Note: This story was dynamically reformatted for online reading convenience. Elizabeth was a neighbor's daughter, a girl that had moved next door a year before. She was 12, her body just beginning to bud. She looked as if she would be a beautiful woman once at that age, but now, she looked like a wonderful fairy. She was cute, cuddly, and frankly, she made my stomach feel excited. It was a hot, summer morning and like so many others, I went to a mutual neighbor's pool, my morning ice water and book in hand, my Ipod blaring. I placed a towel on a chair, took off my clothes - my ritual as I am a nudist - and sat. I opened the book to where I had placed the bookmark, and began to read. I was fully engrossed in the fiction, I didn't notice she come in. "Oh my," I heard someone say in front of me as a song ended. I quickly turned, and there she was, wearing a two piece, lime green with purple accents. It barely fit her figure; her young, bugging breasts were tight against the bra piece, her young cleft forming a perfect slit. "I'm sorry; I didn't know anyone was here. I'll go." She didn't move, she stood, staring at me, her eyes never leaving my ever-growing penis. I smiled at her and spread my legs slightly. Her eyes widened, her face beginning to show a smirk. "No, stay," I said, standing. My cock was starting to harden, its full length teased at as I walked towards her. She didn't back up, she walked to me. "Good," was all she said as she surprised me: She hugged me tightly. I didn't know what to do. Here was a wonderful little girl holding my naked body, causing my cock to grow. I knew she was feeling it against her stomach; she let out a little giggle. I didn't know what to do, didn't know if I should take this further, or get dressed. The decision was not mine. "Is being naked in the outdoors fun?" she asked innocently. There was no hidden agenda behind her eyes. It was a truthful inquiry, and I had the answer. "Yes, very much so." She smiled and walked to another chair. She put her towel down, put her MP3 player on the towel, and looked at me, her beautiful, wide blue eyes looking in to mine. She took a deep breath and looked around. She exhaled as she saw no one else around. Quickly, she removed her bra, letting it fall to the concrete surrounding the pool. She smiled at me as her thumbs went under her panty waist. She didn't turn around, she didn't hesitate. She pushed them down to her feet, and then stepped out gently. She left them where they fell. "You're right, this feels good." She again rushed to me and hugged me. Her body was soft, it was smooth, and it was intoxicating. I didn't know what to do. I was not sure if I should tell her that it wasn't right to hug me, yet I wanted to tell her we could do more. "We shouldn't do this," I finally said, my voice shaky from the excitement my body was feeling. She felt good! "I know, but I have a secret to tell you." She looked down at her feet, feet that were pushing an imaginary stone. "Kathy told me that you swim naked in the morning. She showed me pictures of you, and I liked them. I wanted to see for myself. "She also told me that you felt nice being naked. She told me I should come over and feel you when you're naked. And she told me something else." My heart was pounding; my throat was beginning to close. I was busted. Kathy, my neighbor's 11-year-old neighbor, and I have had some relations in the past, all supervised by her mother. I had licked her naked body, brought her to several orgasms, yet had not penetrated her with anything, other than my tongue. Her mother said she was not ready for more. Elizabeth was standing, holding me, like how Kathy had the first night she and I were with each other. I felt her anticipation, her wanting me to do more than hug. I wanted to do more, but I wasn't sure if I should, if I could. "My mom knows I'm over here," she said as she broke our embrace. She turned towards her house and waved. I went to the fence separating her yard and the pool. There, I saw a pair of eyes in a hole. I went to cover up but a voice stopped me. "It's all right, Joe," Elizabeth's mother said from behind the fence. I heard her walk to the gate, I saw her daughter go to meet her. She walked into the pool area and smiled. "You can show her whatever you want." She was dressed in a swimsuit, her large, curvaceous body another sight to behold. Her nipples, large and long, pressed against the Lyrca of the suit, looking for a way out. "Take her to your bed, kiss her." Mary sat on my chair and took a sip of water. "I'll be here waiting." It was a quick walk we took, made quicker with our lust. She held my hand as I walked her up the stairs and into my bed. I could feel her nervousness grow the closer we approached the bedroom. At the threshold, she hesitated a moment. "If you really don't want to do this, I can understand." I knew enough to not pressure her, not to make her do something she was having second thoughts about. She sighed, looked at me, and smiled broadly. "I want to feel like a woman," she said as she rushed and jumped onto the bed. She patted a spot next to her, wanting me to join her. I swallowed her and did. I took her face into my hands and stared into her eyes, trying to see if there was any sign she didn't want to do this, see signs of second thoughts. There were none. I reached down and kissed her lips. She returned the action, and felt her tongue travel against my lips. I stop and moved slightly back. "Kathy told me about French kissing," she answered me as if reading my mind. I chuckled and shook my head. I taught Kathy too much. We returned to our kiss, my tongue finding hers. Surprisingly, she did not fight against me putting my tongue there. She pulled me closer. My hands began to travel over her body. I could feel her baby fat, something I loved in girls. I reached for her ass and lightly touched it. She did not flinch, her lips and tongue still on mine. I moved a hand forward, traveling to her thigh. She did not move, did not jump like she was ticklish. I gently squeezed before moving up. She spread her legs faintly, allowing me to travel up to her young pussy. It was wet! I touched her lips and she cooed in my mouth. She broke our embrace and fell back onto the bed. Her eyes were closed as I continued to rub gently against her labia and mound. Her hips were still; she was allowing me to do all the action. I lowered myself down, kissing her young nipple. I felt it grow in my mouth. She turned her head to a side, a moan coming out of her mouth. I kissed my way to her other. Again, she moaned. I moved my mouth over her body, down her stomach. At her belly button, I stuck my tongue in, playfully. She giggled softly, her attention still on my finger on her wetness. I removed my hand from between her thighs and replaced it with my mouth. "Oh God," she whispered as she sat up. I put my tongue inside her for a moment, tasting her sweetness. She fell back hard, bouncing slightly. I took myself off the bed; put her closer to the edge. I spread her legs, and pushed my tongue inside. "Oh God, Joe," she cried out as I slowly moved in and out of her. She laid there, prone, open to my will. I put my hands under her ass, lifting her slightly, a better way to slip inside. The deeper I went, the more she moaned. She was enjoying this. After five minutes, I began to feel her hips move, meeting my actions. She was meeting my thrusts. I picked up the pace, moving in and out faster. She moaned louder with each of her hip thrusts. "Joe, I am going to pee," she said to me. She began to struggle away from me, but I kept her from moving away. "That's an orgasm coming," I said, briefly stopping. I went back to fucking her. She fell back, her hips thrusting more with each flick of my tongue. I could feel something grow inside of her, something about to explode. Three, four more tongue thrusts and it came, she came. "Oh God, oh God, it's great," she screamed as her legs twitched. I kept my mouth on her young cleft, sucking on her swollen mound. "Joe, you are good," she cried out before she fell back, her body still: she had La Petite Morde - the little death. I stood and looked at my little fairy, so beauty as she slept. I moved to her the middle of the bed; put her head on the pillows. I reached for a blanket to cover her, but it wasn't there. "I'll do that," Mary said, her naked body joining us. She covered her little girl and kissed her forehead. She took my hand and led me out of the room. She closed the door behind us. "I wish my first time was just as wonderful," she whispered to me as she walked down the stairs. She took my hand and led me to the couch. She sat me down; she knelt on the floor in front of me. "Thank you," was all she said as she took my hard cock in her mouth.