Note: This story was dynamically reformatted for online reading convenience. The morning after my mother had taken me to her drug dealer's and I'd degraded myself for money, I ran away. I didn't run far. I had my eighteen year old friend, Alisha, check into a hotel room for me with some of the money Paulie had paid me. Within a week of living on my own, my teachers started to mention how good I was doing in class now. I even felt better being away from my junky mother. The months, and money, passed far too quickly. By the end of the fourth month, I was almost out of money and I knew I'd have to go home soon. My grades began to suffer as the depression set in. In the back of my mind, I started to think about calling Paulie. He'd made it clear that if I wanted more money I could see him and we could work something out. I just didn't know if I could go through that again. In the weeks after I left my mother's house I'd been sick almost every night thinking about what I'd done for the five hundred dollars. Looking back, I just wasn't sure if it had been worth it. A couple of days before I had to check out of the room newest Alisha had gotten for me, I was sitting in class trying to figure out what to do. It was Friday and, unless I did something drastic, this would be my last weekend of freedom. "Ms. Carol. Earth to Ms. Carol, are you in there?" My Social Studies teacher, Mr. Stevens asked. I shook my head and tried to push my worries aside and remember what he'd said. "I'm sorry, Mr. Stevens," I said. "I missed that, could you say it again?" "I already have twice and I think that's once more than necessary," he said, frowning at me. "Looks like you get to stay after class and reread what we've been going over. Maybe that'll help you pay attention next time." He turned to talk some more and I tuned him out. I was already in trouble with him, it's not like I could get in more trouble. My personal life was more important right now that school anyway. When the final bell rang everyone, except me, got up and headed out. I stayed and reread the chapter on the Civil War we'd been going over. It took me longer than normal since my mind kept wandering to my own problems. When I finally finished the chapter, I stood up and walked to the front of the class. "Okay, Mr. Stevens," I said. "I reread it." He looked up at me and watched me for a moment. "Lizzi, is everything alright at home?" His question caught me off guard and I stammered, "Umm... Yeah, it's okay. I guess." "The reason I'm asking is because you've really been slipping in class the last week or so. Before that you were doing so good and you seemed so happy. Now you're barely paying attention and, when you come in, you look like you're carrying the weight of the world on your shoulders. If something's wrong you can tell me," he said. I looked away from him, my stupid eyes tearing up. Why couldn't someone have asked me these things sooner? Why couldn't my mother treat me like this? Seeing my tears, he came around his desk and said, "Lizzi, it's okay. Here, sit down and tell me what's going on." He led me over to a desk and I sat down. He sat next to me and took my hand in his. The simple act of kindness unleashed the tears completely. I bawled like a baby. He leaned closer and put his arms around me and held me while I cried. When the tears had dried up, he got up and brought me a Kleenex from his desk. I wiped my eyes and nose and sat there looking at the floor. "Lizzi, talk to me," he said. "Something is obviously wrong and I want to help you." I barked a bitter laugh and said, "I need a do over on my life. That's what will help me." "I can't do that but I can see what I can do if you tell me what's going on," he said. "I can't," I said. "If I tell you I'll get in trouble." "No you won't," he said. "I promise." I laughed my bitter little laugh again. "You have no idea what's going on so you can't mean that. If I told you what was going on in my life you'd have a heart attack." He thought about that for a moment before he asked, "What if I promise you that anything you say will be between us? I won't say anything to anyone." I met his eyes and felt tears sting my eyes again. I could see the kindness in his soft, brown eyes. I could see how much he wanted to make everything better and it was like a knife in my heart. I wanted to tell someone, anyone, what I'd been through. I realized just how badly I needed someone to talk to. "You promise?" I asked, wondering if I was out of my mind. "I swear to you, Lizzi. Anything you tell me is between us and only us," he said. I bit my lip and, slowly at first, started telling him things. I told him about my mother's drug addiction. I told him about her dealer wanting pictures of me, clothed and then naked. I could see the anger fighting with the compassion in his eyes. Something about that, seeing someone mad for me, made me tell him the rest. I told him about the night my mother took us to her dealer's apartment. I told him about Paulie making me take off my dress and stroke him. I hesitated and then went ahead and told him about how I'd felt when my mother had been touching me and the desire I'd felt looking at Paulie while I touched him. By the end of my tale, my voice was a whisper as I told him about being on my own for the last few months. When I was finally done, night had fallen and we had to be the last people at the school. He stood up and paced the front of the class for a moment before looking at me. "Lizzi... Jesus, the things you've been through and the fact that you're still here is amazing. There are adults who would have crumbled under the weight everything you've done and been through. You are such a strong woman." I started to cry again and he came over and held me through this batch of tears. This must have been what it was like to have a real parent. It was one of the best feelings I'd ever experienced. When my crying jag was over, he pulled back and asked me," Are you hungry?" I laughed and said, "I'm starved!" "Let's go get something to eat," he said. I hesitated and asked, "Won't that look weird? You taking a student out to dinner?" He shrugged and said, "We'll drive out to Wilmington and you can pretend to be my daughter. That should be safe enough, right?" I nodded because I couldn't trust my voice right then. We'd be going out and pretending he was my dad. For just one night, I'd get to feel what it was like to have a parent that loved me. We left the school and headed out to dinner. It took a half hour to get to Wilmington and, by the time we got there, my stomach was letting its displeasure at being empty know loudly. We walked in together and up to the host's station. "Just you and your daughter?" The host asked. "Yes," Mr. Stevens said, giving me a little smile. I grinned back at him and we got our table. We talked about school and stuff that he'd done in his life through dinner and I could not remember ever having such a good time. When we left the restaurant I could feel some of the dread about what I was going to have to do start to settle in again. I was quiet the rest of the way back to town, only speaking when Mr. Stevens asked for directions to where I was staying. When we pulled up at the hotel, he gave it a look of distaste and said, "Lizzi, this place isn't safe for a girl your age." I shrugged and said, "It's all I've got and, trust me, it's better than my mother's place." I thanked him for dinner and for listening to my life's story. I got out of the car and went into my room. I locked both the knob lock and the deadbolt. I moved the heavy chair over and put it under the knob for extra security. My first week alone someone had tried to get into my room in the middle of the night and it had scared the hell out of me. Since then I'd made sure to block the door as much as possible just to be extra safe. It had come in handy more than once. I turned on the TV and lay down on the bed, trying to turn off my brain and thoughts of going home. About a half hour later someone knocked on my door. I ignored it the first time, hoping they had the wrong room and would go away. When they banged louder the second time I knew it was someone looking for me. Had Mr. Stevens broken his promise and gone to the police? I walked over to the door and peeked out the peephole. Mr. Stevens stood there, getting ready to knock again. "Just a second," I said. I moved the chair and unlocked the door for him. He came into my room and said, "Get your stuff, you're coming with me." "No," I said, plating my feet and crossing my arms. "I'm not going home, Mr. Stevens. I told you that." "I'm not taking you home," he said. "I'm taking you back to my place. There is no way in hell I'm living you alone in this place." I stared at him, my jaw hanging open. He was taking me away from this. How many times had I prayed and dreamed of someone saying that? Now he'd said it and I didn't know what to do. "Lizzi, let's go," he said. I was like a whirlwind tearing through the room. I jammed my clothes into my bags and got all of my makeup and stuff crammed into another bag. He carried all of it out and put it into his trunk and we were off. His place was a two story house with a grandmother's quarters just outside of town. The grandmother's quarters had a small front room and kitchen. The bedroom wasn't all that big and would barely hold a dresser and a bed. The bathroom only had room for the toilet and a stand up shower. It was heaven. I looked at Mr. Stevens and he said, "I don't have a bed for it so would my sleeping pad and sleeping bag be okay?" I laughed and ran over to him. I threw my arms around his neck and told him it was perfect. He hugged me back and we stood that way a little longer than we should have but I loved it. I loved the way his arms felt around me. He made me feel safe for the first time in my life. He went down and brought up his sleeping bag. We got me as situated as we could before he said, "Lizzi, we need to talk." I looked at him, an ice cold spike of worry running down my spine. "Nobody can know about this," he said. "If they did I could get fired. Or worse. And, if I have company, you have to stay really quiet and not let them know you're here." "I can do that," I said. "This isn't a permanent thing either. We're going to have to figure out what we're going to do with you and soon," he said. "I know," I said. "Okay, well, get some rest and enjoy your place," he said with a grin. "If you need anything I'm downstairs." "Mr. Stevens," I said, grabbing his hand and stopping him, "thank you. This means so much to me" He gave me another hug that ended far too soon and said, "Good Night, Lizzi." "Good night, Mr. Stevens," I said. He paused and said, "When we're not at school you can call me Alan." I grinned and said, "Okay, Alan." He left and I settled into my new place. ***** The next two weeks passed in a blur. Alan dropped me off away from school and I walked the rest of the way to make sure nobody saw us. We had dinner together every night and talked. I think that was my favorite part, just having someone to talk to that listened to me. A storm blew through during the second week and we found a couple of leaks in my roof and he promised to call the landlord or fix it himself but, with school nearly out for summer, he was swamped and didn't get to it in time. The next storm that came in was bad. I was asleep and work to hear the roof of my little place coming off. Water poured down into my room and all over me. I threw off the sleeping bag and ran out into the front room. A bolt of lightning lit up the night and I could clearly see the sky through the hole above the small living room. I was worried the whole damn place was going to fly apart so I ran out into the storm and ran for the back door of Alan's. Freezing rain soaked me as I ran barefoot across the back yard. As I got to the sliding glass door, I saw Alan yanking it open and yelling for me to get in there. I ran inside and stood dripping in his kitchen. A huge bolt of lightning lit up the world around us and the thunder that accompanied it rattled the house. "Lizzi, are you alright?" He asked. I nodded my head and said, "The roof came off my place." "I heard it," he said. "Stay here and let me get you some towels." Another crash came from outside and I wondered if it was one of the trees in the back yard. Alan look at the glass door I was standing by and said, "Better yet, let's get away from the glass." I followed him into the house. He ran to the linen closet and pulled out a couple of the big, fluffy towels he liked. He brought them over and stopped, looking at me funny. I looked down to see what was wrong and felt my skin burn. I like to sleep in big, white t-shirts and my shirt was soaked and completely see thru. I could clearly see my hard nipples under the fabric and I knew Alan could too. "You better dry off," Alan mumbled and turned away to go get some cadles in case the power went out. I dried off as best I could and thought about the way he'd looked at me. For the past few weeks I'd seen him looking at me like a man would look at his daughter. I had to admit I'd loved those little looks. It made me feel like I had a real family. This look though, this one had been a hungry look, similar to the way Paulie had look at me. Only, with Alan's look, there was a caring quality to his desire unlike Paulie's raw need. I'd liked the way Alan had looked at me and found myself wanting him t o look at me that way again. I pulled my wet t-shirt and panties off and dried myself right there in his front room. I did it, knowing full well he could come into the room at any time and see me that way. I dried myself off slowly and, when I was done, I wrapped a towel around myself and turned to look for him. I walked through the house and found him in his bedroom putting out a candle. Had he seen me or had he been in here the whole time? Part of me felt a little disappointed thinking he'd been in here the whole time. He heard me walk up and turned to face me. I caught his eyes quickly running up and down my body and I felt another tingle of desire inside me. "I better get you something better than a towel to sleep in," he said. He went to his dresser and pulled out one of his t-shirts for me. He handed it to me and said, "Go ahead and change, I'll make sure we have matches by all of the candles in case the power goes out." He left the room quickly and I felt the disappointment again. A growing part of me wanted him to stay and see me the way I wanted him to see me. I changed into the shirt and, again, went to find him. He was in the front room, looking out at the storm. "It looks pretty bad out there," he said. "If this keeps up we may get tomorrow off." "You say that likes it's a bad thing," I said with a laugh. He smiled and came away from the window. He stood in front of me and I could feel his discomfort radiating off of him in waves. "I'm just glad you're okay," he said, looking anywhere but at me. "When I saw the roof come off, I was so scared that you were going to be hurt." "Even if I had have been, you were here for me," I said. "You don't know how much that means to me." I stepped forward and wrapped my arms around him. I felt his body tense for a second before it relaxed into the hug. I held him, feeling the heat of his body and the beating of his heart. I leaned back and looked up into his eyes. I could see how much he cared for me in those brown eyes of his. I leaned forward and touched my lips to his. I pressed my lips harder against his and then opened my mouth. My tongue touched his lips for a moment before his lips parted and I felt his tongue against mine. The kiss was electrifying and I never wanted it to end. But it did when Alan broke the kiss and stepped away from me. "Lizzi, we can't," he said. "Why not?" I asked, stepping closer to him. "Because you're 13 and I'm 42," he said, grabbing my shoulders to stop me from getting closer. I shrugged his hands off of me and pressed close to him. I threw my arms around him and pressed my lips to his again. I pressed my body against his as I kissed him and felt something poke me. I broke the kiss and looked down. His erection had tented out his pajama bottom and was what had poked against me. He saw where I was looking and, his face burning with a deep blush, he turned away from me and tried to adjust himself. I wrapped my arms around him from behind and held onto him. I could feel his body shaking and knew his desire from me was close to overcoming his need to stop me. I held my hand against his stomach and then began to move it down. I slid it lower until I had my hand pressed against his hard cock. I heard him let out a small moan as my hand wrapped around the hard shaft of his cock. I stroked him through his pajama bottoms and felt myself becoming turned on by each moan of pleasure that escaped his lips. I slid my hand up and pulled his pajama bottoms open. I slid my hand under the fabric and touched the bare flesh of his cock. His whole body jerked under my touch as I began to stroke him. I ground my body against his as I slid my hand up and down his hard cock, my own need starting to take over. He grabbed my hand and pulled it out of his pants. I felt the beginnings of disappointment when he turned, pulled me into his arms and kissed me. His mouth opened and our tongues danced against each other. He put his hands under my arms and picked me up. I wrapped my legs around his waist and let him carry me into the bedroom. He laid me on the bed and crawled into bed next to me. He pulled me close and kissed me again. His kissed down my jaw and onto my neck. I grabbed his hair and moaned as he nibbled his way along my neck. He rolled on top of me and I spread my legs to let him lay between them. I felt the hardness of his cock press against my pussy. I ground myself against him, feeling his cock pressing hard against my pussy. He rubbed himself against me and I shivered as little pulses of pleasure ran through my body. He rolled off of my and off of the bed. He pulled his shirt off and then pulled his pajamas down. I stared at his naked, hard cock. He wasn't as big or as thick as Paulie but I wanted his cock in a way I'd never wanted Paulie's. He pulled open his night stand and took out a condom. I stared at it, my eyes wide. It was really about to happen. He saw y look and asked, "This is your first time, isn't it?" "Yes," I whispered. "If you want to stop, we can," he said. I shook my head vehemently. "No, I told you, I want to do this." "I'll go slow and be gentle," he promised. "I know you will," I said, giving him a small smile. While he put on the condom, I took off my shirt and tossed it off of the bed. His eyes slid across my body. They slid up my toned legs. They lingered at the small, wet patch of hair covering my pussy. They trailed up my flat stomach and onto my small breasts. When his eyes met mine, he said only one word and it was the best word I'd ever heard. "Beautiful." He lay on the bed next to me and kissed me again. It was softer this time. I could still feel the desire but this was something more. This kiss had love behind it. He put his hand on my stomach and slowly slid it up to my breast. He cupped my breast in his hand and rubbed it. I could feel my hard nipples rubbing against his palm and it felt like all of the lightning outside was now inside my body. He kissed his way down my neck and onto my breast. His tongue drew lazy circles around my nipple, slowly circling in to flick against my hard nipple. I cried out at his touch and needed more. He slid his fingers between my legs and pressed his finger against my clit. He rubbed his finger up and down my clit, making me shiver all over. His finger trailed down and pressed slowly into my pussy. He worked his finger in, deeper with each slow thrust while his lips kissed my nipple. When his finger was completely inside of me he began to slide it in and out, going a little faster with each thrust. I bucked my hips and gasped with each thrust of his finger into me. "Alan, please," I called out. "I need you." He lifted his face and gave me a small smile. He leaned forward and gave me a soft kiss on the lips. He slid his finger out of me and positioned himself between my legs. Taking his cock into his hands he pressed the head of it against my wet pussy. He pushed the tip of his cock slowly into me, gently pushing it deeper with each thrust. When the head of his cock finally entered me, I had to bite my lip to keep from screaming. It hurt more that I'd expected. Alan pushed his cock deeper into me and, after a little while, the pain started to fade and the pleasure began to mount. With one deep thrust, he pushed his cock all the way into my pussy. My teacher, my father figure, my lover, he was every bit the man of my dreams. I wrapped my legs around his waist as he began to thrust a little harder and faster into me. He leaned down and kissed me as he made love to me. Little moans escaped our lips as his hard cock thrust deep into my wet pussy. He went faster, shoving his cock into my a little rougher with each thrust. I cried out as he pushed deep inside me. "Tell me what you want," he whispered to me. "Hard," I gasped as I wrapped my arms around his neck. He rammed his cock inside me and I cried out again. This was what I wanted. This was what I needed. He pulled my arms off of him and pinned them to the bed as he thrust faster and harder into me. Being held down, completely at his mercy, set something off inside me. I screamed as my pussy squeezed against his cock and every nerve in my body burned with pleasure. I felt his cock throb and heard him call out my name as he came inside me. His cock made my whole body shiver with each pulse as he came. When the last of his orgasm left him, he slid his cock out of me and collapsed onto the bed next to me. He gave me a soft smile that I returned with a huge grin. I wasn't a virgin any more. I'd made love to a man, a real man, and it had been glorious. I saw him look down between his legs and frown. I looked and saw his condom had some blood on it. My blood. It wasn't too bad but it was enough for him to ask, "I didn't hurt you did I?" "A little," I admitted. "But it always hurts a girl the first time. I hear it hurts less with practice." He looked at me and an evil little grin pulled up his lips. "Practice, huh? I might be able to help a little in that area," he said. I grinned and said, "I wouldn't have it any other way." We kissed for a little while and then he held me as I drifted off into a wonderful, exhausted sleep.