Note: This story was dynamically reformatted for online reading convenience.
 
 Teaching the Bad Girl-- As security officer for the elementary school, I
was often privy to little "interesting" sights, especially from the older
girls who were just budding in their sexuality.  As they began to develop
tits, they began to understand their power over boys.  Consequently, the
boys, the ones who had failed a grade and were older and almost as mature
as the girls, began to respond to their preening and blatant come-ons.

   One night just after sunset, during a school event, I was patrolling the
outer grounds.  I was about to come around the corner to the back of the
cafeteria when I heard voices.  I stopped and peeked around the corner,
suspicious.  Sure enough, it was Jen, a fifth grade girl who was always
flirting with all the men on the staff as well as the more mature boys. 
She had a nice set of tits coming on and was proud of them, showing them
off in tight little shirts or in shirts that were a bit too small for her.
Her high, tight ass was amazingly luscious for a girl who was only 10.  The
curves in her body were much like her Mom's -- a beauty herself.

   I watched quietly in the shadows as Jen and her current boyfriend kissed
and made out on the loading dock.  I reached in my hip pack and took out a
nice new digital camera I had acquired with my funds.  It was a low-light
high resolution camera with zoom that could see better than a human in this
dim lighting.  The display showed them as the boy manhandled her tits.  She
was pressed back against the wall with her head back and eyes closed,
enjoying the feeling.  The boy, Scott, was unbuttoning her shirt, revealing
a small bra that he quickly pushed up.  Jen's tits were superb!  Pure
blue-white, bullet-shaped, with puffy large areolae.  <Click> Got that one.
He mauled a tit and Jen made a face, showing her slight pain, yet loving
the feelings swirling around her.  <click> got that one, too.  Scott then
reached down in the top of her shorts, pressing his hand deep.  Jen gasped
and buckled her knees a bit, allowing him room to finger her pussy. 
<click> It was only seconds before she reached down and unzipped her pants
and allowed them to fall down her legs to below her knees.<click> She
wiggled a bit and they fell the rest of the way.  She stepped out of them
with one foot <click>.  I had a great view as Scott's fingers worked her
pussy good.  Even through the panties, I could see she had a healthy crop
of dark hair.  He was bringing her close to an orgasm, I could tell.  Jen's
mouth was working, making little "Oh" shapes.  Her legs opened a bit wider
and she began to hump at his hand.  She was brushing the side of her other
hand against Scott's hardon while rubbing her tit with the other.  She was
close, so close...  her eyes were slits, seeing nothing.  Her mouth slowly
opened in wonder at the flood of feelings building...  building...  when
suddenly...

   Scott pulled his hands out of her pink panties.  Jen's eyes popped open
in surprise to see Scott frantically opening his jeans to pull out his
swollen member.  Jen stared at it for a long moment.  Comprehension dawned
through her fog of lust.  She grinned down at it and grabbed it with one
hand.  She was awkwardly positioned and turned a bit to get a better grip
as she pumped his swollen 5 inches <click>.  Scott leaned back against the
wall next to her and moaned quietly as Jen slowly pumped his dick <click>.
He was about to reach back into her panties when he froze, made a pained
face, and then shot a long stream of cum <click> across the loading dock as
Jen watched in amazement.  She continued to pump as he panted and humped
her hand, the shots of cum slowing but still impressive as his orgasm
faded.<click> He quickly forgot her as he sank back against the wall, his
mission accomplished.  He'd had his orgasm, fuck her.  I doubted if he even
realized he had left this girl all wound up and juiced.  He could have
fucked her if he'd played his cards right, but budding adolescent boys are
like that -- all hormones wanting only self-release...  no consideration
for others.

   Finally, he sagged against Jen and pulled her hand off him and put his
dick away.  Jen was gazing lovingly and expectantly up and him, hoping he
would return the favor.  Scott leaned over, gave her a peck on the lips. 
She became conscious of her dishabille, yanked up her pants <click> and
quickly straightened her bra and shirt.  Scott then took her hand to lead
her off the dock and back inside.<click> The look of disappointment was
obvious to me, but not to Scott.  This girl needed to get off and she
wasn't going to get it from Scott.  I quickly followed them back into the
gym, only to see Scott wander over and begin talking with his buddies,
leaving Jen alone to wander over to sit on the bleachers <click>.  I could
tell she was uncomfortable as I watched her fidget with her shorts, pulling
them sublty out of her sticky crotch.  Her face was still flushed from her
activities.  Finally she struck up a conversation with a couple of other
girls who passed by.  I noticed the group of boys with Scott grinning at
Jen.  Scott had told them!  What a jerk!  Jen's face fell and then she
leaned down to put her head on her forearms, crying at her ruined
reputation.<click>

   I now had the evidence I needed to get what I wanted from this gal.  I
went back to my office to download the pictures into my computer and create
a nice little presentation for little Jen.

   2

   After I had everything set up, I went back to the gym to get Jen.  I
asked her to meet me back at my office in five minutes.  This gave her the
opportunity to come alone.  It also allowed no one to see ME lead her out
of the gym.  Since she had never been in trouble before, she was really
concerned.  What had she done?, she asked.  I just told her to meet me.

   When she knocked on my door, I opened it and motioned her to sit in one
of the two chairs in front of my monitor.  I checked the hallway.  No one.
Good.  The event was winding down and the place was clearing out.  Soon the
building would be abandoned.

   I calmly asked Jen about her relationship with Scott.  She blushed
deeply and stammered about him being "sort-of" a boyfriend.  I said "Oh?"
and hit the spacebar on my keyboard.  The screen sprang to life with the
first of the pictures of her on the loading dock.  Her eyes bulged as I
changed from picture to picture.  I said nothing.

   Soon, she had tears trickling down her cheeks.  She was quietly moaning,
"no, no, nooooo...O God...oh noooo..."

   "OK, Jen.  Here's what we are going to do.  I'm going to call your
parents and have them come in tomorrow to see this.  What they do after
that is up to them..." She wailed louder, pleading.

   "But...," I paused dramatically.  She froze, hoping for an out.  "... 
but...  we can work out something here..."

   She stared at me for a long moment.  As she realized what I was talking
about, her eyes grew round with fright.  She was stuck.  I had her.  She
was going to have to do what I asked, or face her parents and humiliation
from the entire school.

   "Right now, what you are feeling is frustration from that dickhead
Scott. You didn't get to have your orgasm, and now you are in trouble for
being stupid enough to stand out on the dock, whacking off a boy who cares
not one thing about your feelings.  A boy who, as soon as he came, fogot
about you and went back to his buddies.  Your crotch is sticky with your
juices that felt no release.  In short, you need to cum...  badly..  and
I'm going to help you with that..."

   "B..but..but...  oh god..but you can't ...  ," she was terrified as she
looked from me to the pictures and back.  Her knees pressed together in
fear.

   "Yes, I will...  or I will show these pictures to every boy I can.  I'll
email these pictures all over the internet.  Your little pussy will be
world famous...  OR...," I paused again to make the point, then much more
quietly said, "or...  I can help you become a woman who knows about sex.  A
woman who is treated the way you SHOULD be.  I can be a tender lover and
teacher of sex.  I have no diseases.  I've been fixed so I can't get you
pregnant...  The choice is yours."

   I knew she had no choice, really.

   She sat there, looking down at her hands for a long moment.  Tears
dropped off her cheeks, wetting her already damp crotch.  She mumbled
something too quietly to hear.

   "What?" I said, perhaps a bit too loudly.  She jerked up her head and
looked at me in fright again.

   "Wh..what do I do?" she said through tear filled lips.  I wanted those
lips so badly I almost lept out of the chair at her.  Her hands fidgeted.
She sniffed as I considered what to say next.  I stood and moved to stand
above her.

   "Stand up, darling," I said as tenderly and sympathetically as I could.
She paused and then stood, pulling her shorts out of her crotch yet again.
When she straightened she was looking at the third button of my shirt.  I
tilted her face up to me and kissed her, slowly, tenderly.  Then again.  I
felt her start to jerk away, and then change her mind when I kissed her
again, and again.  I held her to my chest, squeezing her, making her feel
safe in my arms.  When I released her, she turned her face to me, prepared
to kiss again.  I knew I had her then.

   I held her face in both hands and kissed her deeply, slipping my tongue
in to play with hers.  She breathed deeply through her nose, quivering a
bit.  She was beginning to respond.  I felt her hands lightly at my waist,
steadying herself.  My hands slid down her shoulders to gently cup her
boobs.  She jerked and then just as quickly leaned into my hands.

   Behind a screen in my office is a large cot that I use to nap on long
shifts.  I led her over and sat her down on the cot.  She immediately
started unbuttoning her blouse.  I stopped her.

   "Let me, please." I kissed her as I removed her blouse and just as
quickly, her bra.  She blushed and gave a small attempt at covering up.  I
brushed her hands away.

   "You have the prettiest breasts in school, no doubt," I crooned at her
as I laid her back on the cot.  Her small, firm breasts stood up proudly
even when lying down.  Her pale pink nipples began to harden in the cooler
air.  I circled one breast gently, barely touching her.  Her eyes closed at
my tender touch and she breathed a slow, deep breath.  I brushed the palm
of one hand over her nipples and she gasped at the sensation."Feels good,
huh?  That's the way a girl should have her beautiful breasts touched.  Not
just grabbing and mashing, like Scott."She gave a small smile, my first
victory.  I leaned over and began to nurse gently at one boob and then the
other.  Her nipples stood stiff and crinkled.  She was moaning a soft,
"ooo" as I worked my tongue around her nipples.

   I slid one hand down over her flat firm stomach to gently slide over her
jean-covered crotch.  She jerked again, but then humped her crotch against
my palm as I cupped her pussy.  I felt the heat and the dampness radiating.
Her shorts unsnapped and easily slid down with her help.  I reached up and
gently pulled her tiny panties down, revealing her slightly furred pussy.
The smell of her sex was overpowering.  She modestly pulled one knee over
the other to hide her crack a bit.  As I kissed my way down her stomach,
she started saying quietly "O..  o god..  no one's ever...  oh...OH... 
god..  that feels...  mmmm....oh please..  go easy...  oh god..  so
good...so good...hmmmmmmm..."My hands made their way down her legs and back
up the insides of her thighs.  I gently pressed them apart.  One knee fell
tentatively away, the other leg remained straight.  I pulled gently on the
straight leg as I kissed closer to her pubic hair, my other hand still
lightly on her left breast."mmm...." she purred.  I sat up a bit and looked
at her face.  Her eyes were closed and she had a strange tiny smile
escaping.  She looked at me through slitted eyes.  "I have always liked you
Mr.  Mike.  You are so nice to all the girls...and ...  we talk about you,
too." It seemed it was confession time as I crept one hand up her thigh
toward her pussy.  "I promise, I'll go as gently as I can...and you will
love the feelings.  Nothing feels better than making love." Slowly, slowly,
her legs spread as my hand approached her steamy cunt.  My face was coming
from the other direction and her aroused odor was making my dick ache.I let
my tongue drift down the center of her closed crack, trailing dampness. 
She moaned and spread her legs apart wider.  My index finger reached her
soft cunt hair and I wiggled it against the fat lips of her pussy,
pressing. It went in easily in the slick wetness that oozed out of her. 
She gasped.I moved up, kissed her titties breifly, then kissed her lips. 
Her mouth opened to my invading tongue.  She was panting deeply, so aroused
she couldn't speak.  My hand on her pussy rubbed up and down, working one
finger between the lips, spreading her girl-gravy around.  When I pressed
against the nub of her clit, she gasped aloud, a small shout.  Her legs
spasmed to close and then her pussy pressed up against my finger.I moved to
the end of the cot and lay down between her legs pressing them to rise up,
pushing both thighs up and out, almost mashing her tits.  Her pussy was
shiny with wetness.  Her clit stood proudly.  I leaned in and breathed
deeply of virgin pussy, about to become fucked pussy.  I knew it would only
take a few licks to take her over the top and I relished the experience. 
My stiff tongue blazed a trail from near her asshole to her clit, she was
moaning almost constantly.  I poked it against her clit again and wiggled
it as I worked one finger in her vaginal passage."Aaaaaughh!" she yelped,
humping my face.  I suddenly slid my finger another inch into her pussy as
I pressed my tongue hard on her clit.  That did it.  She went over the
edge, shivering and convulsing, her legs spasming and jerking as she humped
and huffed and panted and moaned through clenched teeth.  This was a
"goooood" orgasm and she was getting everything out of it she could.I eased
up a bit, then dove down to lick her from bottom to top again, getting
another brief response and jerk from her before she forced my face away and
closed her legs on my hand.  My finger in her cunt was still there,
trapped. I wiggled it deeper, feeling her vaginal walls clamp and release
on it.  She moaned a deep, slow moan and opened her legs again.  When she
did, I took advantage of the moment and sank my finger to the hilt.  I felt
no hymen, no flap of skin, but she was tight as any virgin I had felt
before.  She was one of the lucky ones who wouldn't have to go through the
pain of defloration, only the adjustment of my dick slamming to the hilt in
her -- in just a few moments.I let her come down from her orgasm.  She was
crying gently, sniffing every few seconds..."Did I hurt you sweetheart?" I
asked, brushing her sweaty bangs away from her face.  I kissed her on the
nose.  She smiled weakly and opened her gorgeous blue eyes to gaze at me
for a long moment."Mr.  Mike, you don't know how many times I've thought
about you...umm..  doing this...  um...  to me."My eyebrows shot up in
surprise.  I hadn't thought that I would be the object of HER lust, only
the other way around.  "You..  you mean...  you WANTED to do this?"A small
"yes" came out.  She squeezed the remainder of her tears out in order to
see me a bit more clearly.  She wiped her eyes.  "Mr.  Mike...  I..  I love
you...  There are LOTS of girls who are in love with you...In fact, we've
even talked about...  doing...  this...  with you..."I sat back and
pondered this for a moment.  THis had been a setup."You mean you KNEW I was
going to catch you and Scott on the dock?""well....  kinda...  but not like
that..."So, the pictures and the whole blackmail scheme was unnecessary. 
Wow!  I stood, stripped off my shirt, dropped my pants and shucked off my
underwear and socks.  She watched, fascinated, as my dick swung into view.
She raised up on her elbows, still naked on the cot.  I looked at her -- a
centerfold for young-girl lovers if ever there was one.I crawled up on the
cot with her, covered her body with mine.  The feeling was exquisite!  She
welcomed me, wrapping her arms around me and fitting her body to mine.  Her
legs went wide and she naturally hooked one leg around my thigh.  I felt
the head of my dick immediately find its mark."Are you ..  ready..  to
become a woman?" I breathed after we had kissed and rubbed each other."Yes,
but ...  please...  I've really never...  you know...  done it.""I'll be as
gentle as I can.  Just let me show you what to do..."I sat back on my knees
and arranged her legs up and out.  I ran my hands down between her thighs
to massage her pussy and clit.  Her eyes closed, beginning the journey up
the arousal scale again.  I slid one finger slowly in her pussy as the
other hand pressed her clit.  She moaned again and humped my hands.  As one
finger made it to the knuckle, I slid it out and added a second.  THis time
took a bit longer to reach bottom, but she was still purring softly. 
Occasionally, her lips would tighten into a straight line of determination
as my fingers stretched tunnel and muscles to their limits, only to press
deeper.After a few minutes, she was panting and lubricating generously on
my fingers.  I felt her shiver in a mini-orgasm and knew it was time.  I
leaned over her while I fisted my dick."You hold it.  You put it in... 
feel it slide in...that's right...oooo...you feel so good, so snug... 
mmm....  keep holding it so you won't be scared until you are sure you can
take it all in...  that's right..."She was moaning and leaned her head back
while I was slowly pressing in and then out and then deeper back in... 
each time, another inch disappeared in ecstasy into this fresh pussy.  Her
fingers travelled down to feel my balls as they dangled.  I nearly came at
the tentative, tender touch.  The urge to slam the rest was too much and I
pressed the last two inches to the hilt, my pubic bone pressing against
hers.  She pulled her hand out as I came up and pressed it back
again..."Mmmm....ooooo.....oh....ohgod...  sl...slowly..  please...  you
are...  too...  almost too...  big...  ooooh....ogod..."I slid one hand
down to flick her clit as I slowly worked my dick in and out.  When my hand
got there, I discovered her own fingers busily circling her love nubbin. 
This girl at least knew what to do to keep her own arousal up.  I held my
chest off her chest and began to just FUCK.  THe feeling of her pussy was
unbearably wonderful.  It was firm, yet slick.  It clung to my dick as it
withdrew, then snuggly welcomed it back.  Her juices were plentiful and my
dick made a tiny slurping sound every few strokes.She was breathing deeply
through her nose this time.  Every few breaths, she would pant with an open
mouth.  WHen she would, I would cover her mouth with mine and we would
tongue-fight a long, deep kiss.  I munched on her full, soft lips, panting
my self.I picked up the pace every now and then, fucking a little harder
and faster for a few strokes.  She would moan out louder then, her legs
splayed widely, her feet attacking my ass as they clenched me to her.  Her
hands went around my waist to grab my butt and pull her deeply into her
cunt on my slow strokes and I felt like my dick was a foot long.  I was one
big orgasm, waiting to go off.  Wanting to finish us together, I suddenly
picked her up with me, stood and then laid down on my back with her astride
me.  I did it so quickly, she didn't have a chance to protest.  WHen we
settled back, she laid sensuously on my chest, my dick still pumping in and
out."Now you can go as fast or as slow as you want..  and when you are
ready to cum...  just let it go...  I'll be right there with you" I
whispered.She experimented a bit with her new position, finally settling to
sit up a bit, moaning as my dick pressed deeply into her.  I felt the hard
ring of her cervix touching my dickhead at the bottom of each stroke.  SHe
leaned her hands on my chest and began to pump a little harder.  Her eyes
became glassy and I knew she was reaching for the final goal.  I slipped
one hand up to rub and massage her nipples and the other hand slid down to
press a finger against her clit on each down stroke...  that was enough...
she gasped...  her pumping became frantic...  "Grrr.... 
mmooooooooohhhhh....  nnnnnnnnnngh!.......oooo...ogod ogod ogod ogod
ogod....aaaaaaa....AAAAAAAAAAAugh!...  Aggg...ooooo...hooommmmm...." she
was in a trance, her pussy clamping and releasing on my dick.I grabbed her
waist and began to pound UP into her in counterpoint to her strokes.  THis
sent her into apoplectic fits as she shouted and moaned and growled through
an intense orgasm..  wave after wave of wonderous fits...  I felt myself
fountain up into her newly opened pussy and nearly lost consciousness as I
came and came and came, while she came and came and came...  Eventually, we
ran out of breath and energy.  She collapsed on my chest.  I felt her pussy
clamp on my dick every few minutes...her orgasm still echoing through her
body.  My dick would jump in response as it began to shrivel.  As it began
to slide out of her, I felt our juices dripping down my balls.  My dick
gave one more jump and she giggled against my chest.  Once again, her tears
dripped, wetting my chest hair.  She self-consciously wiped the tears into
my chest as she sniffled a bit."Are...are you ..  OK?" I asked.Sniff... 
"Yes...  it was just..  so...  so much...  so ..  wonderful...  more than I
ever..  thought...." she said to my chesthair, sniffling and wiping her
nose withone hand.  THe other hand was still gripping my shoulder, where it
had been as she had experienced her orgasm.  I knew there would probably be
marks from her nails.  I didn't mind.I heard a soft sound from just outside
our door.  It was a breathless moan, stifled yet intense.  I panicked and
tried to shove Jen off me.  She stopped me and held her finger to her
lips."It's...it's Kim..  she..  she knows I'm in here...  with you.""WHAT!"
I nearly shouted through a whisper.  "Do you know if anyone finds out about
this what trouble you'll be in...  that I'll be in?  Why?  Why did you tell
her?""She..she wants to...  you know..do it...too," she said, sheepishly.
She then gave me that sly look that told me I was stuck.  I was going to
have to come through with this other girl or be discovered or revealed and
then all hell would break loose.I pulled up my pants and went to the door.
When I opened it, the prettiest girl in the school was standing there,
blushing deeply and grinning."Well...  Hi there, Kim.  Was that you I heard
out here?" she blushed as I asked her the question.  I could see that her
shorts were loose and a spot of dampness showed at the center seam."uh.. 
HI..  can I come..  I mean..  is uh..  Jen in there?"I held the door open
for her.  When she passed I got a whiff of the sweetest light perfume.  I
could also detect the odor of pussy.  She had been playing with herself
while evesdropping on our session.  My dick was already recovering and
rising in interest.Kim came in just as Jen came around the corner of the
screen, pulling her bra down and fastening her jeans.  Jen gave Kim a
knowing look.  They turned and stared at me, blushing and giggling."Kim
wants to learn what I just learned about...  I mean, she's never..  you
know..  done that," Jen explained."Well, if you're serious, Kim, why don't
you just take your top off now and let me see ifyou are mature enough to
learn about making love," I challenged.Kim's chin dropped at my words.  She
just looked at me for a moment while Jen smiled at her.  Then, slowly, she
grasped the bottom of her little tight belly shirt and peeled it off,
revealing small, firm tits that would surely be world-class boobies in a
few years.  I gazed at the large areolae and the tiny nipple points already
stiffening in the excitement of the moment."Very nice," I breathed while I
took off my own shirt.  She looked at me as I approached her to pull her
gently to me and give her a long, deep kiss.  She knew how to use her
tongue and I wondered if she'd had that mouth on a dick before.  As we
kissed and the passion rose, I began to ease her shorts off.  She stiffened
a little, then relaxed when I assured her I would go slowly.  I left her
tiny undies on and dropped her shorts to the floor.  She stepped out of her
sandals and was naked except for her panties.Jen was watching quietly, her
eyes taking in every detail.  I led Kim behind the screen and sat her on
the cot as I dropped my shorts to reveal my stiff poker.  Her jaw dropped
again at the sight and her hand immediately went to her mouth.  I took her
hand and wrapped it around my dick, showing her how to massage me,
slowly."mmm...  you're so..  BIG...  I wonder if..  it..  will...  uh.. 
you know..  go in..." she mused.I laidher back, saying "you just let me do
the driving, honey, and we'll see...  I promise I'll be gentle."I kissed my
way down her belly, pushing her panties off as I worked my tongue in her
navel.  She giggled and then purred as my hand pressed her mound, finding
her clit area.  I pressed, feeling the stiffness under the pad of her lips.
I worked my fingers up and down her crease.  She was already dripping wet
and my finger easily penetrated to her inner lips.  She gasped when I
pulled it back up and across her clit.My tongue was working on her clit,
hearing her gasp and moan, when I felt something on my dick.  It was a warm
mouth, not Kim's...it was Jen..  back for more.  I hoped Kim wouldn't
object, but I figured she was so hot and so close to coming that it
wouldn't matter pretty soon.I worked a finger slowly, deeply into her
snatch.  She waswrithing and moaning, nearly over the edge now...  now was
the time to strike.  I pulled her over on top of my stomach.  She gasped in
surprise, feeling my dick press against her stomach."Sit up and put it in
you.  That way you can control how deep and how fast it goes in."She caught
on quickly, reaching to hold my dick upright.  Her dripping pussy was wide
open and ready.  She held herself wide as the head of my dick sank in an
inch or so.  The feeling of her tight pussy was amazing - so soft, so hot,
so smooth, so...  wet!  I noticed Jen behind her.  As Kim sank slowly
another inch or so, Jen's hand began to rub slowly up my leg to grasp my
balls gently.Suddenly Kim dropped down, shoving my dick through her hymen
and deep into her steamy snatch.  I nearly came at the snug feeling.  Jen's
hand was holding my balls against Kim's asshole.  I reached up and gently
grabbed those small, firm tits, running my thumbs over the stiff nipples.
Kim moaned and began to arch her back and fuck me slowly out and in,
pulling her pussy lips out with my dick, then pressing them to disappear
when my rod returned.Bit by bit, I began to feel her get slightly looser
and much wetter.