Note: This story was dynamically reformatted for online reading convenience.
 
 ï>¿School Janitor - Mg, oral, slow - pt.  2 by UncaBa

   She Returns...

   As the days went by, Suzie returned for brief visits.  We would share a
snack and some conversation, getting comfortable with each other. 
Gradually, we became closer and she would confide family, school, and
social problems with me.  I think she respected my opinion because I was
non-judgmental with her, treating her as an equal, an adult of sorts.

   We would explore different parts of the school together, sometimes
playing tag in the library, or reading books to each other.  I would find
moments to give a brief hug, pat her on the back, squeeze her briefly -
increasing the contact moments but always being careful not to go too far.
She liked to play in the gym and I began to formulate a plan to seduce her.
I would have to go slow, but I would do it, I knew, and she would come to
me voluntarily, one day.

   I started watching TV in the faculty lounge that had a large
wall-mounted set and a comfy old lounge chair someone had donated.  It
creaked and was split, but it was soft and big enough to hold both of us.
At first, she would sit in a chair next to me as I sat in the lounger. 
Then, some nights she would make it to the lounger first and jump in,
claiming it as hers.  I would dutifully allow it and sit nearby, sharing a
bag of chips or a drink.  After a while, she would scoot over and pat the
cushion next to her - an invitation to join her, jammed into the chair.  I
would slide in and wrap an arm around her, cuddling into her warmth and
softness.  She would make approving noises and my hands would wrap her
waist, sometimes getting a brief touch of the band of her panties, or the
underswell of her tiny boobs.

   One night when we raced to the chair, I made it before her but only just
barely and we both jumped in the chair together.  I tickled her and worked
my way into the bottom of the chair, pulling her over me as she giggled and
squirmed, trying to get away.  I held firm and we both paused, catching our
breath and resting a moment before tickling one another again for a few
more laughing moments.  I noticed that she had settled against me, a bit
sideways, but she started watching something interesting on the TV.  As we
both sat there, I nudged her so she would sit with her back to me, in my
lap mostly.  She lay quietly, gradually shifting so her butt was on my lap,
her feet along my legs, her head just below mine as she lay back on my
chest.  I breathed in her little-girl aroma of sweetness and sweat.  I kept
my arms and hands to the side, waiting...

   She breathed deeply as a show ended.  "Mmm...  this is fun...  kinda
like snuggling..." she moved against me, settling in.  Her butt wiggled
against my rising tumescence.  She pulled my arm tightly around her.  I
kissed her on the side of her head and she smiled but didn't look up at me.
I heard her breath a deep sigh, relaxing.

   "Yeah, I like this, too," I replied, placing the other hand carefully on
her tummy.  She grabbed it and held on, adjusting it for comfort.  I held
very still as the TV droned on.  After a few minutes, I noticed her
breathing was steady and light.  She was asleep.  I made my move.  Slowly
and gently, I rubbed her stomach, moving left and right.  After a few
minutes with no response, I moved up a bit, my fingers trailing along the
bottom edge of where her breasts would be.  Still no response.  I moved
higher, my fingers sensing the soft swell of her blooming breast buds.  She
moved against me, settling.  I froze.  Her head turned to the side and her
right hand fell to her side.  One hand drifted up to scratch her nose, then
fell into her lap.  I waited a moment, then moved my hand over her right
breast, feeling for where I thought was her nipple.  Sure enough, I
detected a slight indentation in the rubbery firmness.  Gently, my fingers
moved in small circles, caressing the nipple.  I began to sense a hardened
area.  It was working.  I moved to the other breast to find the nipple
already hard - a tiny bump in the center.  As I moved over it, she moaned a
breathy sound, then adjusted herself over my erection.  I hunched against
her, pressing my bursting dick against her ass crack.  I had to have this
girl.

   I felt her ass seek the middle ground where my dick settled between her
glutes.  One leg sagged outside mine.  The other bent at an angle, opening
her crotch.  In the process of settling, her skirt had drifted up nearly to
her crotch and I could see nearly all of her legs.  As slowly as I could, I
bunched her skirt a bit higher each time she moved, eventually exposing her
blue panties.  From my angle, I couldn't see it, but it was enough to get
me achingly hard.  My other hand moved to hover over her pussy, feeling the
heat rise off her pudendum.  I could see how her panties had gathered
tightly, being pulled into her split.  With one finger, I felt for her
crack, finding it hidden in the gathered material.  I moved up and down,
sensing more than feeling her crack.  Eventually, I could tell where the
bump of her swelling clit lay and pressed gently on it.  She moaned again
and lifted her crotch to press back against my finger.  I saw her hand move
and quickly jerked mine away.  She scratched and dug at her panties,
pulling them from her crack, then settled back asleep.  I decided not to
press the issue and sure enough, she stirred only moments later, sitting up
and pulling her skirt down as she looked around.  I pretended to be
absorbed in the TV program as she turned to look at me with sleepy eyes.

   "Hey, Uncaba, I fell asleep.  How long has it been?"

   "Oh, only a half hour or so.  When do you have to be home?"

   "Mom is working late, then going out with one of her bosses.  She said
not to wait up for me, which means she will be late," she murred, slumping
back against me.  I hugged her gently as she laid a hand over my arm,
rubbing me a bit.

   "I...  I wish you didn't have to go home so you could just stay here
with me," I offered quietly, kissing her hair on the top of her head.  She
looked up at me, a bit surprised.

   "Why?  I couldn't stay with you all night.  I would get in BIG trouble
and besides, that's only what girlfriends and boyfriends do."

   "Oh?" I responded, looking at her and holding one hand with mine,
caressing her arm with the other.  "How do you know what boyfriends and
girlfriends do?"

   "Sara Johnson has a big sister and she has a boyfriend and sometimes she
stays with him all night and doesn't come home.  She told Sara what they
do...  uh...  what happens.....  when..." She fell silent, afraid she had
said too much.

   "I know what boyfriends and girlfriends do, but I want to hear what you
think they do," I asked, looking at her.  "What DO you think they do?"

   She looked down at her hands and picked at a fingernail.  Then, looking
away as if she could see it happening, she began:

   "First, they kiss and stuff.  Then they get in bed and kiss some more.
Then they take their clothes off and...  then do stuff to each other..."

   "Hmm...  that sounds about right," I confirmed.  "Do you know what kind
of 'stuff' they do?"

   "The boy..  um...  touches the girl in her private parts and the girl
touches and sometimes kisses the boy's privates," she giggled.  "Sounds
gross, but that's what Sara said."

   "Well.. .if WE were boyfriend and girlfriend...  you could stay here,
but you wouldn't have to do all the other stuff if you didn't want to. 
Maybe we could just....  I dunno..  what do you think we could do?" I left
the options up to her.  She was still a long moment.  Without looking up
she offered an opinion.

   "We...  could...  (mumble)" she grew too quiet to hear.

   "What?  I didn't hear that last part." She turned her face into my chest
and repeated herself.

   "We could...  kissandstuff," she quickly finished, running the last part
together.

   "But of course, we would have to be boyfriend and girlfriend...  and I'm
way too old for you.  People would laugh and think we were silly.  We'd
have to make it a secret or something," I planted the seed of an idea.

   "Yeah!" she said, brightening and looking up at me.  "We could be SECRET
boyfriend and girlfriend!  And...  no one would know! ...but..." she looked
down, "you wouldn't want to be my boyfriend because I'm only 11..."

   "Why, Suzie!" I said, turning her chin up to me.  "I would love to be
your boyfriend.  I mean, I know I am an old man for you, but, if you wanted
me, I want you...  I mean to be a girlfriend."

   Her eyes searched mine for any hint that I was less than truthful.  I
gave no indication other than my sweetest smile.  I saw an idea cross her
mind and slowly, her eyes closed and I saw a slight pucker of her lips. 
She wanted me to kiss her...

   So I did.  That sealed the deal.

   It was the sweetest, most innocent, un-erotic, beginner-style, butterfly
pressure kiss.  My ears tingled and my dick was about to burst from how it
made me feel.  When my lips touched hers and held them, I was surprised at
just how small her mouth was compared to mine.  My lips surrounded hers
easily.  It took all my will power not to use any tongue.  I puckered and
moved against her mouth, planting an emotional kiss for several long
seconds.  When I moved away, she let out a long breath, gasping for air.  I
realized then that she thought you had to hold your breath when you kissed.
I grinned up at her as she gave me the biggest set of goo-goo eyes I had
ever seen.  She was practically swooning in my arms.  I enfolded her and
pulled her to my chest, hugging her for long moments.  I felt her move
against me and realized she was trying to turn around in my lap to face me.
When she lifted away, there were tears streaming down her face.  She
completed her turn planting her knee painfully on my thighs as she turned
to straddle my lap.  Her skirt revealed her blue panties again and I
strained not to look too long.  Her head came to my chest and her arms
struggled to hold me in a giant hug.  My arms went around her, feeling the
musculature in her soft back, moving down to feel the firm swell of her
butt.  I felt no bra, only a kind of undershirt or camisole.  She murmured
into my chest as her hands tucked under my arms, attempting to hold me
around my torso.

   After a long moment, she looked up and said, "Oh....  UncaBa...  I ... I
love you!...  so much!"

   I was moved nearly to tears myself.  This sweet, virginal, innocent girl
needed love so badly that she would get it from the school janitor.  I
hugged her and said quietly, "Me, too, sweety.  Me too."

   When I said that she looked up, wanting another kiss.  I stopped her
with a finger to her lips.

   "If we're gonna to grown up things, I have to teach them to you, but
first you have to promise me NOT to tell Sara or anyone.  Grownups think it
would be wrong for kids to be girlfriends with grown men.  They would make
me leave town and you might have to go live at the orphanage.  Your Mom
might not get to see you, even.  Sometimes, they will tell you lies, just
to get you to tell.  Then they send the cops for me.  Honest!" I planted
that seed as well, assuring that she would be deathly afraid of revealing
our secret.  Her eyes grew wide as I said it, then she grew solemn when I
finished.

   "OK.  I promise never to tell if YOU won't either." I don't want the
kids at school laughing at me, either, but ..  but I LOVE you UncaBa..."
She hugged me, pressing her crotch against my beltline.  I could feel the
heat of her pussy against my rock-hard dick.  I turned her face up to me
and kissed her again briefly.

   I pulled away and instructed her "Now, breathe through your nose when
you kiss.  That way you can kiss a long time and not get out of breath. 
And then, sometimes...  well...  maybe you're not ready for the next part."

   "What?  What next part?  There's more to kissing?" she was eager to hear
more.

   "Well..  sometimes, when people kiss, they open their mouths a little
and they let their...  tongues touch...  and they play a bit with each
other.  It feels really good." I waited a moment.

   "Wanna try that?"

   "Sara told me about that part already.  She said you open your mouth
real wide and stick your tongue in the other person's mouth.  It sounds
kinds gross to me."

   "No...  well...  she almost has it right, but you can't correct her,
remember?  I'll show you the right way if you want.  Just do what I do." I
pulled her to me.

   We kissed gently, then longer.  As it went on I caressed her lips with
my tongue.  I felt her moan a bit and then her tiny tongue tip touched my
lips and tongue.  I nearly came in my pants.  Her body contact increased as
well, pressing her stomach and crotch to me as she began to get into the
kiss.  I rubbed her butt, feeling the firmness.  She groaned and pressed
against me.  It was heavenly.  At last, we broke and she sat back,
breathless.''

   "Wow!" she offered.

   "Yeah, wow," I agreed, rubbing her back.  She leaned into me, turning
her head to lie against my chest.  It seemed the heat in her crotch had
gone up a notch.  I know I was leaking pre-cum in my shorts.  If she rubbed
herself against me again, I was going to cum for sure.

   "What's that?"

   "What?"

   "What's that hard thing...  uh...  down there?" she said, sitting up and
moving back a bit to gaze down in my crotch.  I looked down to see a tiny
dark spot appearing.  I also got a glimpse of those blue panties.

   "Oh!  Uh...  well, Suzie, that's the next part to learn about...  boy's
privates.  She giggled naughtily.  You see, when boys hug on girls and
kiss, their private parts get bigger and harder.  It gets stiff.  That's
what you are feeling.  Now, boys cannot control when it happens...  it just
does it sometimes all by itself, or sometimes when the boy is thinking
about a girl, or when it is touched when a girl presses against him.  When
you were hugging me, your private area was against mine, and that's what
started it...  along with that very nice kiss you gave me."

   She blushed.  "Oh." She was quiet a bit and leaned gingerly back against
me, careful not to press too hard.  "Being boyfriend and girlfriend is sure
a lot to do and to know about."

   "Yeah, baby, it is.  But...  I kinda like having YOU for my secret
girlfriend."

   "Me, too!  I want to learn all the secret stuff," she said, suddenly
bright.  She kissed me again with a regular non-tongue kiss, then hopped
off my lap.  "I hafta go to the bathroom...  be right back." She hurried
out of the faculty lounge before I could respond.  I think it was because
as she lifted off me, I saw a damp spot on her panties as well.  She was
leaking her own juices and probably thought she had peed in her pants.

   After a moment, I left the lounge to meet her in the hall way as she
came out of the girl's bathroom.  She was reaching behind herself, pulling
her panties out of the crack of her ass.  Her skirt had risen dangerously,
revealing her mons in front.  She started as she suddenly encountered me in
the hallway, as though she had been caught doing something wrong.  She
dropped her skirt and smoothed it as I approached.

   "Everything OK?" I asked.

   "What?  oh...  sure sure...." she was caught off guard.  I grinned to
myself and took her hand.  Together we walked down the hall toward her
bicycle, which I had started to take inside while we were together -- for
two reasons: One, to keep it safe, and two, to keep anyone else from seeing
it outside the school and wondering why it was there.

   As we walked down the hall, she took one arm and wrapped it around my
waist, pulling herself in to me.  I put an arm around her shoulder and we
walked and talked.  I noticed her eyes glancing down at my bulging crotch.
My erection, while subsiding some, was still pushing at the front of my
coveralls.  The spot was still there, too.

   When we got to the door, I went to one knee to tell her goodbye.  She
hugged me, telling me she didn't want to leave yet.  Then she tried to kiss
me, pushing herself against me and making me fall over in the process.  As
we tumbled to the floor in slow-motion, we giggled and laughed and tickled
each other.  I managed to cop another feel of her boobs and her hand came
dangerously close to my dick at least twice.  We lay on the floor, me on my
back, her half on top of me.  We kissed little pecks.  I would kiss all
over her face and she would reciprocate.  It became a game.

   I stuck out my tongue and she touched it with hers, getting grossed out
in the process, but I think she liked it anyway.  We frenched a bit again,
then I turned her over in the hallway to lie on the floor, me rising above
her.

   "Ah..." I said, "This is the lover's position...  where the man can kiss
the girl any place he wants." I began to kiss her forehead, then moved
around her face.  "Here...  and here...  and here...  " I said as I moved
to all the safe places.  Eventually, I was kissing her neck and then her
collarbone...  and then...  I moved over her breasts.  I looked up at her,
then quickly kissed directly on her nipple.  She flinched, then giggled as
she rubbed her tiny boob.

   "ooh..  UncaBa...  do that again...  that tickles good!" And so I did. I
kissed one breast, then the other, then back to the first one.  I nipped at
it, pinching her nipple ever so gently between my lips.  She squeaked at
that, then laughed out loud in an explosion of tense nervousness.  She knew
we were being naughty.  Her hands fell to her sides, a sign of
acquiescence. I could do whatever I wished and she would let me.  My hands
went to her collar button, a question in my eyes.  She nodded.

   I opened a couple of buttons, exposing her camisole.  I let my fingers
drift into her shirt when we rested briefly.  I caressed her breast gently,
moaning at how soft and beautiful she was.  She soaked in the admiration,
loving every minute of the thrills going through her body.

   "Suzie?"

   "Wha...Uncaba..." she answered dreamily.

   "Can I ...  kiss you on your...  skin?" I asked tenderly, pushing her
shirt a bit to help explain.  She grabbed her shirt and pulled it to her
chin, revealing her entire tummy and chest in one swoop.  Just like that I
was staring at the chest of a pre-teen girl on the cusp of adolescence. 
Her breasts are small swellings, doctors would say Stage II of puberty. 
Her buds were becoming actual boobs, but not quite.  I could see the point
of each nipple, a shiny pink dot rising above the nipple.  My hands drifted
across, feeling the amazing softness of her.  She exhaled and I realized
she had been briefly holding her breath as I caressed her.  The hand that
had pulled her shirt up drifted down, feeling the points of her nipples as
it went to her waist.

   "Sure....  " Then she just as suddenly...  "IF I can do it to you!" She
laughed at outwitting me.  I was only thrilled to sit up and unzip my
coveralls to my navel, revealing my chest with it's small mat of curly
hair. She sat up slightly to watch, giggling when I opened my coveralls. 
Her hand reached out to tickle my tummy, then withdrew quickly.

   She laid back and pulled her shirt up, slower this time and I kissed my
way from giggly navel to her breasts.  When I got there, I paused before
kissing them to just look at them.

   "They aren't very big," she said.

   "I think they are the most beautiful boobs I ever saw, really." I
confirmed.  She beamed.  I kissed and sucked each one, tenderly.  I let my
tongue caress each to a sudden fit of giggles.  When I finished, her chest
was shiny with my saliva, but her nipples were stiff and swollen.

   "My turn!" she announced, pushing me back.  I gladly laid down and
pulled my coveralls open.  She sat up and looked at me, then my chest.  Her
fingers touched my nipples, which were already stiff points.  She giggled
and flicked each, making 'boing, boing' sounds.  At last, she leaned down
and I experienced that tiny tongue and lips against my nipples.  She
giggled in the middle of it and sat up.

   "I got hair in my mouth..  ptoo!" she feigned spitting.  I just grinned
and said..  "Hey!  Men have hairy chests...  that's the way we were made...
we're different than girls, ya know."

   "Boy!  Do I know that!" she huffed, glancing down at the rise of my
swollen crotch again.  She began kissing down my chest, pushing my
coveralls open as she went.  Her hands drifted down ahead of her face in
order to support her.  Eventually, I knew it had to happen.

   One hand landed squarely on my penis, throbbing in my coveralls.  She
froze, then looked up at me, lifting her hand off my dick.

   "It's OK.  It you want to touch it.  It won't hurt me." Her hand
tentatively felt up and down my erection, feeling its girth and length.

   "Wow!" It's a lot bigger than Sara's little brother.  He's three.  I saw
his one day when they were changing him.  It was tiny and wrinkly.  How
does it grow so big?

   "Well, as I told you...  the same way everything grows bigger.  Mine is
older...  and you are making it big by touching me so nicely all night."

   "Hmm..." she was quiet for a moment.  Then, without taking her eyes from
my dick, she asked "Can you make it small again?"

   "No..not really...  well...  "

   "Well what?"

   "Well...  there is one thing that boys do to help it get soft
again...but ...well...  maybe we should wait til another time to talk about
that."

   "What?!!  I wanna know..." she insisted.

   "Well...  sometimes, when a boyfriend and girlfriend are kissing and the
boys privates get hard and he wants it to get soft again...the girlfriend
-- she...  uh...  kinda rubs it up and down.  Then, after a while, some
juice comes out of the end...  I call it Love Juice.  Then, it usually gets
soft again." As I spoke, her hand began to move up and down.

   "Wait...  If you do that and the love juice comes out, it will make my
pants all wet and sticky.  I have to take it out to do that."

   "You mean...  be naked...  right here in the hallway?" she was
incredulous.

   "Well...No.  Sometimes they are in the bed.  Sometimes in the bathroom.
You usually get somewhere comfortable where you can wipe it off after it
comes out."

   "Let's go in the classroom.  They have carpet in there and some paper
towels.  How much comes out?  Does it hurt?  Is it bad for the girl?  What
does it look like?  How long does it take?" She suddenly had millions of
valid questions.  I tried to answer most of them as we sat up and moved
into the classroom.  I found the reading corner with several small beanbags
and some soft carpet.  Along the way, I spotted a roll of paper towels and
took them with me.  This was a major moment.

   "OK...  let's get comfy." I sat down.  She looked a little nervous.  I
unzipped down to my waist, then looked up at her, still standing.  Her
hands fidgeted nervously at her waist, tugging a bit at her skirt.

   "Do...  do I have ta get naked, too?"

   It dawned on me that we had talked about couples getting naked together
and she thought this was that moment.  I decided to play it for what it was
worth.

   "Well...  sometimes when the girl is rubbing the guy, she likes to get
naked and slide her privates up and down on his hard thing.  It feels good
for both of them.  I won't look if you don't want me to."

   "Um...  well...  " she demurred.  i was afraid I had lost her.  Then,
magically her skirt fell, revealing her blue panties.  They were plain
cotton and a bit large, which accounted for the gathering at her crotch
earlier.  She stepped out of it, but pulled her panties up tighter, showing
me her crack.  I gazed at that holy spot.  If I played my cards right...

   "Well..  maybe I will think about it," her hands fidgeted at her waist.
"Now it's your turn."

   I slid the zipper all the way down, exposing my tighty-whitey's.  My
rock hard dick had made a large damp spot in front.  It bulged and pushed
the front out a couple of inches, straining at the cloth.  She stared at
the wet spot.

   "Has the love juice come out already?" she warned, worried that she had
missed it.

   "No...  when it gets hard for a while, sometimes it leaks.  Girls do it,
too, when they start to grow up.  Did you get a wet spot on your panties?"
She blushed and nodded proudly.  That seemed to explain to her why she had
found her wet spot when she went to the bathroom.  It also confirmed that
she was "growing up" as evidence.

   I shucked off my coveralls, leaving me in undies and socks.  When I lay
back , she moved down next to me.

   "OK, if you want to look at it, you have to pull them down.  Just take
them all the way off."

   She looked at my mysterious bulge and then at my face, then back.Her
lower lip was caught in her teeth.  After a long thought, she decided to
try.  Her hands went to my waist and my dick pulsed in my pants.  As she
slid it down, of course my dick caught in the waistband.  As she tugged it
lower, my pubic hair came into view.  She commented that she didn't have
any hair yet.  I assured her that was fine with me but that she would grow
some soon.  When my undies got low enough, my dick sprung up in all its 6
inch glory and she straightened in surprise.  I was circumcised and had my
hair trimmed off it so that it was clean skin along the shaft.  Her
expression of amazement was an ego boost.  She finished pulling my pants
off, then moved back to the middle, her eyes never leaving my dick.

   "What...  what do I do?" she asked.

   I took her hand and placed it on my dick, allowing her to get the feel
of it.  Her mouth hung open in awe and amazement as she learned her first
feel of an adult cock.

   "It's...  hot...  and soft but hard," she commented quietly.  Her hand
squeezed up and down, examining the physiology of a penis from stem to
stern.  She noticed the drop of pre-cum that oozed out the end.  I told her
what it was and how it was not 'dangerous' but that is made the dick slick
so a hand could slide up and down.

   "Girls make that same slick stuff inside their privates...  so the man's
thing can slide inside," I instructed.  She looked at me as if I had told
her a lie, then nodded and went back to her exploration.

   I showed her the technique, then left her to learn.  I had a hard time
not cumming right away, but the process of teaching her kept me distracted
enough.  After a time, I leaned back and closed my eyes.

   "Oh...  Suz'...  that feels soooo..  good.  Oh yes..." I was quiet for a
while.  She gathered more slick pre-cum that I had told her about. 
Gradually she smeared it all over my dick so that it was even more
slippery. In only a few moments, my balls began to contract.  It was time.

   "OK...ok..it's coming soon..  when it squirts, just keep on rubbing up
and down until I stop you.  That feels the best for a man..oh...Ooohh.. 
ohyes...  ungggh!  UNGH!" My vision dimmed.  My ears tingled and the hair
on my neck stood.  I was going to cum bigtime.  Suddenly, I shot a big
streak up my chest to my chin, then a second and third across my stomach,
then more dribbles over her fingers.  I reached down and stopped her hand.
She looked at the cum all dripping down her fingers and the pools on my
stomach.  She shook her hand to get some of the sticky dripping off, but it
clung to her fingers in a film.  She made a face...

   "It's gooey!" she offered, reaching for a paper towel I had torn off and
passed to her.  As she wiped her hand, I wiped it off my stomach and rubbed
some of it out of my pubic hair.  Somehow, cum never completely gets rubbed
out of pubic hair -- I remember thinking.

   "When...  uh ..  when does the girl rub herself on the boy?"

   "Well..  sweetie, that was before I squirted.  You don't have to do that
now."

   She seemed disappointed.  I went for an alternate thought.

   "Um...  but we could try it for practice, if you want.  I'm cleaned up
now and ..  and girls tell me it feels good to them, too.  All you have to
do is remove your panties and sit on me.  I'll help you do the rest.  It
doesn't hurt at all, I promise.  Just put my...  penis...  let it lie flat
and you sit so it sticks out the front...  kind of like a hot dog in your
bun." She giggled at the mental image.

   She sat there as I busied myself with gooey towels and underwear.  I was
exhausted and my erection had faded.

   "It's getting little!  See?  It's ..  it's getting reeeal little...  and
shrinking!  Wow!" she narrated as my erection continued to deflate.  I was
afraid she would not want to try her activity, but I was short-sighted. 
"Now it won't be so big that I can't get on top of it," she opined,
seemingly relieved at that.

   "Well, I suppose so.  If you sit on it and rub back and forth, it might
come back hard again.  That would be great!  Not many girls can make that
happen right after the love juice has come out." I laid the lie out there
so simply that I was ashamed of myself.  She took the challenge.

   "OK, here goes..." She said and lifted a leg.  Her pussy was the
sweetest litle crack.  Not tiny, but a simple line with a teardrop of clit
peeking at the top.  I moved to lie flat so she could get over me.  I was
too wide for her to sit on her knees, so she had to sit below my dick, then
slide forward.

   When our genitals touched, it was a magical moment for me.  We both
locked eyes, knowing that what we were doing was something special.  A
special moment in both our lives.  I positioned her so her mons was the
"bun" to my "hotdog." Her eyebrows went up in comprehension and we began
moving up and back, gently at first.

   I felt my erection returning and told her so.  She grinned in triumph,
believing she had done something special.  After a few moments, she was
concentrating on the friction between her clit and my dick.  Her juices
began to flow and it added to the nice cocktail of pre-cum, old cum, and
cunt juice that we were stirring up.  Every now and then, it would slurp
and we would grin at each other.  I watched as her eyes went to that
internal look.  She was not seeing anything, but feeling the stimulation,
the parts moving against one another.  I moved my hands up to feel her
boobs, adding to the stimulation.  Her eyes narrowed to slits and she
moaned an "mmm." Her movements grew quicker, then slower as she found the
rhythms and places to stimulate her clit.  She grew slicker as her pussy
created more lubrication.

   After a few more minutes, she leaned over to kiss me, which pressed her
clit a little harder on my dick.  The result was that she learned to lean
over a bit more.  This also managed to open her pussy a bit more.  When she
slid a little too far forward once, my dick caught at the entrance to her
vagina, nearly driving up into her tunnel.  I arched my back to prevent
that but she caught what happened and looked at me.

   "What happens when it goes up there?" she asked.  "Is that bad?  Will I
get a baby?"

   "Well..  sometimes it's a little tight for young girls and it might hurt
a little..  even bleed.  That doesn't last long in most girls and it feels
good after that.  But, once it's stretched and open, most girls love to put
it up inside them.  The boy gets to squirt his love juice up there and that
feels even more awesome.  It's also the way that moms and dads make babies
when you get to be 15 or 16.  We would have to be careful, then, cause
maybe you want to be a litte older when you get a baby.  RIght now...  you
don't have to worry about that at all."

   She seemed relieved at that bit of information.  She sat up and we just
humped and slid for a while after that.

   "I'm not getting that same feeling you got, I don't think.  It feels...
OK..  but...  I dunno.  It's getting kinda sore and dry."

   "I know sweetie.  Young girls have some trouble make their juice come
out.  Sometimes the guys have to help....  with their mouth." I let her
think about that.  "Would...  would you like me to try?  I wouldn't mind.
Promise!"

   "Well....OK..  How do we do that?"

   "You lie down here and I get up and kiss you all the way down.  Then I
kiss you right on your privates!  You'll like it, I bet."

   "Ewww..  really?  You don't mind THAT???" She was stunned that I would
want to kiss where she peed.

   "I actually love to do that," I offered.  "Let's try it.  If you don't
like it, I'll quit and you can go home."

   She moved off and waited for me to move.  We settled and I moved over
her, grinning at her simple beauty.  I told her so and we kissed several
times.  I then began my journey that ended with her panting as i reached
her mons.  My fingers had advanced their way to holding her crotch open as
my mouth moved to close over her entire crotch.  I licked her from 'stem to
stern' and the way her pelvis suddenly lurched off the floor was my solid
answer.  The grunt she emitted was further confirmation that she liked it.

   "Feels good, huh?" I quietly asked.

   "MmYeah...do some more," she replied.

   "OK..  here goes..." and I then commenced to try to give my best pussy
eating job with fingers that worked her clit as my tongue massaged her
vagina.  Soon had her grunting and growling, her legs jerking in sudden
spasms, her breath coming in gasps and long exhalations.  Her nostrils
flared as the spasms came and went.  Her hands wandered over her chest and
stomach, rubbing, waiting...  waiting...

   Then, for a moment, she was quiet.  I moved to place my mouth over her
entire pussy, eating it and closing gently to nip at her clit with my tight
lips.  I sucked it in, trapping it and flicking the tip with my tongue.  As
I did, I felt a growing vibration in her stomach muscles, echoed in her
legs.  A fast panting followed.  My tongue was doing a job on her clit
while my index finger worked its way into her vagina.  Slowly, I had worked
the entire finger into her tunnel and I could feel the nub of her womb.

   "What?  Oh!  OH!  Hungh!  Errrrrrrrrooooooowwwwmmmm...  augh!... 
unnnh!...  hooo!' She grunted and jerked as her crotch pounded my face.  I
held on and sensed the contractions in her pussy as she entered her
first-ever orgasm.  I was determined to give her a good, long one that she
would never forget.  As she plateaued..  peaking in her emotion, I suddenly
pinched her clit, drawing a whine and a stronger pulse from her vaginal
muscles.  Her legs jerked wide, then trapped my head in a vice-grip, then
flattened opposite each other in frog fashion.

   At last, she fell limp.  A noodle.  Panting, she pleaded for me to stop
the stimulation.  I gladly complied and kissed my way up her sweaty chest.
When I kissed her, she didn't have the energy to move her lips.  I think it
was a success, to say the least.

   After a few moments rest, she sat up and hugged me.  Without saying a
word, she got up and went into the bathroom attached to the classroom.  She
was in there a long moment.  I took the opportunity to get dressed and
clean up my face.  When she came out, I had her clothes ready for her and
handed them to her.  She stepped into them without a word.  I began to fear
that I had done too much.  The loving look in her eyes when she finished
dressing was all I needed.

   She came over to the chair where I was sitting and sat cross-wise in my
lap, an arm around my neck.  She gave me a long, sweet kiss and hug.

   "Well...  I guess we're boyfriend and girlfriend for sure now," she
nearly whispered.  Her eyes were wiser.  She had learned what she thought
was the complete secret to loving a person.  There was only one more lesson
(or two) that I could teach her.  That would have to wait.

   "OK, sweetie, you need to scoot on home and get a bath.  Wash the loving
off of you so your mom won't smell us.  I wish you could stay all night,
but maybe another time...  we'll see."

   We kissed a bit more, then said good night.  I watched her pedalling
through the streetlights to her home.  I walked to the corner and looked
down her street to her apartment.  The lights came on downstairs, then
upstairs as she made her way through the house.

   I walked back to the school, hoping that what I had started would not
backfire on me.  My life was in the hands of an 11 year old young lady who
didn't know that she had my heart as well.
   END of chapter 2 - NEXT: The Final Frontier(s)