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 The normal disclaimers apply- this is a work of pure fiction!  I love
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   Nikki and Amy stood outside the school waiting for Nikki's mother to
pick them up from pompom practice.  The 15-year-olds best friends both wore
sweatpants and sweat shirts over their practice outfits.  Since they wanted
to practice more when they got to Nikki's house they had simply thrown them
on over their tights and leotards after practice and went out to wait for
their ride.

   "I saw something pretty interesting this morning," said Nikki, setting
her gym bag down on the sidewalk, "I went down to our laundry room to find
my sports bra for gym class and I walked in on my brother jerking off with
a pair of my good dance tights!"

   "Really?" Amy's eyes widened," like he had them around his thing?"

   "Yeah, he was so into it he didn't even see me at first, but then I
yelled at the little perv and I thought he was going to die.  No wonder he
likes to watch us practice so much."

   "Well, most 12-year-olds are pretty pervy" said Amy, "Was he, ya know,
very big?"

   "God, Amy you are as big a perv as he is!"

   "Come on, don't tell me you didn't look!"

   "Well, I guess it was pretty big for a kid, but it was hard to tell with
my tights around it."

   Amy looked thoughtful for a moment, then said," Did you tell your
parents?"

   "No, I'm not that mean a sister!" replied Nikki.

   "Good," said Amy," That means you can get him to do anything you want
now!  I caught my brother looking at porn and I made him do my chores for a
month to not tell.  I still bring it up when I don't feel like vacuuming."

   Before Nikki could reply her mother Nancy pulled into the parking lot.

   Upon arriving at the Erickson house Nikki and Amy kicked off their shoes
grabbed Nikki's boom box.  They were about to head down to the finished
basement when Nikki heard the sound of a TV coming up the stairs.  Her
little brother Ben was down in their practice area.  She stopped Amy and
whispered, "You're right, since we have dirt on Ben, I think we have to
mess with him!  Do like I do." Amy nodded with a wicked smile and the two
teenagers scampered down the stairs.

   Ben was sitting on the couch watching some stupid sitcom, when his
sister and her friend came and stood in front of him.

   "Whatcha doin, Ben?" Nikki asked with a mocking lilt in her voice.

   He was clearly still embarrassed about their encounter that morning, as
he couldn't even meet her gaze, and just mumbled "nothing."

   "Amy and I are going to use the basement for practice, OK, so turn off
this stupid show." When he didn't move she turned it off herself.  Ben
stood to leave, but his sister stopped him.

   "Why are you leaving?  You LOVE to watch us practice!" Both girls
giggled and Ben's face turned scarlet.

   "Yeah Ben, don't go anywhere." said Amy.

   "Yeah," said Nikki as she pulled her sweatshirt over her head, revealing
the top of her leotard, "we both know this is what you like!" She began to
push down her sweatpants and let them fall seductively to the floor,
exposing her shiny white tights.  Ben still hadn't met Nikki's gaze, but
his eyes were now transfixed on her slender legs, which shimmered faintly.
Nikki smiled at her brother's apparent helplessness.

   Amy also removed her sweats and stepped out of them.  Her breasts were
slightly more developed than Nikki's but Ben couldn't even bring his eyes
up far enough to admire them.  Amy stood next to Nikki in her matching
leotard and tights, her hands on her hips.  "Oh Benjamin," she chided," you
are too shy!"

   "Actually, Ben, since you watch us practice so much, we think you know
the dance as well as we do," said Nikki.  She reached into her gym bag on
the floor and pulled out another leotard and pair of tights.  "Put these
on, so the three of us can get some practice done!"

   Ben went into the laundry room, the site of his humiliation that
morning, and as he looked down at the tights and leotard in his hands he
wondered if this was going to be even worse.  His sister and her best
friend were waiting for him and if he didn't follow their instructions he
would be in deep trouble with his parents!

   Ben pulled off his shirt and jeans.  He thought about leaving his
underwear on, but decided they would bunch up too much under the tight
dance clothes.  As if being forced to wear girls' clothes in front of his
beautiful sister and her equally beautiful friend wasn't embarrassing
enough, Ben's cock began to grow as he pulled the sheer tan tights up his
legs.  He slipped the waist band over his erection, holding it against his
belly.  He stepped into the black leotard and looked down at himself.  His
hard cock was obvious as it strained against the fabric.  He was torn
between terror of his imminent humiliation the the incredible feel of the
tights on his cock.  This was his first time actually wearing his sister's
tights and it felt as good as he had imagined.  Ben took a deep breath and
stepped back into the room with the girls.

   As expected they both burst out laughing.  Ben's face couldn't turn any
redder.  Gasping for air, Nikki said, "relax!  you look great.  Now get
over here and do this with us.  You stand behind us and follow our lead. 
As Ben took his position both girls looked down at his straining cock and
then looked at each other with devilish smiles.

   It turned out that Ben really did know most of their routine and after a
few run throughs the girls took a break and sat on the couch and made him
to a solo run.  By now Ben was working so hard that his hard on had
disappeared and he was focused on executing the moves.  "Point your toes
more...  kick higher...  snap your hips on that one..." After a second solo
performance Nikki and Amy nodded to each other in approval.

   "He's actually better than half the girls on the team," said Amy.  She
looked her friend's little brother up and down, "and he really has great
legs too."

   "What do we have here?" It was Nancy, Ben and Nikki's mom.  She was
smiling from the bottom of the stairs.

   "Ben's helping us practice," explained Nikki.

   "He's actually pretty good, Mrs.  Erickson," said Amy.

   Nancy called up to her husband, "I think you should come down here and
see something."

   Ben was mortified.  He had just gotten over the humiliation of being
dressed like a girl dancer and now both his parents were coming to see. 
Robert Erickson smiled an uncomfortable smile when he saw his son, but then
he shrugged, "well, show us what you got."

   The three kids took their places and did a full routine for the parents,
hardly missing a beat.  Robert nodded and mumbled something like "very
nice," and went back upstairs.  "Well, I need some pictures of this!"
declared Nancy.

   "Nooooo..." groaned Ben.  "Yesss!" squealed the girls.

   Ben and Nikki's mother went upstairs and returned a minute later with
her camera.

   "OK, girls...  and Ben...  get together."

   Nikki and Amy stood with Ben in the middle.  The three of them wrapped
their arms around each others waist.  Having his hands on his sister and
her cute friend's bodies, was awesome!  Ben forced a smile, but was further
distracted by the sensation of the girls' hips rubbing against his.  The
nylon-on-nylon contact send a shiver through his body.  His cock was
starting to grow again and the girls' hands on his body was making it
worse.

   "Now all face right and show off those legs!" ordered Nancy.

   Ben was terrified!  He was now standing, facing Nikki's backside.  As
they arranged themselves his hardness brushed up against his sister's ass.
She didn't react, but there was no way she didn't feel it!  Ben's cock had
been limp a few minutes before, and as it grew it was sticking out of the
side of his leotard awkwardly, held sideways against his legs by his
tights. As the three did a few poses to show off their sexy legs he also
felt Amy's breasts against his back and Ben could hardly breathe.

   Just when he couldn't take it any more Nancy declared the photo shoot
over.  Before she headed back upstairs she looked directly at Ben's quite
visible cock.  She raised her eyebrows and bit her lip, but only said,
"Dinner will be ready soon..." and left the kids alone.

   Ben immediately adjusted his erection, so it was back inside the
leotard, but it hardly hid the situation any better.

   "God, Nikki, you're brother is loving all this!" said Amy as she admired
the boy's bulge.

   "Yeah, he's loving this a little too much, if you know what I mean,"
said Nikki sternly, "He was practically humping my ass during the
pictures!"

   Ben started toward the stairs but Nikki grabbed him.  "You're not going
anywhere!"

   She dragged him back to the center of the room and the three of them sat
down.

   Amy pulled her knee up to her chest so she could adjust the seams of her
tights on her toes.  This simple action caused Ben's cock to jump, which
was not lost on the fifteen-year-old girl.  She wiggled her toes and
grinned devilishly at how Ben seemed hypnotized by her actions.  As she
repeated the motions with her other foot, she asked, "What do you like
about tights so much anyway?"

   "I dunno," sighed Ben.  It was terribly embarrassing to talk about out
loud, let alone with these two girls who seemed intent on humiliating him,
but he finally answered, "they just look nice on girls' legs, and I wanted
to know what they felt like."

   "Felt like on your cock, you perv!" said Nikki.

   "You know he was thinking about you when he was spanking it in your
tights!" laughed Amy.

   "Ugh, probably.  So were you, Ben?" demanded Nikki.

   "I-I-I guess so."

   Amy rolled on the floor laughing and Nikki just looked disgusted.  She
reached into her gym bag and pulled out her hair brush.  "You are
definitely enjoying this too much!  Help me, Amy"

   The girls grabbed Ben and pulled him to the couch.

   "Don't struggle or I'll tell mom and dad you think about me when you
pull on your little dick!"

   The girls made Ben bend over the arm of the couch, his ass presented to
them.  Nikki took her hairbrush, lined it up on her brother's ass, and then
gave him a hard swat across his tights-covered cheeks.  Ben held in the
urge to scream and just kind of whimpered.  She pulled back and cracked him
again, even harder.

   The sting on his ass and his hard-on rubbing against the couch arm was
brining Ben close...

   "My turn." Amy took over.  "This is for undressing me with your eyes
every time I come over!" She smacked him three times in succession and the
spanking almost made Ben cum in his tights.

   "OK, now comes the real punishment," said Nikki," pull his leotard out
of the way."

   Amy laughed and dug her fingers into Ben's ass as she grabbed the crotch
of the leotard and pulled it aside.  Nikki placed the brush's handle
between her brother's nyloned ass cheeks and pressed it against his hole.
"Now, never jerk off with my clothes again!" she hissed, as she pushed the
handle several inches into her poor brother's defenseless ass.  "Do you
understand?!" she demanded as she wiggled the handle inside the boy's tight
bum, working it in a few more inches.

   "YES!" cried Ben, "I won't do it anymore!"

   Nikki pulled the handle out of her brother's butthole, leaving the
fabric of his tights pressed up inside him.  As she withdrew the handle she
gave his ass one last hard wallop with her bare hand.  Ben moaned as he
came...  hard.  His hips bucked against the couch as his cock unloaded
stream after stream of sticky semen into his tights.

   Amy pulled him up and pointed excitedly.  "Holy shit, Nikki, you just
made him blow his fucking load!"

   Just then Nancy called from upstairs, "Dinner time!"

   Ben couldn't believe what was happening.  He had just made a very
obvious wet mess in his crotch.  His cum was seeping through both his
tights and leotard and there was no hiding what had happened.  Surely the
girls would let him change back into his jeans before going upstairs! 
Nikki and Amy seemed to know what he was thinking and they each grabbed him
by an arm.

   "Time for dinner, Benjamin!" laughed Nikki, "Don't let him cover it up,
Amy!"

   "Oh, I'm not!" giggled Amy as she grabbed the boy by his wrist and
elbow.

   The girls marched Ben up the stairs.  He thought about struggling, but
decided that might bring more attention than just going along with them. 
When the trio got to the kitchen Robert was already seated at the table.

   Robert glanced up as the kids entered the room.  It was not unusual for
him to admire his developing daughter and her sexy friend, but this time
his eyes also scanned his son's body, showcased in the dance tights and
leotard.  Did his eyes linger on the cum stain for a moment?  The girls
released their prisoner and he dashed to safety of the table, where is
shameful stain could be hidden.  Thankfully, his mother was facing the
counter and didn't see their entrance, but his dad HAD to have noticed his
wetness.  What was he thinking of his son?

   Nancy placed a dish of lasagna on the table and took her seat at the
head of the table opposite her husband.  Nikki and Amy sat on one side of
the table and Ben was seated across from them.  They made some small talk
before the subject turned to Ben's predicament.

   "Is this going to be a regular thing?" asked Robert, gesturing at his
son's attire.

   "No...  we're just messing around," answered Ben.

   "I think it will be," interjected Nikki, "Ben likes to help us
practice."

   "Yeah," chimed in Amy, "You saw how good he is!"

   "Is that so, Ben?" asked Robert.

   "Um...  I...  maybe, I guess." Ben felt something on his lower leg.  Amy
was smiling wickedly from across the table.  Her foot was sliding up and
down his shin under the table.

   "Well, I think it's just fine, Ben," said his mother, "If you want to
dance with the girls, then dance with the girls."

   Ben's face was crimson.  He could barely move open his mouth to respond.
Amy's tights-clad foot rubbed back and forth on his, her dancing toes
sending erotic waves through his body.  It had only been minutes since his
eruption but the electric sensation of nylon on nylon was causing his cock
to stir.

   "Well, whatever makes you happy, Ben...  but try to keep it in the
house." Robert went back to his dinner.

   "Did you hear that, Ben?  You can practice with us whenever we...  I
mean you...  want," grinned Nikki.  Amy's foot slid up to the boy's knee
and began working up his inner thigh.  "You can just keep those tights,"
continued Nikki, "I don't want them anymore."

   Both the girls burst out laughing at this and poor Ben was left
speechless again.  Amy drew her foot back down his leg before finally
pulling away.  His cock was throbbing now, straining against it's nylon
barrier.

   Robert just shook his head as if the situation was hopeless and Nancy
narrowed her eyes and smiled shrewdly at the giggling girls.  Ben just
stared at his plate.

   When the dinner ordeal was finally over Ben decided to make a break for
his room.  The stain on his front had dried somewhat but he didn't want to
give his parents a chance to inspect it.  As he sped for the door his
mother called out.

   "Ben...  make sure you put your tights and leotard in the wash tonight!"
The girls burst out laughing again and Nancy chuckled a little to herself.

   Ben's bedroom door had a lock on it, thank God!  He turned the lock and
knew what he had to do!  His cock was in major need of a proper jerking. 
He took the leotard off and jumped on his bed.  This wasn't going to take
long!

   He stroked his cock through the fabric of his tan tights, mesmerized by
the sight and feel of his member throbbing in their prison.  He didn't
tease himself for long, though- it was business time!  He pulled down the
tights' waistband and his adolescent cock sprung out.  He honestly didn't
think it had ever been so big and hard.  He licked his right hand for
lubrication and immediately started jacking furiously.  He didn't want
anyone to start wondering why he was locked in his room so long.

   The tights hugged his legs and feet so sweetly and his hand on his slick
penis was already drawing pre-cum.  Images of the afternoon flashed through
Ben's mind.  He thought about his sister seductively sliding off her
sweatpants to reveal her gorgeous legs.  He thought how angry she would be
if she knew he was thinking about her while masturbating again and it
excited him even more.  He imagined Amy running her foot up his thigh, but
in his mind she didn't stop.  She tickled his balls with her toes and slid
the ball of her foot up and down his shaft.  The fantasy Amy scrunched up
her toes to grab the head of his penis...  then they were both there,
fawning over his hard cock, cooing and stroking him...  Ben fought back the
urge to scream out as his cock erupted.  He pumped and pumped and it seemed
like was going to keep cumming forever!  It was the most intense orgasm of
his life, and as it subsided he found himself laying on his bed, his tights
pulled down past his cock, and cum all over his stomach.  His heart was
pounding and there was sweat on his forehead.

   As Ben stood up to finally remove the tights, he heard giggling through
the door.  Those bitches!  They couldn't just leave him alone!  What did
they hear?  How loud was he?  He thought he had been quiet, but in the
throes of his orgasm he may have been panting and spanking quite loudly...

   When Ben's cock had finally softened to an acceptable level he slid on a
pair of shorts and left his room to take a shower.  Between the exertion of
dancing, cumming intensely, and breaking out in a cold sweat every time he
was teased, he needed it!  As he entered the hallway his mother came out of
her room.

   "Do you have homework tonight, kiddo?" she asked.

   "Um, yeah, but I was going to take a shower first."

   "Alright, use the bathroom downstairs.  Nikki and Amy are going to use
this one." As Ben turned toward the stairs his mother followed him. 
"Benjamin, have you ever thought about taking a real dance class?"

   "Not really..."

   "Do you think it would be something you'd be interested in?  Like ballet
or tap?  You really seemed to be...  enjoying yourself tonight.  There are
lots of boys who take dance classes."

   The thought of being in a room full of girls, all of them wearing
tights, while he was wearing tights himself, scared Ben.  There was no way
his cock would behave itself in that situation.

   "I don't know, mom," he answered.  The conversation was causing him to
blush for about the millionth time that day, "We were just playing around,
I'm not that into it."

   Nancy stopped her son at the bottom of the stair and put her hands on
his shoulders.  "OK, dear.  You can think about it." She paused and smiled
warmly at her baby boy.  "You really did look good tonight!"

   "Oh mom," groaned Ben and he turned for the bathroom.

   "Especially your little butt!" she added, with a playful slap to his
bottom.

   Ben showered quickly and headed back toward the refuge of his room.  As
he came down the hallway, towel around his waist, Amy came sauntering out
of the upstairs bathroom.  She had a towel on her head and another wrapped
around her body, barely long enough to cover her privates.

   "You just have perfect timing, don't you," she chided Ben as they passed
in the hallway.  Ben couldn't help scanning her body.  Her athletic nude
legs were like works of art, sweeping up to her hips, which sashayed subtly
as she strode down the hall like a runway model.  Each step caused the
fringe of her towel to ride up and down her exposed thighs, achingly close
revealing her young pussy.  A few droplets of water clung her bare
shoulders and upper chest.  Ben's eyes finally met hers and they sparkled
mischievously.  She was smiling her devilish smile at him, the smile that
both thrilled and terrified the boy, the smile that said, "I know what you
are thinking." She was a teenage goddess.

   The moment was over in an instant and Amy disappeared into Nikki's room.
Ben realized he had been holding his breath and finally exhaled as he
ducked into his bedroom.

   Amy closed Nikki's bedroom door behind her and dropped her towel.  Nikki
was lying on her bed on her stomach reading a magazine but she rolled over
to watch her friend step into a fresh pair of cotton panties.

   "God, I wish I had your boobs!" sighed Nikki.

   "They are pretty nice, huh?," said Amy, giving her bare breasts a
playful squeeze," Your's are great, though Nikki!  And they're getting
bigger by the day!"

   Nikki stood up next to Amy and pulled her tank top up to expose her
little tits.  They stood side by side facing the mirror on the wall,
examining their assets.  Amy's breasts were virtually fully developed. 
They were plump and fleshy, but firm and had a delightful bounce when she
moved.  Her nipples were visibly hard.  Nikki's boobs were little more than
bumps on her chest, her small nipples curving up slightly.

   "If I had your tits Brian never would have broken up with me," said
Nikki.

   "Brian was an asshole and your tits are gorgeous!" Amy assured her.  Amy
pulled a snug t-shirt over the objects of Nikki's envy and Nikki pulled her
shirt down too.

   "So, were you thinking about this afternoon when you were getting off in
the shower?" asked Amy.

   "Excuse me?" asked Nikki.

   "You said a few weeks ago that you only use the jet massage setting on
the shower head when you're giving yourself 'special attention'" laughed
Nikki, "When I turned the water on it almost blew my head off!"

   The Ericksons had a hand shower that could be removed from its wall
mount and it was Nikki's favorite toy in the house!

   "OK, I was having some fun, but I was NOT thinking about my brother!"

   "You're such a liar!  I know I was a little...  it looks like he has
nice sized package," said Amy, "and that was pretty cool when you made him
come with out even touching his dick!"

   "You really are just as sick as he is," said Nikki, "and our experiment
today just showed how truly sick he is!"

   The girls dropped the subject for the moment and went on to talk about
boys at school and homework and gossip in general.

   That night Ben was gently shaken awake.  His eyes adjusted in the
dimness of the room and he could see that it was Amy kneeling next to his
bed.

   "I just wanted to make sure you weren't too mad about what happened. 
You were a real good sport today," she whispered.

   Ben was confused.  What did she need to sneak into his room in the
middle of the night tell him this for?  "Umm, it's okay," he whispered
back.

   Nikki drew back his blanket and gazed down at the boy's body.  He was
thin and just beginning to develop real muscles on his chest.  He was just
wearing a pair of sweat shorts.  "I wanted to do something for you to say
thanks.  Pull down your shorts."

   As Ben obeyed he felt like he was in a dream.  How could he not obey
this young woman?  His cock was already beginning to spring to life when he
felt Amy's hand on his leg.  It took a moment for his brain to process what
he was feeling...  she had a pair of her tights pulled up over her hand! 
She gently fondled his growing cock, and within seconds he was at full
attention.  "You're really big!" she whispered directly into Ben's ear,
"and I know you are going to get bigger!"

   Her flowery scent would have been enough to get Ben hard.  He had never
been this close to her, and his head was swimming.  Amy massaged his balls
with her nylon-covered hand, then grasped his shaft around the base.  She
could feel the first traces of pubic hair poking through the thin material.

   "Scoot over," Amy whispered.  Ben complied and decided this HAD to be a
dream.  Amy climbed into bed next to him and lay on her side, propped up on
her left elbow.  She began to began to stroke the young cock in her right
hand faster.  Ben's breathing quickened.  Somehow Ben pulled his thoughts
together and dared to take a step he longed for for years.  He reached his
left hand over his body to take hold of Amy's breast.  He could feel every
contour of her areola and hard nipple through the tight-fitting cotton
shirt.  He could see her break into a smile even in the dim light.  It
wasn't her devilish smile, but a sweet one.

   "That feels good," she encouraged as she quickened the pace on his cock.
To add to the intense stimulation Ben was feeling Amy placed her bare leg
onto his and began sliding it up and down.  The smooth, soft feeling of her
unbelievable skin on his own, almost hairless legs caused Ben to gasp.

   "Shhhhhhhh..." her face was inches from his.  Her closeness, her nylon
ministrations to his cock, her sexy legs gliding over his, her tit in his
hand- Ben came harder than he had all day, which was already harder than he
had in his life.

   'Yesss," purred Amy as she felt the semen rocketing from his penis.  The
wetness soaked through the tights on her hand and ran in rivulets down
Ben's stomach to the sheets below.

   "You can't tell Nikki about this," Amy whispered.

   In contrast to Amy's hushed whispers, Nikki's voice sounded like
thunder- "YOU'RE FUCKING KIDDING ME!"

   There she was in the doorway.  Her face was not visible in the dark, but
her body language read pure anger...

   Nikki stormed out of Ben's room and Amy jumped up to follow her, leaving
Ben lying in a daze on his bed.  When they got to Nikki's room she wheeled
around started scolding Amy.

   "What the fuck were you doing in there?" demanded Nikki, "are you really
so perverted that you need to sneak into my brothers room to molest him in
the middle of the night?"

   "I was just...  I was trying to..." Amy couldn't put her thoughts
together fast enough,

   "You were trying to fuck my twelve-year-old brother, you slut!" said
Nikki, "Everything has to be about you all the time.  Every guy has to like
you the most, every guy has to want to get in your pants.  Messing around
with him just wasn't enough for you.  You want to fuck my brother so bad?
Fine, I'll go get the little perv and you can get your sick business over
with!"

   Nikki stalked back to Ben's room.  "Get in my room!" she ordered.  When
Ben feigned sleep she went to the bed and dragged him out by his arm,
"Let's go, you little punk!"

   Back in Nikki's room Amy was sitting on the bed.  Amy dragged Ben
through the door and locked it behind him.

   "OK, here he is, you wanna fuck Ben, and we all know he wants to fuck
you!"

   Ben stood uneasily near the door.  What was going on?

   "Come on, Ben, don't just stand there, get naked for this slut!"
demanded Nikki.  Ben was too afraid and confused to move.

   "What are you waiting for?" asked Nikki, turning to Amy, "Let's get you
naked too!" Nikki stood before Amy and grabbed her shirt, trying to lift it
over her head.

   "Get off!  You're losing it, Nikki!" The two girls stood nose to nose
glaring at each other, Amy's tits hanging out from the bottom of her shirt.
Amy said, "You can't tell us what to do because there are two of us and
only one of you!  Besides, I think you're the one he really wants to fuck,
isn't that right, Ben?" Ben barely knew he was being spoken to, his eyes
were glued to Amy's luscious breasts, hanging lewdly before him.  Suddenly
Amy lunged at Nikki's shorts, trying to pull them down.  They got about
half way down her ass before the two girls collapsed on the floor wrestling
each other.  Ben turned to make an escape but both girls stopped writhing
to order him not to go anywhere.

   Finally Amy pulled away, "You want me to fuck your brother so bad, then
I'm gonna fuck him good!" Amy tore off her shirt and threw her shorts down
to her ankles.  She stepped out of them directly toward Ben.  She pushed
him to bed and laid him on his back.  She gripped the sides of his shorts
and he lifted his ass to allow her to pull them off.

   The two got their first good look at each other naked.  Ben was skinny,
but not boney.  His cock was fully erect, six inches long resting against
his belly.  His hairless balls hung between his legs.  Amy's pussy was
shaved bare, her vulva looked soft and inviting.  Ben smacked his lips
involuntarily as he stared at the young woman's supple breasts.  Her hips
were also more curvy than his sisters.  Her body's smooth contours were
soft and alluring, but when Ben's eyes rose to her face, it was twisted
with raw lust.  Her mussed hair made her look like a wild woman about to
have her way with her prey, which was exactly what was about to happen!

   Amy stradled Ben's legs and leaned over him, placing one hand on each
side of his body.  She scooted forward, dragging the cleft of her bare
pussy along the length of Ben's hard cock.  He held his breath.  She
reached between her legs to grasp his swollen penis and directed it into
her hot, sopping hole.  If Ben had more experience with women he would have
realized there was no way Amy could possibly be more turned on.  Her pussy
was tight, warm, and more than anything wet!  Amy wasted no time in
beginning to hump the boys cock for all she was worth.  She closed her eyes
and bounced on his six inch erection, wanting every inch of his adolescent
cock inside her.  Ben stared up at the goddess.  Here eyes were closed,
mouth open, and her exquisite breasts bounced rhythmically as her slick
pussy stoked his cock.

   In her handful of sexual encounters Amy had always been the one who was
shy, feeling a mixture of fear, shame, and lust.  But now she was empowered
and she was fucking the boy far more than he was fucking her.  He
tentatively placed his hands on her hips and began thrusting up to meet her
pussy.  Amy rode his cock even harder, their sweaty bodies slapping loudly
against each other.  Her breasts bounced

   Amy slowed her grinding hips and reached around the back of Ben's head
are pulled his face into her chest.  He immediately began sucking her left
boob.  Ben's lips encircling her nipple felt amazing.  His flickering
tongue unleashed waves of pleasure through her body.

   Nikki stood watching the spectacle.  She couldn't believe what she was
seeing.  Her best friend and her kid brother fucking like mad.  Amy's love
juice was streaming down Ben's balls, making them shiny, as her hole worked
up and down his shaft.  Nikki could feel her own pussy getting almost as
wet as Amy's clearly was.  Her conflicting emotions were overrun by erotic
scene playing out before her...

   Ben had switched to suckling Amy's left breast and was thrusting up into
her pussy when the girl felt something pushing against her asshole.  She
gasped as the foreign object intruded further into her puckered hole.

   "If you want to be really well fucked, you need all your holes full!"
said Nikki as she eased the handle of her hairbrush into her friend's bum.
Amy let out a short shriek before she clamped her hand over her mouth to
hold in her passionate cries.  The handle violating her ass hurt, but also
pushed her excitement beyond what she thought possible.  Nikki released her
grip on the brush, letting it hang from Amy's ass crudely.

   Amy began rocking again, and Ben began bucking harder into her- he was
getting close.  Every time the hairbrush bumped against something it
unleashed a shockwave of ecstasy through her being.  Ben was panting and
their movements synchronized to completely ream Amy's aching pussy.  As her
orgasm mounted she reached back and pulled the brush out of her ass.  She
felt Ben making his last desperate thrusts into her and his sperm squirting
deep into her hole.  Her orgasm rocked her whole body and she fought back
the urge to scream in pure sexual euphoria.

   Amy collapsed onto Ben and rolled off next to him.  They were both
covered in a sheen of sweat.  Ben's wet hair stuck to his forehead, his
eyes still looked shocked by the intense experience.  Amy leaned in to give
him a deep, salty, sweaty kiss.  She rolled over and looked to Nikki, who
was removing her hand from her panties.

   "Come here!" called Amy softly.

   Nikki stepped to the side of the bed and stopped.  This was the first
time that day she looked somewhat unsure of herself.

   "Come here and fuck your brother," said Amy.  Ben couldn't believe what
he was hearing.  For the first time in his life he wondered if he could get
hard again.

   When Nikki hesitated Amy climbed over Ben and wrapped her arms around
her best friend.

   "Fuck him," Amy whispered in her ear, then she took Nikki's face in her
hands gave her long, loving kiss.  They had kissed many times over the
years for fun, but this time was different.  Nikki did not resist as Amy
pulled her shirt over her head, and when Amy pushed her panties down she
willingly stepped out of them.

   ...  and the sight of the two young beauties embracing was doing the
unthinkable to Ben- his cock was already coming back to life!

   Nikki looked down at her best friend and her brother.  Amy had resumed
her position next to Ben and was fondling his balls and semi-erect cock.

   "Isn't she beautiful?" asked Amy, admiring Nikki's slender form as she
tugged playfully on Ben's penis.

   "She's gorgeous!" agreed Ben.

   Nikki blushed at hearing the two talk about her this way.  "I don't
think he's hard enough," she said, a mixture of disappointment and relief
in her voice.

   Amy giggled.  "Well, you know what he really likes!"

   Nikki knew what she meant.  That moment she made her decision to cross
the final line.  She went to her dresser and began digging through the top
drawer, looking for the right pair.  She came back to the bed, a pair of
black pantyhose in her hand.  Ben and Amy watched as she sat on the side of
the bed and pulled one foot up onto the mattress.  Nikki bunched up the
pantyhose and slid her toes into the sheer nylons.  She lifted her lithe
leg and pulled the sheer material up over calf.  Ben's cock jumped in Amy's
hand and she replied with a long squeeze.  Nikki repeated the erotic
display with her other leg, then stood up and pulled the pantyhose up over
her hips and ass.  After bending over to straighten the material, she
grabbed her waistband, and with a wiggle of her hips Nikki pulled the
pantyhose taught over her lower body.

   Ben's cock was roaring now and Amy was jacking him off rather hard. 
Nikki wasn't quite ready yet.  She reached between her legs with both
hands, took hold of the fabric covering her crotch and and tore the fabric
to expose her shaved pussy.

   Nikki crawled onto the bed and straddled Ben's stomach.  He could feel
the heat of her soft wet lips against his hairless skin.  The contrast
between the feel of his sister's alluring nylons and her steaming exposed
sex almost pushed him over the edge.  Nikki slowly slid her hips back and
she could feel the bulbous tip of Ben's cock parting the folds of her
pussy. Amy took hold of Ben's cock and held it up for her friend to ease
her way onto.

   This has to be a dream, thought Ben.  He had fantasized about his sister
for years, more often than not, her wearing silky tights while they engaged
in forbidden games.  He had imagined himself being pleasured by both these
girls more times than he could count, and now it was coming true.  As his
cock sunk to the hilt into Nikki's tight, dripping pussy, Ben knew that the
ecstasy of this moment far exceeded anything he had imagined in his most
graphic fantasies.

   Nikki began to hump up and down on Ben, the depravity of fucking her
brother driving her mad with lust.  Ben put his hands on her waist at the
top of her pantyhose where he could feel both the nylons and her silky
skin. He tightened his grip on her and bucked up into her with every last
bit of his waning strength.  Nikki slowed and let Ben pound up into her.

   "Keep fucking me!" She was practically screaming.  As her orgasm spread
through her body she impaled herself on Ben's six inch length and ground
her pussy against his pelvis.  She had almost forgotten Amy was there when
she felt her hand gently rubbing her back from her shoulders down to her
pantyhose-covered ass.  Ben reached up to the upward-sweeping cones of her
buddy breasts and squeezed them.  Her whole body was shaking as she heard
her pantyhose ripping more and Amy's finger working its way into her ass.

   Nikki let out a loud moan as she climaxed, Ben's implanted cock
squirting cum into her, Amy's fingers wiggling in her rectum, her own hands
gripping Ben's shoulders as he squeezed her nipples.  She fell into Ben's
arms, utterly exhausted.  The siblings kissed deeply.  Nikki leaned over
and kissed Amy, then the three of them joined their tongues in a sensual
exchange.

   Outside the room Nancy could barely believe what she was hearing!  Her
own pussy was incredibly wet, imagining what was happening on the other
side of the door.  As the room descended into silence Nancy tip toed back
to her room, her mind racing with thoughts and emotions.  She had just
listened to her children become lovers!
   The End of Part 1!