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I could hardly wait for the next day to arrive. I decided that we would make our way into the bedroom this time. I also decided I would try to be much more intimate and methodical.

I was surprised when the doorbell rang at 1:30. About two hours earlier than usual. I went to the door and there was Lucy, but unexpectedly, she had someone else with her.

�Lucy, I'm surprised you're not alone. Who's your friend?�

�Hi, Tom. This my best friend, Amber. She's 11 and I decided to bring her with me today.�

�Well come on then, let's talk." I wasn't sure about this. Having one girl keep it secret was hard enough, never mind two. I led them into the kitchen and took a good look at Amber. She was a little taller than Lucy with long flowing blonde hair. She was slender, but not too skinny and her breasts had started to form. I could see that she had a bra on and it looked just lovely. She was wearing a short sleeve top and jeans. Her sexy little butt was straining at the fabric. She looked very nice.

�Have a seat there at the table. Do you want anything to eat or drink?�

�I�ll have some orange juice,� said Lucy

�Me too,� said Amber in a very quiet voice. She seemed a little shy.

�How about some cookies?� I asked

�Yes,� they both said at the same time.

I got the orange juice and cookies for them and a little for myself. I sat down at the table with them. Lucy had on her usual tank top and skirt. She looked yummy. But, I wasn't sure how to approach this, so I just started talking.

�Now, Lucy, you know that this is a private thing between me and you. I�m a little worried that you brought Amber with you today."

�Oh, Tom, you don't need to worry about Amber. She can keep a secret. Just like I can�.

�Amber, can you keep a secret?� I asked her. "A big secret?"

�Yes, sir, I can,� she said matter-of-factly.

�How do I know you can keep a secret? Because if you can't, I could get in a lot of trouble.�

�I've been keeping a secret about my uncle for a long time. I haven't told anybody, except Lucy. And I told Lucy because I had to tell somebody and I knew Lucy could keep it to herself.� She put her head down as she spoke this and blushed.

�Has your uncle touched you... the wrong way? And you can call me Tom.�

�He's touched me and a whole lot more, Tom. I liked it at first, but now he gets very demanding. And I don't have a choice when or what we will do. It's no fun anymore.�

Lucy piped up. �When she told me about that, I told her I could make it fun for her again and invited her to come over here. I let her know that she had to keep it secret. She said she would.�

The thought of having two little girls at once was boggling my mind. This would be a lot of fun. Dangerous, but fun.

�Well, I guess we can go ahead. I have special plans for today, so I'll be in the lead instead of you, Lucy. Okay?�

�Oh, I guess that's okay, Tom. What would you like us to do?�

�Amber are you sure you're ready for this?" I asked. "You can go out at any time.�

�I'm sure. I'm looking forward to it from what Lucy said,� she said with a grin

�Okay. We are going to go into the bedroom today. So finish up your juice and cookies and I'll meet you in there.�

I headed to the bedroom and I heard them talking. They gulped down their cookies quickly. I got to the door and they ran up and caught me. We all went into the room at about the same time.

�Okay, girls. The first thing I want to do is undress you. So just stand beside the bed and help me when you need to, but I want to do most of the undressing myself.�

�Okay, Tom,� they giggled. They stood right in front of me and I sat on the edge of the bed. They looked so beautiful. I was looking forward to slowly taking off their clothes.

I started with Lucy. I reached down to the bottom of her tank top and very slowly started lifting it up her body. Her belly came into view and then her barely perceptible nipples. I leaned in and kissed each of them once. As I rolled her top up she put her arms up, so I could get it over her head. When it was off I just looked at her for a few seconds, admiring her flat chest and slight curve of her torso.

I reached out and hooked my finger in her skirt and slowly eased it down her legs, leaving her panties on. When I got to the bottom of her legs she picked up her feet and allowed the skirt to fall to the floor. Now she just had her panties on. I took my hands and put them on her waist. I drew her close to me as I sat on the bed. I started kissing her on the lips. After about 15 seconds of kissing I slowly pushed her away and said, "That's enough for now."

I hooked my hands into her little panties and started rolling them down her legs. Her pretty little hairless pussy came into view and I just stared at it for a minute. As I rolled the panties down her legs I came off the bed and got down on my knees in front of her. I leaned into that little pussy. My hands came up, parted her legs and I licked into the crack of her young sweet pussy. My tongue found her clitoris. She gasped, and I played with it for a second or two and then I backed off. Her little cunt was a beautiful sight. �You just stay right there, Lucy,� I told her as I swept a hand over her bare ass.

I moved over and turned my attention to Amber. She looked right at me and I could tell she was a bit nervous. I unbuttoned and unzipped her jeans and started working them down her legs. To my surprise she had a thong on. It looked amazingly tight against her little pussy. I rolled the jeans all the way down her legs and she lifted her legs up to let them fall off.

I took hold of her top and started working it up her body. Her belly came into view and so did the curves that were starting to form. As I continued to slowly lift it up, her cute little polka dot bra came into view. She filled it out nicely. She raised her arms so I could take the top off over her head. When I was done, she took her arms and crossed them in front of her, hiding her breast. I gently took her arms and moved them away and she didn't fight me.

I had to decide what I wanted to do next, so instead of taking anything else off I put my hands around her and on her naked butt, pulling her close to me. Then I leaned over and started to kiss her on the cheek and the forehead. Eventually I got to her mouth and she responded in kind, opening her mouth and letting her more mature lips come into contact with mine. I was pleased. My hands were playing with her nice firm little butt. We kissed for about 15 seconds, and I broke it off.

While I had her close, I moved my hands up and unhooked her bra in the back. I moved her back and slowly lifted the bra off and down her arms. She had the cutest little breasts I had ever seen. I leaned into her and kissed each breast, then took each one in my mouth and gently suckled on them. Her nipples were just gorgeous and I no trouble latching on to them. As I suckled her, I hooked my fingers into her thong and rolled them down and off her legs.

Now I had two beautiful naked girls in front of me, one ten and the other eleven. I was ready for the next step.

�Okay, Lucy, now I want you girls to undress me. And don't go ripping my clothes off. Do it very slowly, and have a little fun with it like I did with you."

She looked over at a Amber and give her a wink. They both came up to me and Lucy started working on my belt buckle again. It didn't take her long this time to get it undone. Practice makes perfect I suppose. Then they got my zipper down. They both took hold of the waistband of my pants, each one grabbing a side, and slowly they pulled my pants down my legs. They came back up and looked at my hard cock straining at my boxers. Lucy reached inside the fly and put her little hand around my cock. She pulled it back out through the fly and kissed it right on the head. Then she looked over at Amber, and Amber came over and kissed it too. Fuck me! Never could I anticipated this when I woke up this morning! I watched the whole thing and just wanted to grab both of them, but I held my cool.

Then they took my boxers and worked the waistband up and over my cock, and proceeded down my legs. They lifted up my feet and pulled the boxers off, throwing them into the corner of the room. Then they started kissing their way up my legs, Lucy on one and Amber on the other. When they got to my balls, they both showered them with kisses for about 15 seconds, and then stopped.

After the pants and boxers were off, they came and lifted my shirt up over my head. Then each of them latched on as best they could to my nipples and started sucking on them. It was an incredible feeling, and I just watched them for about 10 seconds. Wow, did that get me hard!

Now all three of us were naked. I motioned to the girls to come near me and sit on the bed with me. I put my arms around them and started caressing them on their arms and down their side. I told them they could take my cock in hand, but to be very slow. Actually, I told them they could put their hands anywhere on my body that they wanted. Lucy went right for my cock of course, and she was gentle and very slowly started to pump it. Amber hesitantly put one hand on my thigh and the other she wrapped around my back and just started moving both hands. The feeling of having these two sets of small little hands on my body was getting me hornier by the second. I reached as far as I could and could barely reach their pussies. But I did and I started playing with them as they opened their legs to receive me.

Then I had an idea that might be interesting. �Have you girls ever done anything with each other?�

Lucy looked up at me with a quizzical look on her face. �What do you mean?�

�Amber, do you know what I mean?�

�Yes. My uncle made me do some things with my cousin, Laura. It was okay.�

�Well, it's better when you don't have a member of the family involved. Would you like to try?� I asked.

�Tom, you know I'll try anything,� said Lucy.

Amber piped up, �Sure, I'll try. It was nice with my cousin,� she added with a shy grin.

Since I didn't know I would have two girls here, I hadn't planned this ahead of time. So I had to think on my feet. I went and got a chair out of the corner of the room and pulled it up near the bed.

�Okay, girls, get close together and just start running your hands on each other. You know where it feels good, so make sure you take good care of her, like you love her.� They looked at each other and giggled, but the hands started to reach out.

Lucy went for Amber's breast. Her hand started to knead the left breast very slowly as Amber reached over and did the same to Lucy. I told them they should be kissing each other, so they slowly moved their heads together and started kissing as their hands continued to play with each other's nipples. The sight of these preteen girls making out like this was getting me very hot, so I took my cock in hand and started pumping it very slowly. I didn't want to come too soon.

There was no doubt the girls are getting hot. Kisses were getting more passionate and then I saw Amber's hands start to trail down over Lucy's stomach into her cunt. When she reached it, Lucy gasped and jumped a little bit, but then she opened her legs up, giving her friend the access she wanted, and giving me quite a view. I watched Amber reach in and put one finger in and play with her as Lucy's hand mimicked what Amber was doing. Then they lay back on the bed and continued their ministration to each other.

I just enjoyed watching for a little while, my cock harder than I've ever seen it before. Watching these two preteen girls go at it was so erotic. They were wildly playing with each other's pussy as they continued to kiss passionately. I could tell they were really getting into this and enjoying it. I got up from my chair and walked over to the edge of the bed so I could see them better. Here I was, stroking my cock looking down at a 10-year-old and 11-year-old girls making out and masturbating each other. It was quite a sight.

�Hey, girls, stop those kisses long enough to look up at me,� I said.

Lucy�s eyes met mine and she said, �Want to join us, Tom?�.

I couldn't resist. I crawled up on the bed and got in between them. They both rolled over and started kissing me. They were so hot and horny. Both of their hands went to my cock as I put my arms around them and drew them close. My hands went to their butts and played with them. It wasn't long before I knew I was going to come, so I told them that I needed them to take me in their mouth and now.

Lucy jumped up quickly. She kissed her way down to my cock and then took me in her mouth. She had become real good at this. Meanwhile, Amber went down there too, and to my surprise, she got in between my legs and started kissing my thighs. She kissed her way up to my balls and then kissed those and played with them with her mouth.

I saw them look at each other, then Lucy got off my cock and Amber went on. After about 10 strokes of Amber, she got off and Lucy went back on. They played this rotating game as long as I could stand it and I shot my load big time into Amber's sweet mouth. Amber's eyes got huge, but she took it in. After I was done they both worked on cleaning me up. Amber had some cum on her face, so Lucy licked that off too.

I looked at my clock and it was 3:30. �Lucy, what time do you have to be home?�

�My mom works late tonight, so I don�t have to be there until 6.�

�How about you Amber?�

Lucy spoke up, �She�s supposed to stay at my house for supper. We�re studying!� Lucy smirked at me and gave my cock a lick.

�Yes, you certainly are. I like the subject you�re studying too,� I said, my hands working their way to the girls� pussies. I inserted a finger in each one of them and started slowly going in and out. The tight pussy lips invited my finger in further. The girls leaned over and started kissing each other right down by my cock. It was so erotic, and they were so passionate with each other. I watched them as I inserted a second finger into each one of them. My cock started rising again.

Lucy noticed my cock getting hard. She took hold of the base of it gently, then whispered something to Amber. Amber grinned and started to get up off the bed. My hand had to leave her pussy, but I had a feeling it would be full again soon. And I was right. Amber swung her leg over me and started to come down on my cock slowly as Lucy aimed it at her little cunt. I watched as Amber slowly took me in, with Lucy right there guiding my cock into her friend. Amber was not as tight as Lucy, so she took me easily. She was obviously not a virgin and I wondered how long her uncle had been fucking her.

Once she was all the way in, she started riding up and down on my cock. Her little breasts jiggled like Jell-O on her otherwise flat chest. This little girl knew what she was doing. Her uncle had taught her well. Now that Amber was settled, Lucy moved up to me and started kissing me, first on the neck, then cheeks and then found my lips. She locked onto my lips as her little body slid on top of me, her legs on either side of Amber. She fit on there almost perfectly. My hands went to her little butt, and one hand reached through to her little pussy and started fingering her.

We made out like that as Amber rode my cock slowly, sitting on my hips when she came down. With Lucy kissing me, and Amber riding me, I was ready to come again. I asked Amber if she had started her period yet, and she giggled, blushed, and said, "No." Then Lucy started to tense up as her orgasm started, and I shot my load into Amber. Amber looked a little surprised, but took it in. As she slowed down her body, I asked her to get off now. She dismounted and lay down beside me. Lucy rolled off the other side.

I took both girls in my arms and hugged them. What an amazing day! The clock was saying it was time for them to go, so I told them to get dressed. They were reluctant, but did as I said. I watched them as we all got our clothes back on.

�That was amazing girls. Remember, our secret, right!�

�Yes, Tom,� They both said in unison. �Can we do this again?�

�We�ll see. I have to be out of town on business for a few weeks, so when I get back, we�ll have to talk.�

�Okay, Tom� said Lucy. And with that, they headed out the door. I knew I had to curtail this somehow without making them feel bad, but I had no idea how to do that. It would have to wait until after my business trip. I had a lot to think about!

THE END - Chapter 3