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�I want to make you feel good this time, Nicole.� You have given me so much pleasure, I want a chance to return the favor.� So, what I want you to do is go into your room, where your bag is, and change into the outfit you think is the sexiest of all the ones you have. Then put your hair in pigtails, put on some makeup, and come back out here.� I will be waiting for you.�

�Okay!� she replied enthusiastically, jumped up and ran into the bedroom.� I had no idea what clothes she had with her, or what she would think of as sexy. I just wanted her to choose, so she would feel sexy inside.� If she picked it out, it was what she felt made her look most attractive to me.� While she was changing, I put myself back together.� This was her turn, and I was not going to worry about myself... at least for the moment.� I wanted to make her feel special now.� She had done so much for me already!

I had forgotten how long it took for teenagers to get ready.� I sat on the couch and changed the channel a few times while I was waiting.� A half hour went by, then 45 minutes.� I was about to go and make sure everything was alright when I heard the door close to her room.� I heard what sounded like heels on the hardwood floor as she approached.� Then from the hallway came her voice, �Are you ready?���

�Yes, I am, sweetheart,� I replied sitting up straight.� "I can hardly wait to see you."

She walked into the room, and I must have audibly gasped.� Gorgeous does not being to describe how she looked.� Her hair was in perfect little pigtails evenly down on either side of her.� There were pink bows at the end of each of them, and they dangled down close to her shoulder.� She had on a pair of small heart shaped earrings that glistened in the light.� Her face had a hint of makeup on it, and her eyes were lined with a light purple.� Her lips had a pretty pink lipstick on them.� Gorgeous so far.

Her dress was amazing.� It was all pink... no pattern or design to it.� The shoulder straps were about an inch think, and held the dress up at just the right height. The scoop front was low enough that I could see the upper curve of her breasts, even though they were small.� The dress was tight fitting, which accentuated her pre-teen figure.� It had no ruffles or ridges at the top, but laid flat against her skin.� Her bra covered breasts pushed out the top ever so slightly, giving a tease to the imagination of what they would look like.� The dress narrowed to the waist and then flared out in a silky material that came down about mid-thigh; it was light and fluffy, and moved when she walked.� She had no hose on, and her feet were in some nice pink high heels, maybe about 2�.� She looked so beautiful!

�Wow!� I said appreciatively. �You look stunning!� She blushed.

�Thanks,�� she said, and started walking toward me.� I put up my hand with a stop motion and then twirled my finger around, asking her to twirl for me.� She did so, and the flared dress came up as she went around revealing those lovely pink polka dot panties.� �Oh, do that a few more times.� I love it.�� She did, and each time I got a good glimpse of that tight little butt encased in those pink polka dot panties.� I was hooked on her!

When she stopped twirling, she walked over to me and I asked her to stand right in front of me.� I stood up and took her hand, and led her into my bedroom.� I have a full length mirror on the back of my bedroom door, and I pulled her around to be facing that full length mirror.�� Put her arms down by her sides and told her to stand still and watch.

I walked around behind her and leaned over to kiss her neck.� As I did, my hands came up to her waist and started to gently caress her soft sides.� I continued planting small kisses across her neck and shoulders while my hands came around to the front of the dress.� Slowly, I moved my hands up to her breasts, those tiny little orbs hidden under her bra.�� I held them in my palms, gently moving them around as I kissed each shoulder.� Her breathing started to get heavy and deep.

I then moved my hands down her body as I kissed her back above the dress. Slowly I moved my hands over her belly, careful to gently tickle her navel, and then proceeded downward.� She was mesmerized at the sight.�� I could see her looking at my hands as they moved down toward her sweet little pussy.� I kissed up her back, to her neck and then looked at her over her shoulder.� She looked me in the eyes and smiled as my hands cupped her virgin cunt through the dress.� Her breathing was now intense.

I watched each breath as the swell of her breasts grew, lifting them high above her chest.� I slowly started to pull her dress upward under my hands.� I kissed her shoulders again, all the while looking her in the eyes.� She had this dreamy look on her, almost like she was going to pass out from pleasure.� The dress was now high enough that her pink polka dot panties were visible.� I pulled the dress up a little higher, and moved my hand to the waistband of her cute panties.� Slowly, I moved my hand down under her panties and toward her little cunt.� She sighed and took a deep breath, almost gasping at the feeling.

My hand found the target, and I started to move my fingers in circles around her lips, gradually working them deep into her slit.� She tensed up, and I�m sure she had an orgasm.� I could feel her wetness as I gently slid one finger into her tiny little hole.� She now closed her eyes and melted into my arms as I moved my finger in and out of her love hole.� Her sweet pussy was delightfully tight, and I slid another finger in to give her a fuller sensation.� I lifted my head and saw the picture in front of me.� It was amazing.� Her expression was one of dreaminess, with this older man having his hands around her, one hand down her panties as her dress was lifted up.� I was rock hard.

I continued to kiss her neck and shoulders lightly as I moved my fingers in and out of her love channel.� She took a deep breath and shuddered, signaling another orgasm.� I was so thrilled that she was getting off.� My fingers went deeper, exploring her very inside until I found her hymen.� I did not want to push through yet, so I slid out to find her clitoris and began playing with that between my thumb and forefinger.� She moaned a very deep moan, and that really turned me on.

After a couple minutes of this, I moved my hand out of her panties and the dress fell back into place.� I turned her around and kissed her deeply.� My hands went around her and under the dress, taking hold of her petite little bubble butt.� Her arms came up around my neck and held tight as she returned my kiss.� She was learning to kiss better all the time, and this one was full of passion.� I pulled her to myself, and made sure my hard rod was right against her panty covered pussy.� I pulled her into me so she could not help but feel my engorged cock against her.

She picked up the hint and started grinding her pussy against my hard cock.� Reaching around, she grabbed my butt as well and pulled me into her.� The result was a lot of pressure on my rod, which was so hard to begin with.� I broke off the kiss and held her at arms' length.

�Did you enjoy that, my love?�� I asked

�Oh, my.� Do we have to stop? I am so turned on right now, I don�t know if I can stop.�� She leaned in to kiss me, and I let her, but did not return it with passion.

�Oh, my dear, we have so much more exploring to do.� Don�t worry, it will be worth every minute if we wait to go further.� I just wanted to take you to a wonderful feeling, and I think I did that.�

�Yes, that was amazing.� I enjoyed watching you do that to me.�

"I think it's time to go shopping!  Let me get dressed up in some nice clothes, and we can go to the store. It's ten, so they will think we just got out of church!"

"Okay.  Just groceries?"  Nicole asked with a smile.

"Well, that's what I thought. What did you have in mind?"

"Maybe you could buy me an outfit you would like to have me wear.  Pretty please?"  She batted her cute little eyes at me and I couldn't say no.

"All right. One outfit; that's all.  I'm going to go get dressed.� You can watch something on TV. I won't take long."

I went into the bedroom and chose some khaki pants and a blue shirt.  I put them on, put on some cologne, and went into the living room.  Nicole was sitting on the couch watching TV.  She looked so beautiful, and I thought about how lucky I was. I walked up to her and took her hand, lifting her from the couch.

"You look nice," she complimented, smiling up at me.  "I wish we could stay here and play some more."

"Oh, Nicole. There will be plenty time for that. I don't want to get worn out the first day.  Remember, you're young and have a lot of sexual energy.  I still have a sex drive, but I'm older and have to take it slower.  I think you can understand that."

"Sure, Tom.  I just want to make you happy!"  She smiled and held my hand as we walked to the garage.  Her little hand in mine even turned me on!  Looking over at her in that pretty pink dress just had me horny as heck.  I couldn't hardly wait for shopping to be done and get her out of that dress and naked in my bed.

We went grocery shopping  first and Nicole got whatever she wanted.  I was all set, so this was her chance to pick out food for the next few days.  Then I asked her where she liked to buy clothes, and she said Kohl's. Kohl's was not too far away, so we headed there next. She headed right for the girls department.  She was looking through summer dresses, and found one that she really liked. It had thin shoulder straps and a low neckline.  Light Blue was the main color, and there were purple and green flowers on it, fairly small.  She then picked out a bra and some panties and headed for the changing room.

In a few minutes she came out and looked scrumptious.  I nodded in approval. It wasn't as sexy as some of her other outfits, but it looked nice on her.  She squealed with delight, and changed back into her pink dress.  On the way to the checkouts, we went by the lingerie department, and I noticed a baby doll with small thong panties. I found an extra small and pulled it off the rack.  "If anyone asks, this is for your mother," I told her.  Her eyes were wide looking at it and she just nodded her head in agreement.  We went through the checkouts with no questions and headed to the car.

"You bought that for me, didn't you?  You really think I would look nice in that?"

"I don't think it... I know it!"  I looked at her and put my hand on her knee, just below her dress.  She smiled up at me and looked ahead.  Then she reached down and put her hand on mine, slowly moving it up her thigh.  She moved it right onto her pink polka dot panty covered crotch and let go.  I smiled at her and left it there. Then she reached over and stuck her hand down inside my pants, resting it on my hardening cock.  We drove to the restaurant that way.

I took her to a real nice restaurant.  After all, we were dressed for it, and I was hungry for a steak.  She looked around like she had never been in such a nice place before. Her eyes lit up and her smile got real big as the host seated us at our table, pulling her chair out for her.

"Wow, this is a fancy place,"  she said in a bubbly voice.

"Yes, it is, and I need you to act like a perfect little lady.  Can you do that?

"Sure I can, Tom!"

"Oh, and maybe you should call me Uncle Tom when we are out."

"Okay, Uncle Tom," she said sarcastically. She was so adorable as she looked around the restaurant, taking it all in. Her eyes were bright, and her face was aglow.  We ordered our food and enjoyed a nice meal together, talking about her school, and where she was from and why they moved here.  It was all about her this day.  I wanted her to feel real special, and I knew she did.

We finished eating around noon and headed home.� �How would you like to take a drive?�� I asked her

�Sure,� she said, and she pulled the hem of her dress up a little, not enough to show her panties, but to a very tantalizing point just below the V of her thighs.� She leaned back in the seat and just relaxed, looking out the window.� I reached over and put my hand on her thigh and just rested it there.� She looked at me and smiled.

We drove out to the country a ways to a spot I had been to many times.� It was a secluded boat ramp on the river, one that was seldom used, and I knew would not be used today due to the overcast skies.� I had a new game I wanted to play.

As we pulled down the old lane, Nicole sat up in her seat and looked around.� �Where are you taking me?�� she queried.

�I have a new lesson for you today about boys and girls and dating.� Do you want to learn something new?�

�Oh, yes.� I want to learn everything you can teach me.�� She leaned over and gave me a peck on the cheek.�� I just smiled at her and told her this would be fun.� She had an eager anticipation on her face.

The parking area for the boat ramp was very weedy, but not overgrown.� Best of all, it was vacant.�� It looked like no one had launched a boat here in years.� I parked the car, then I started to explain.

�One thing about boys is that they almost always have sex on their mind.� They may seem very nice, and just want to do nice things for you, but the truth is they just want to get your clothes off and play with your body.�� Nicole blushed a little when I said that.� It was so cute.� �For example, if a boy takes you out to eat or to a movie, he usually expects something in return, like an opportunity to touch you all over, or to have you do things to him.� So today, I am going to help you understand how this works, and hopefully teach you the power of saying no.�

�But, Tom.� I don�t want to say no to you!�� Her hand came across the console and landed right on my cock.� �I want you to do everything to me, and I want to do everything to you.�� She started rubbing my cock through my pants.

�I know, sweetheart, I know.� And we will have time for that.� But right now,� it's lesson time!� Do you think you can play along?�

�I�ll try,� she pouted as she removed her hand.

�I am going to pretend to be a teenage boy.� We have just been out to eat, and I brought you here.� You know I probably want to make out by kissing some, but you don�t want it to go any further than that.� So when I try to go further, you have to say no, or stop.� Can you do that?�

�I think so,� she said shyly.

�Okay, here we go.� Hey, Nicole, that was a nice dinner wasn�t it?� I hope you liked what you had to eat."

�I did.� Thank you for buying me dinner.� It was very nice.�

�Boy, you sure look beautiful in that dress.� Can I give you a kiss?�

�I guess so.� I leaned over the console and she turned her head to me.� I gave her a kiss on the lips, just a little one, and pulled back.

�Boy, this is awkward trying to kiss over this console.� How about we sit in the backseat and kiss a little more?�

�Okay.� I like kissing!�� She smiled as we both got out of the car and moved into the back seat.�� Moving over beside her, I put my arm around her shoulders.� She lifted her face to me and we kissed once, twice, three times, each one with a little more passion.� Meanwhile, my hand moved from her shoulders down to her side.� My other hand came up and started tracing circles around her belly.� Then I moved my hand up and just barely brushed her breast.

When she didn�t pull back, I did.� �That was the first place you should have said no, Nicole.� Once I touched your breast, you have given me permission to go further as far as I�m concerned.�

�But it felt nice, Tom.� I didn�t want you to stop,� she said, sounding confused.

�I know, honey.� But you can�t let every boy touch you wherever he wants.� Only the special ones should be able to touch you in your special areas, like your breasts and your vagina.�

�Okay, I get it.� Can we try again?�

�Sure.�� This time I put my hand around her shoulders again, and started to kiss her a little more passionately.� I could feel her breath rising, and I slowly put my hand on her knee.� When the kissing got more intense,� I slowly moved my hand up under her dress, moving to her upper thigh.� When she didn�t stop me, I pulled back again.

�Once I go under your dress, you have to stop me.� A boy would take that as a sign he can go all the way to your panties.�

�But Tom, I don�t want to stop.� She moved her hand down to my pants and started rubbing.�� "I want to do more!�� She started to unbuckle my belt and I stopped her.

�If you start that, the boy will think you want him to make love to you.� That�s not a good thing to do on the first date, or even the tenth or twentieth date.�� I looked into her pleading eyes, saying "take me" with her eyelashes.� I moved her hand out of my lap and started kissing her again.� I moved my hand down off her shoulders onto her side.� Slowly, I moved my hand under the strap of her dress and under the material over her chest.� I found her bra and started cupping her breasts.

�Stop,� she said, and pushed my hand� away.

�Very good, dear, very good.� You are learning.� One more time.��� We started kissing again, and I put my hand on her dress on her upper thigh, then moved my hand toward her crotch area above her dress and she said, �No!�

�Very good.� Now do you think you can remember to do that whenever a boy starts to do those things to you?�

"I will try, Tom.� Honest,� I will try.�

�Good, because right now,� I want you all to myself.��

�Is the lesson over?� she asked.

�Yes, it is.� You did good�� She leaned into me and started kissing me.� Her sweet little twelve year old lips melted into mine was we kissed like school kids.� Then she took the initiative and started unbuckling my belt.� This time I would not stop her.� She got that done and started on the zipper of my [pants, pulling it down all the way.� Her hand reached inside the flap of my boxers and took hold of my shaft.

As we continued to kiss, I moved my hand down to the hem of her dress and moved up under it.� I slowly made my way to those pretty pink polka dotted panties and started to just lightly run my fingers over her pussy mound.� She moaned and her lips pushed into mine, her tongue coming into my mouth, searching for the back of my throat.� Her hand started going faster, and she pulled my cock out through the flap of my boxers.

I moved my hand to the top of her panties and started down inside the waistband.� Slowly I found her pussy lips, and entered with my index finger.� I started matching her speed as she pumped my dick.� Our breathing was getting heavier and heavier as I recalled days like this with my high school crush.� I was reliving my youth, and the object of my affection was a petite little twelve year old girl.� It was an amazing feeling.

It wasn�t long before we both reached critical mass.� We had been hot already from the lesson, but this was intense in the back seat of a car.� I slipped another finger inside her, and she pumped faster and faster, running her hand up the whole shaft and back down again.� I felt her take a deep breath, and I shot my load, hitting the roof of the car with some of it, and some landing on my cheek.� She shuddered with the biggest orgasm yet, and slowly we stopped playing with each other.

She leaned back and saw the drop of cum on my cheek.� She leaned over and licked it off.� �Hmm, kind of salty, but not too bad.�� With that, she went down on my pants, and started to lick up the cum that was all over.� She licked off my pants and boxers first, and then started licking my softening shaft, getting every drop.� I was amazed she took the initiative to do that. I waited for her to put the head in her mouth, but she didn't, instead she popped up in the seat with a huge smile on her face.

�Wow, Nicole!� That was really nice of you to clean me up like that.� But where did you learn that?�

�Just now. I figured you had to get cleaned up somehow, so II just tried it.� Did you like that?�.

�Yes, I did.� I have more to teach you about using your tongue and mouth later.� That was a nice surprise.�

�I can hardly wait to learn more,� she said as she leaned over and kissed me.� I told her it was time to get going, and we both returned to the front seat and headed home.� It was quite an afternoon!