky soft bowels grip my hard on as I eased more
of my meat into her ass.

   "AAAAAAAAAAHHHHHHHHH, OOOHHHHH push it in Bill, I want it all.  OOHHHH
God, OOOHHHHHH push it all the way in."

   My dick ached with pleasure as I listened to my preteen lover begging me
to fill her ass more with my hardness.  Slowly I sunk all the way in.  My
balls were resting on her pussy as sweat ran down my forehead.

   "Are you okay baby." I asked/

   "Yeah, OOOHHHH it feels so good.  I think I can feel you all the way to
my belly." She said trying to laugh a little.

   "I can't believe how tight and hot you are.  This is incredible." I told
her as I held myself deep inside of her.

   "Now what, do you move just like you do when its in my pussy?"

   "Yep, just like that.  Do you want me to start now or do you need more
time to get use to it?"

   "I'm ready, I'm ready Bill, fuck me, fuck my ass." Lexi said bluntly.

   My hard dick twitched inside of her bowels when she told me that. 
Something about an 11 year old girl talking dirty like that really makes me
hard.  I looked down at where my cock should be but only saw the smooth
roundness of her ass cheeks.  My cock twitched again.  I asked her to
repeat what she just said.

   "I said I was ready for you to fuck my ass." She giggled as she felt my
dick twitch one more time.  "Fuck my little ass and fill me with your
sticky cum."

   "Oh God." I groaned listening to her talk so dirty.

   "You like to hear me talk like that don't you Bill." She giggled out
loud as my dick jerked in her ass hole.

   "You have no idea what you're doing to me." I grunted out.  "I'll go
slow at first.  Let me know if it hurts or is uncomfortable for you."

   I pulled my dick out just slightly then slowly pushed it back in.  She
let out a low moan and managed to wiggle her cute little butt back at me. I
pulled a little farther out before pushing back in the next time.  Lexi
grunted softly but still didn't say anything to me.  I pulled half my
erection out before sliding it all the way back in.

   "Oh Jesus Bill, OOHHHHH it's hitting something that really makes me feel
good.  Don't stop, I love your cock in my ass."

   I groaned out when I heard that.  She giggled at what she was doing to
me.  I withdrew my cock back until just the head was left inside of her.  I
watched my cock disappear back into her ass as I pushed slowly until my
balls were resting on her pussy mound.

   "Are you okay sweetheart?" I asked with my dick buried deep in her
bowels.

   "I'm better than okay.  Keep going, this feels great."

   I pulled back again but this time I shoved my cock back into her fast
and hard.  She let out a soft gasp and moan, I repeated that move over and
over again.  My balls were slapping up against her pussy as I pounded my
hardness into her preteen ass hole.  I pulled my cock completely out of her
ass wanting to see her 11 year old ass hole stretched open.  I could see
the pink meat of her bowels as I looked into her wide open ass hole.  I
lined myself up with the gaping hole and shoved my cock in fast and hard.

   "AAAAAAHHHHHHHHHHHHHH, OOHHHHH Bill, OOOHHH God I'm cumming, OOOHHHHH
I'm cumming Bill, push it in harder.  Fuck my ass.  Oh fill me with your
cum." Lexi begged knowing how her talking dirty turns me on.

   Her ass muscles rippled along my shaft as she climaxed hard.  I held her
hips and pounded my hard cock in and out of her preteen ass.  Sweat was
running down my forehead from straining to hold back my cum so she would
feel as good as possible.  She screamed out that she was cumming again.  My
balls were wet from her pussy juice that was flowing from her hairless
pussy.

   "I can't . . .  I can't hold back any longer Lexi.  OOOOHHHHH yeah, I'm
cumming, OOOHHHH God I'm cumming in your tight ass."

   My cock erupted like a volcano filling her bowels with my hot sticky
cum. I held her tightly by her slender hips with my dick completely buried
in her ass.  I grunted softly with each spurt of my cum.  She ground her
hips back on mine as she rode the waves of her second orgasm.

   "Oh I feel it Bill.  I feel your cum.  Its so hot.  OOHHHH so hot and so
good."

   I finally finished shooting my load and just held my softening dick in
her ass, enjoying the heat and tightness of her rear hole.  My limp dick
slipped out of her freshly fucked ass hole followed by a small stream of
pearly colored cum.  I reached over to the night stand and took some
tissues to catch my seed.  I put the tissue against her ass hole catching
the cum that was oozing out.

   "That was so cool.  I never knew that it could feel that good back
there." Lexi told me as she turned her head on the pillow to look at me.

   "Stay on your hands and knees until your finished leaking." I chuckled.
"I could tell you enjoyed it as much as I did."

   I took the tissue away and looked at her little wrinkled hole.  It was
kind of read and looked sore.  I asked her how she felt back there and she
said that she felt okay.  I bent down and kissed the little rosebud making
her giggle.  My tongue ran down to her pussy and into her hot little
vagina.

   "AAAAAAAAWWWWWWW, that feels nice.  Are you gong to make me cum again?"

   "Would you like that?"

   "I'd love that but I need to pee and I'm kind of tired." She told me. 
"You're not mad are you?"

   "I'm not mad, and you don't ever have to be afraid to say you don't want
to do something.  You go pee then join me in the shower.  How does that
sound/"

   "Okay." She said as she rolled over onto her back and sat up.

   She got off the bed running to the bathroom.  I followed her into the
master bath getting right into the shower stall.  I heard her fart loudly
and giggle softly.  I washed myself thoroughly and was rinsing off when she
opened the shower door and joined me.

   "Sorry about that noise." She said blushing slightly.

   "That's okay, I pumped a lot of air into you.  It's only natural for it
to come out."

   I grabbed the soap and asked her if she would like me to wash her.  She
smiled at me nodding her head.  I soaped my hands and ran them all over her
young supple body.  I didn't linger on any spot too long knowing that she
was tired and in need of some sleep.  She washed her own hair then we both
stepped out of the shower stall.  After drying ourselves off I asked if she
was hungry or thirsty.  She shook her head and told me that she just wanted
to lay on the bed with me.  Once on the bed I drew the covers up over us.
She snuggled against my side with her arm draped over my chest.  I kissed
the top of her head telling her how much I loved her.  When she didn't
answer I looked at her face and saw that she was fast asleep already.  I
closed my eyes and soon joined her in slumber land.

   I woke in the morning with a raging erection and a soft mouth covering
it.  Lexi was slowly bobbing her head on my stiff dick using her tongue
just the way I like.

   "Good morning sweetie, you know if you swing around I can lick that
pretty little pussy of yours." I told her with a grin.

   Without taking my dick from her mouth, she moved herself so her pussy
was directly over my face and her puffy nipples were resting on my stomach.
I plunged my tongue into her hot cunt immediately.  I heard a muffled moan
come from her as I attacked her pussy with my tongue.  I nibbled on her
hard little clit which made her pussy drip her juices onto my face.  I
licked up every drop of her cunt cream that I could get.  Her hips began to
push down on my lips.  I massaged her smooth butt cheeks as I tongue fucked
her preteen pussy.  She moaned a little louder when my finger ran along her
ass crack and tickled her rear hole.

   "AAAAAAHHHHHHH, Oh Bill, OOOOHHHHH push your finger up my ass." She
groaned as my dick slipped from her lips.

   I slowly pushed my finger all the way into her 11 year old ass.  She let
out a long sigh when it was all the way in.  She quickly put my cock back
into her mouth and began to suck hard and fast on my stiffness.  I could
tell that it wouldn't be long before I filled her mouth with my hot slimy
cum.  I doubled my effort to bring her off before I shot my cum.  I plunged
my tongue deep into her pussy as my finger reamed her ass hole.  She let
out a loud wail as my cock fell from her mouth.

   "AAAAAAAAHHHHHHHHHHHH, OOOOOOHHHHH yeah, I'm cumming, OOOOHHHHH God
don't stop, I'm cumming." She screeched.

   My mouth filled with her warm girl juice as I lapped at her preteen
pussy.  She was grinding her pussy on my face as she shuddered through a
huge orgasm.  I swear they were getting bigger and longer the more we do
it. She slowly recovered and began to stroke my cock with her small hand.
She licked around the head and stabbed my pee hole with the tip of her
tongue.  She opened wide and took my hardness back into her warm mouth.

   "AAAAAAAAHHHHHHHHHHH, you are really getting good at this." I praised
her.

   She began to suck harder and faster trying to prove that she was as good
as I said she was.  Her tongue wrapped around my shaft as she moved her
mouth along my cock.  One of her small hands massaged my balls gently while
her other hand moved farther down.  I felt her finger moving toward my ass.
She moved her little finger around in circles over my puckered hole.  I
bent my knees a little so she could reach better.  Slowly she pushed her
digit into my ass.  My cock jerked in her mouth when her finger was all the
way in and she began to wiggle it around.

   "AAAAAWWWWWW Jesus Lexi, I'm not going to last much longer the way you
suck me."

   She started to pump her finger in and out of my ass as she sucked even
faster on my hard bone.  I could feel my balls begin to tighten in their
sack and knew it wouldn't be long.  Her finger massaged my prostate and
that was all it took.

   "AAAAAAAAHHHHHHHHH, OOOHHHHHHH Lexi, I'm cumming, take it honey, swallow
all my cum.  Eat it all.  AAAAAAAAAAAHHHHHHH."

   The poor girl had to swallow fast and often just so she wouldn't drown
in all my cum.  I pumped several large shots into her mouth before it
slowed down to a few weaker spurts.  She gulped down my entire load never
spilling a drop of my cum.  When I was done she sat up and licked her lips
clean.

   "How was that?" She wanted to know.

   I pulled her to me kissing her soft tender lips.  My tongue found her
sticky tongue still with some remnants of my cum on it.  I sucked her
tongue tasting my salty seed.  My hand moved down to her little tits with
their puffy nipples.  As soon as my fingers touched her nipple the phone
rang.

   "Hello." I said as I picked up the phone off the night stand.

   "Huh-huh, no, she was no trouble.  She's been up for a while, in fact
she just got done eating." I told Stu while smiling at Lexi who was
laughing into a pillow.

   "Did you guys eat yet?" I asked into the phone.

   "Well, why don't you have a nice breakfast and I'll send her over in
about an hour."

   "Okay Stu, talk to you later." I said before I hung up the phone.

   "We got an hour can we do some more stuff." Lexi asked as she took my
dick in her warm hand.

   "I don't think so.  You need to take a shower.  We both smell like sex."


   "I don't want to go.  I wish I could stay here.  I love doing all that
stuff with you."

   "I'm sure we can find time to be together again.  But for now we have to
be careful so nobody gets suspicious."

   "Okay Bill.  Will you take a shower with me and wash me again."

   "I sure will honey.  Lets get going."

   I followed her into the bathroom.  Her little ass wiggled as she walked
and I could feel my dick stiffen already.  She sat on the toilet while I
got the water temp just right.  We spent the next twenty minutes washing
each other.  She tried to get me off again but I was just too drained for
that to happen.  I did manage to get a small cum out of her as I rubbed her
bald pussy for a few minutes.  She told me that it wasn't the biggest one
or the best one but it still felt really nice.  I kissed her cute little
nose telling her that I was happy to make her feel good even if it wasn't
the best.

   We dried off and slowly got dressed.  I decided to walk Lexi over to her
house.  She walked in the back door with me following close behind.  Stu
and Alice were sitting at the kitchen table.  Alice had that just fucked
look about her.  Stu offered me a cup of coffee which I gladly accepted.  I
sat next to Stu and Lexi next to her mom.

   "Hey buddy, I have a big favor to ask?" Stu said as he looked at me.

   "What is it Stu, I'll be glad to help if I can."

   "Alice and I have a chance to use my bosses cabin on Lake Cherokee next
weekend.  I was wondering if Lexi could stay with you."

   "Hey, can't I go too." Lexi chimed in.

   "I'm sorry honey but its all adults.  There's three other couples
going."

   "Sure Stu, if Lexi don't mind staying with an old fart like me."

   "I don't know.  Can you rent a couple of movies?" She smiled at me.

   "Lexi, don't be rude.  Bill is nice enough to watch you that should be
good enough."

   "I know mom, I was just teasing Bill."

   "What day are you leaving and returning, just so I know and can kind of
stock up the kitchen."

   "We'll be leaving Friday after work and coming back Sunday afternoon."

   "You mean I have to stay with him all week-end long." Lexi complained to
her parents.

   "I'd be glad to help out but if she doesn't want to stay with me then
maybe you better look for someone else." I told them.

   Stu and Alice both shot their lovely preteen daughter a very nasty look.
No words were spoken and it only took a few seconds for Lexi to agree to
the plan.  As Stu and Alice smiled at each other they failed to see Lexi
smile and wink at me.  I knew what she was doing and appreciated her trying
to throw her parents off track about us.

   "Good then its all settled.  Bill, we will give you enough money to take
her out to a nice restaurant to make her feel better.  I thanked them and
told them that it wouldn't be necessary.  I said it would be my treat.  Stu
shook my hand thanking me profusely.  Alice stood up and gave me a huge
hug. She kissed my cheek whispering her appreciation also.

   Lexi and I didn't leave the house much that whole week-end.  I don't
think I've cum so many times as I did those few days.  We did everything
that we could think of.  Lexi was a willing partner, willing to try
anything and everything I suggested.

   When Stu and Alice returned I told them that anytime they needed to get
away or wanted some private time just to let me know.  They thanked me and
told me that they would be taking me up on that offer.  Lexi and I spent
several years meeting up whenever the opportunity presented itself.  Sex
slowed down a lot when she began to date in high school.  She would come
over sometimes after a date and I would suck her pussy clean of some guys
cum as she told me all about how he fucked her.  I didn't care as long as I
got to sink my cock in her lovely pussy.



   Read more of my stories at: /files/Authors/Durango

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