Becky by H. Henry (teen, Mf) Part I There comes a time in every young girl's life that her body starts to undergo dramatic changes. Now I'm not just talking about the obvious stuff, like she starts having her period and she starts developing in her upper torso. I mean that everything about her begins to change; her shape, her face, the way she carries herself, her outlook on the world. I was lucky enough to observe these profound changes as they occurred to one beautiful young girl, a neighbor of mine named Rebecca DeMornet. This is the story of the changes to her body, and the wonderful openness that she showed towards me which allowed me to experience her changes for myself. Rebecca was always a quiet girl, reserved and pensive, squinting at the world through her bottle-bottom eyeglasses, curly, sandy-brown snarls matted to her face. She always seemed to be running off at the slightest provocation to either cry alone in her bedroom or giggle with the first friend she could catch on the telephone. She and her best friend, Cindy, would ride their bicycles all over the neighborhood, around and around endlessly. I couldn't believe the amount of energy these two young girls had. But they were never interested in boys, not even the slightest little bit. Boys were annoying people that teased them and bugged them and, besides, they never bathed enough, right? Of course, the two girls paid almost no attention to me at all; not only was I a boy, but I was also more than twice their ages, and a boring neighbor guy, as well. But then, a few months after Rebecca turned eleven, I noticed as she rode her bike by my house one day that she had just started wearing a training bra. She still looked for all the world like a young girl, pudgy-faced and bratty, with plenty of "baby fat" that, unfortunately, made her a little to homely to be an object of much attention. But there they were, just a couple of small elastic straps holding up her little prepubescent breasts, providing the first small hint that changes were beginning to occur to her young body. Another thing about her changed around this time as well. At one point, as she and Cindy rode by on their bikes, I stopped mowing the lawn long enough to look up at them. Cindy sped on by, oblivious to me. But Rebecca stopped pedaling, letting her bike coast a little, and turned her head and smiled at me. I smiled back and lifted my hand in a little wave, and she blushed a bit as she continued to smile at me. Then she turned her head forward and hurried away to catch up with Cindy. Wow, I remember thinking to myself. That's got to be the first time she's ever smiled at me. Cindy was in many ways a contrast to Rebecca. She was very small and thin, with dark, Latino features, long straight black hair, and bright brown eyes. And she certainly wasn't ready to match her friend's blossoming features; Cindy was completely flat and undeveloped. Then the first occasion for me to begin my close observation of Rebecca's development occurred. I was taking a walk in the early evening when I saw my two young neighbors zooming by me on their bikes. Rebecca looked at me and smiled briefly, but really paid me no heed at all, her face forward, riding hard. I continued my walk unabated, and after about fifteen minutes I arrived at my destination, Jefferson Municipal Park. I looked around for a nice place to sit down, maybe watch the ducks in the pond, when I noticed two bicycles locked together and laying near a little trail that ventured into a thickly wooded area. Those are Rebecca's and Cindy's bikes, I thought to myself. They must be in the woods somewhere. Curious, I started following the little path into the trees, not really knowing what to expect. I figured if I ran into them, I could just say hello and keep walking. They'd think nothing of it. Nonetheless, I treaded as softly as I could, hoping to avoid scaring the girls, and maybe to spy on them for a little while, as well. I suspected that they were up to something, because why else would they venture into these thick woods? I'd only walked in maybe a hundred feet when I heard some noise, a couple of little giggles, ahead of me. It sounded like they had left the trail and sneaked into the thicket, so I stepped off the path and quietly, carefully, picked my way through the trees, toward the noise that I had heard. Keeping low and silent, I finally saw them ahead of me about fifty feet, in a small clearing in the thick woods. I paused, wondering if they knew I was there. I decided that they were oblivious to me, so I crept as close as I dared, crouching down, wanting to hear their conversation. "Well, it's not fair," I heard Cindy say. "Don't worry. You'll develop soon enough," Rebecca replied. "I know. But how long?" They stood quietly, and I didn't even dare take a breath. "Come on, Becky. Let me try on your bra. You promised!" "O.K. Hold on. But it won't fit you, you know." "Yeah, I know. But I need to learn how to put one on." "O.K." Rebecca reached down and quickly pulled her tee-shirt off. Her plump body was still very girlish; no curves at the hips, no thinning at the waist, baby fat everywhere. She was in every way a young girl, except for the fact that she was wearing a tiny white cotton bra that seemed to be holding almost nothing. She reached around her back and fumbled for a while. "Sorry. I'm not too good at this yet," she whispered to her friend. After fumbling for another minute, she finally undid the clasp and her bra went limp. She shrugged her shoulders forward to let the bra fall off, and as she did, I realized for the first time that she really did need to wear a bra. While her little breasts had obviously just begun to blossom, there they were, proudly displaying themselves for me to see, barely more than just little bumps on her girlish chest, nothing but a couple of small bulges of baby fat topped with almost non-existent little pink spots. I had never looked at Rebecca as anything but a little girl before, even when I realized that she had started wearing a bra. But my perception of her had changed dramatically at this point; while her baby fat and girlish body made her obviously too young for my lustful desires, I was focused on something else now. Yes, she was a young girl, but she would soon be entering the wonderful world of her teenage years, and even though she wasn't very pretty, every teenage girl has a least a couple of little attractions to call her own. Cindy stared at Rebecca's chest as her friend handed her the bra. "I'm so jealous," she said. "Of these?" Rebecca looked down at her chest. "There's nothing to be jealous of." "Yes there is. You have tits!" "Oh come on." Rebecca held her tee-shirt up, covering her breasts. "It's your turn now. Try on my bra!" "I can't. I'm too embarrassed." "Why?" Rebecca asked. "Because, you know, because I don't have any tits." "I've seen you naked a hundred times, silly." "I know, but not since... not since you started developing." "Come on, Cindy." "What do they feel like?" Cindy asked, still staring at Rebecca's now-concealed chest. "What do you mean, what do they feel like?" "Do they, you know, do they bounce? Are they annoying?" "No, I think they're too small to bounce." "Are they soft?" "Do you want to see? You can touch them, if you want. I mean, we're friends, right?" "Well, I suppose." Rebecca lowered her shirt a little, exposing herself again, and Cindy reached out and touched her friend's little breasts for a short moment, then pulled her hands back. "Have you, you know, have you started having your period?" "No, not yet." "Do you have any hair? You know, down there, on your vagina?" she asked, pointing to Rebecca's crotch. "I think I'm starting to get a little." "Oh. I don't think I am. Can I see?" "O.K." Rebecca unbuttoned her pants and pulled her pants and panties down around her knees. Her girlish waist and hips made her look very young, and from my vantage point it didn't look like she had any pubic hair at all; all I could see was bare skin between her legs. The two young girls both looked down at Rebecca's crotch. "Where?" Cindy asked. "I don't see any." "Here," Rebecca said, spreading her legs open slightly and pointing to her bald vagina. I was too far away to see much, but I thought that maybe I could just make out the contour of her little pussy lips. Cindy peered down, looking closely at her young friend. "Oh. I see it. Well, it's not really much." "It'll happen soon enough to both of us," Rebecca said, pulling her pants back up. "Come on, silly, try on my bra!" Cindy hesitantly reached down and then pulled her shirt off. Her thin chest clearly revealed that she hadn't started developing at all yet; she was skinny and flat as a board, her tiny little nipples puffing up ever so slightly. "See? I told you. Nothing," she said, looking down at her flat chest. "That's O.K. Come on, try it on. Hurry, I want to get dressed before anyone discovers us." Cindy held the bra in front of her and slipped her arms through the shoulder straps. "Like this?" "Yep." She pulled the bra on and reached around to hook the clasp in the back. I was mesmerized by the display in front of me. "I can't get it latched," she said. She looked rather comical at this point, reaching her skinny arms around her back, her thin, young chest far to small for the bra she was trying to fit around her. Rebecca reached out and helped her friend to secure the clasp. "How do I look?" she asked, holding her hands out to her sides to pose for her friend. Rebecca looked at Cindy, smiling broadly at the comical vision of this little girl trying for the first time to fit into a bra. It was so loose on her that the tiny cups hung too low, not even covering her nipples. "You look silly!" she said, and she started laughing. Cindy, smiling also, looked down at herself and started laughing, too. They both fell on the ground, laughing and holding their bellies. "Shh!" Rebecca said. "Someone will hear us! Come on, let's get dressed and get out of here." "O.K. Help me get out of this contraption." Rebecca helped her friend remove the bra, then slipped it around her arms, pulled it over her little breasts, and reached behind to latch it. "You need help?" Cindy asked as she pulled her shirt back on. "Sure." Cindy latched the bra for her friend, then Rebecca put her tee- shirt on and they both hurried back to the path. I waited patiently as they walked past me and out of the woods, then I carefully left my hiding spot. I emerged from the woods just in time to see the two young girls riding quickly back home. --------------------------------------------------------------- Part II For the next few of months, every time I saw Rebecca I thought about her standing out there in the woods, naked from the waist up with her pants around her knees. I hadn't really changed my opinion about her; I still didn't find her attractive, especially when compared to the other young girls in the neighborhood. She was way too chubby and unkempt to match up to them. But, as I said before, every young girl past a certain age has a couple of things in their favor, and right now I couldn't get Rebecca's little favors out of my mind. Then one hot day in September, our friendship truly began. I was out working in my garage, hammering a few nails into a planter I was making, when Rebecca rode her bike up my driveway, looking rather upset, sweat flowing off her forehead. She was wearing a small yellow tee-shirt that was a little too tight for her, revealing the plump contour of her immature body. "Hello, Mr. Samuelson." She said. "What are you doing?" "Hi, Rebecca. Call me Ron, O.K.? I'm making a planter. "You can call me Becky. All my friends call me Becky." "O.K., Becky. What's wrong?" "Oh, I don't have my keys and I forgot that my parents weren't coming home for a while." "Well, you can stay here as long as you need." She looked out into my yard, where my sprinkler was methodically watering the lawn. "You know what I could really use to do? Could I run through your sprinkler?" "Of course," I said. "Be my guest." She ran into my back yard and into the spray of my sprinkler. I went back to my workbench, but I couldn't help looking out the window at the young girl playing in the water. As she splashed around, her tight tee-shirt started getting wet, then wetter, until it was soaked entirely, revealing everything about her; her baby fat, her girlish body, and, of course, her little bra. The bra was soaked as well, providing a translucent glimpse of her nipples, tiny but standing up just slightly. I couldn't stop staring through the window at her young body, and as I did, I started to think that she'd grown a little since I saw her in the woods. I really couldn't tell, but I swear that her breasts looked like they filled out her little bra a bit better now, mounding slightly above the elastic at the top of her cups. Now, maybe it was just the heat of the late summer, but she seemed to be a little more shapely in other respects, too; her hips seemed to be a little wider, her waist a little slimmer. After she was soaked, she came into the garage. "That was wonderful," she said. "Thanks." "Sure. Any time, Becky." I was staring at her, I'm sure my eyes were wide, as I tried to soak in her young body, so well exposed through her wet tee-shirt. Conscious of my stare, she looked down at herself. "Oh, I can't go home looking like this," she said. I was embarrassed by my gaping stare. "I can loan you a shirt, if you want," I stammered. "That'd be great. Just a tee-shirt would be fine." "O.K. Come on inside." "No, I don't want to track junk into your house," Becky said. "I'll just change out here, if you close the garage door." I quickly closed the garage door, then ran into my house and grabbed one of my tee-shirts, way too big for Becky, but it'll work. Back out in the garage, I handed the tee-shirt to Becky and started to walk out the side door to give her some privacy. As I got to the door, I paused. Why should I leave right now? If she's willing to change in my garage, maybe she doesn't care if I watch. I surreptitiously turned my head around, just in time to see my young friend reaching around her back to unfasten her wet little bra. She was facing right at me, looking at me, as I turned around, her tiny breasts raised out as far as possible as she reached behind her back. "Hey!" she said, and quickly turned around so her back was facing me as she undid her bra. "I'm sorry," I said. "I thought..." "That's O.K.," she said as her wet bra fell to the ground and she slid into my tee-shirt. She turned around again and put her hands out to her sides, posing in my tee-shirt. "How do I look?" she asked, her eyes twinkling through her thick glasses. The shirt was way to big for her. "You look great," I assured her. "You were trying to look at me when I was undressing, weren't you?" "No. I just thought..." "It's O.K. if you wanted to look at me. I don't mind." "Well," I said, stammering with embarrassment. Why did I try to peek at this eleven year old's body? Why am I always so stupid? "I'll let you look some, if you want," Becky said quietly. "You would?" "Sure. One time I let a guy at school look at my bra. I thought it was kinda fun. So do you want to look?" "Sure! Well, it probably isn't such a good idea." "Oh, come on. If you want to look, I don't mind. Here." She quickly pulled her tee-shirt up, exposing her little breasts to me. As I stared at her young body, I could tell that she was definitely getting a little more shapely, losing some of that baby fat. And her breasts did look like they gained a tiny bit of volume, still just chubby little bumps topped by small, diffuse nipples, but they seemed to be just a little bigger. And they were definitely even cuter now, close up, then when I first saw them in the woods. I noticed now how creamy white they were, soft, triangular, pointed little things; she was right when she told Cindy that they were too small to bounce, but they had a certain youthful beauty to them, nonetheless. She stood there holding the tee-shirt up for a minute or two, letting me just stare at her little breasts, and she seemed to enjoy the experience. Not waiting long enough, in my opinion, she let the tee-shirt fall back down, covering her body. Then she picked up her wet clothing. "I better be heading back to my house now," she said in a very high-pitched, almost childish voice. I opened the garage door and she pranced over to her bike. "I'll bring your tee-shirt back soon, Ron. See ya!" "Don't worry about it, Becky. Bye." She might actually become a very beautiful girl, I thought to myself as she started pedaling her bike away. And she already has a wonderfully cute little set of titties. Then she rode off down the alley, waving goodbye to me as she disappeared. --------------------------------------------------------------- Part III I didn't see Becky for the next few days, and I decided our little experiment must have been too much for the young girl, so she was avoiding me. Oh well, I thought, I'm not missing much, and besides, it was a lot of fun while it lasted. I mean, it's not every day that a guy gets to see an eleven year old's breasts. Then, a couple days later I was in my front yard when Becky and Cindy rode by. Becky stopped her bike in front of my house as Cindy just kept on pedaling. "Hey, Ron! I still have your tee-shirt." "That's O.K., don't worry about it." "No, I'll drop it by today. I promise. Bye!" Before I could say a word, she was disappearing down the road to catch up with Cindy. At around 5:30 that evening, Becky rode her bike up the alley to my driveway. I was sitting in the back yard when she jumped off her bike and came running up. "Hi, Ron. I've got your tee-shirt!" She was wearing a light blouse that hid her youthful body. "Thanks, Becky. You want something to drink? Lemonade, or water?" "Sure. Lemonade would be great." I went inside and got a glass of lemonade. When I came outside, she was sitting in the grass. "Here you go," I said, handing her the lemonade. "Thanks. And thanks for loaning me the tee-shirt, too." She handed me my shirt and I tossed it on the deck. "Sure. No problem," I said. We talked for a little while, about her school and my work, about politics and music. After a while, she said, "You know what we did the other day? In your garage?" "Yeah," I said hesitantly. I was kind of hoping the subject wouldn't come up. "Do you want to do it again?" "Well, sure," I said, my heart leaping into my throat. Yes, of course I wanted to see her little titties again, very badly. I just couldn't believe that she wanted to do it again. "Come on, let's go into the garage," she said excitedly, jumping up. I followed her into the garage and flipped on the light. When she reached the middle of the room, she turned to face me and started unbuttoning her blouse. I just stood still and watched as she removed the shirt, her little bra seeming to bulge as it constrained her blossoming bosom, swelling even more with each of her excited breaths. Then she reached around her back and unfastened her bra, much more expertly this time than the last couple of times I'd seen her do it. She hunched her shoulders forward, letting the bra fall off her arms and onto the floor, then put her arms out to her side and smiled at me. "There you go, do you like?" she asked mischievously, proudly showing me her budding little breasts. "Oh, yeah," I said, staring longingly at her little mounds of womanly flesh, the little bumps of baby fat that rose softly up above her chest. I stared at her for a minute as she stood, arms out to her side, until I finally worked up enough nerve to ask her a question. "Hey, Becky, do you know... Do you know what guys do with, like, Playboy and Penthouse?" I asked her. She looked puzzled, arms still out at her sides. "You mean, like when they look at the pictures? Do you mean, when they masturbate?" She asked. "Yeah," I said hesitatingly. I wasn't sure if I should continue with this. "Um," she said, equally hesitant. "Do you... do that? Do you masturbate?" "Sometimes." I looked at her quizzical face. Did she know where I was going with this? I waited for her to ask me another question, but she just stood there, looking a little nervous, still holding her arms out to her side. "So," I ventured, "what would you think if I, you know, if I masturbate right now, while I look at you?" She paused, still looking puzzled. "Why?" "Because I'm really turned on right now. You're really beautiful." "Oh." She paused, digesting this new information. "Really? I turn you on?" She looked worried, not smiling at all, as she asked me her question. "Yeah, you sure do. So would it be O.K.?" "I guess so, if you really want to," she said hesitatingly. "I don't want to make you uncomfortable or anything. Let's just forget it." "No, I don't mind, really. I think it'd be fun. I've never seen a guy masturbate before." She was smiling again. "I'm just, well, I'm a little nervous, that's all." "There's no reason to be nervous. So it'd be O.K., then, if I did?" "I guess so." I quickly kicked off my shoes, unbuckled my pants, and let them fall to the ground. My cock was already hard and throbbing as I pulled off my underwear and stepped out of my clothing. Becky was staring wide-eyed at my erection. "Oh my God, it's so big, Ron! I can't believe it!" I stood with my arms at my sides, letting the young girl absorb the visual stimulus. Then I wrapped my fingers around my cock and started expertly stroking myself, staring at her little baby- fat breasts the whole time. After two or three minutes, I started moaning, and finally came with incredible force, my orgasm causing my legs to shake uncontrollably. I shot wad after wad of semen into the air, watching it fall in an arch to the floor of the garage, six or more feet in front of me. I tried to aim it away from Becky as best I could, but one strong load inadvertently splashed against her leg, and she squealed as the warm, sticky fluid made contact with her skin. When I was done, I stood there, my hard cock twitching involuntarily. I looked at Becky's astonished face, still wide-eyed, her mouth open now, as well. "Wow," she said. "That was incredible! So that's what it's like when a guy comes, huh? I didn't know." She looked down at the come on her leg. "This is what it's like?" she said, leaning over and wiping a glob of it onto her finger. As she leaned over, her little breasts hung down, looking just a little bigger, and maybe a little softer, from this angle. She stood up, lifted her finger and closely examined my semen, smelling it, looking intently at it. "Cool," she said, looking at me again as she wiped my goo onto her shorts. Then we both put on our clothes and left the garage. Becky got on her bike and said, "That was a lot of fun, Ron. See ya later!" "See ya!" I said, and she was gone. I can happily report that my opinion of this young girl was changing, in fact it had changed a lot by now. Yes, she had a plump, girlish body and wasn't particularly pretty in any way. But she was becoming quite a sexy little woman, in my eyes. I didn't think any more about her shapeless waist or her baby fat. All I could think about now was her blossoming sexuality; all I could think about was her beautiful, chubby little breasts and her incredibly tiny, light-pink nipples. --------------------------------------------------------------- Part IV That was the last nice day of the season, and it was also the last time before winter that I saw Becky. The snow came early in October, and I hardly saw her at all during the winter months. I decided I must have scared her off during our last encounter; I knew I was pushing the envelop with the young girl, and I wasn't surprised that she didn't want to do anything with me anymore. Whenever I saw her, she was very nice to me, even a little flirty, but now that the snow was covering everything she never rode her bike around anymore and we would encounter each other only for a few seconds, walking down the street. She'd say, "Hi, Ron!" enthusiastically, like she really was glad to see me, but she never ventured into my garage, or even my back yard. Oh well, I thought to myself, I still have my memories of her wonderful young body, and the way she seemed to enjoy our experience together. We sure did have our fun! Then, many months later, a little after Becky's twelfth birthday, the first beautiful day of spring happened in early April. I was outside, raking the winter debris from off of my lawn, when I saw Becky and Cindy ride by. Cindy looked as little as she ever did, but when my eyes landed upon Becky, my heart skipped a serious beat. She was wearing a little pair of blue shorts that fabulously showed off her legs; now, maybe it's because the long winter prevented me from seeing many bare legs, but the sight of her young thighs made me palpitate. Her legs had definitely become more shapely during the long winter, and she seemed to have lost a lot of that baby fat that that made her look so immature. As she dodged my piles of leaves on her bike, I raised my eyes to look at the rest of her young body. She was wearing a tight white tee-shirt that revealed little of the plumpness that she had last year; her waist was slimmer, her arms and even her face were a little slimmer. And her breasts, oh my, her cute little breasts had definitely grown during the winter. Their shape was clearly visible through her tight tee-shirt, and she was wearing a bra that was obviously no longer for training purposes. It was all I could do to keep from staring at her awakening body, transforming so gracefully and swiftly into adolescence. As she skillfully avoided my piles of leaves, she looked at me and smiled. "Hey, Ron. How are you doing?" "Great," I said, breaking out of the spell her young body had put me in. "How are you?" She smiled, and I was sure that she knew I'd been checking out her young body. "I'm fine, too. See ya!" She quickly pedaled away after her friend. As I finished up my raking, I was kicking myself for having stared at her like that. What am I doing? I kept asking myself. Who am I kidding? I'm never going to see her naked again, so I may as well just keep my eyes in my sockets when she stops by; after all, I want to be her friend, and I don't want to seem obsessed. But then, when I was hauling the last bags of leaves out to the back, I saw Becky riding her bike down the alley toward my house. I went about my business, trying to act casual, but when she rode up into my driveway, my heart couldn't help but palpitate. She cheerfully waved hello and got off her bike. "Hey, Ron," she said, smiling. "What you doing?" "Bagging up the last of the leaves from my yard." "Oh. Well, you up for a break?" "Sure." Becky sat down in the grass. "Do you want some water or something?" "No, I'm fine," she said, smiling up at me. I sat down next to her in the grass. "So," she said, still smiling. "Do you want to go in the garage?" Suddenly I recognized her playful smile. "You know, to... to play our game?" "Sure," I said as carefully as I could. I was excited, and I knew my voice was cracking. "Come on!" she said, jumping up and running into the garage. Before I could even get the light turned on, she was already pulling her tee-shirt over her head. She was wearing a very different bra now, clearly not a training bra. It had a little bit bigger cups and more support from the elastic straps, and even in the bra her little breasts were bouncing with excitement. Well, I thought, that's one major change: They bounce now! The bra was holding in two ripe little peaches that filled the cups out nicely, still rather pointy and cone- shaped, but starting to become rounder, looking like a lot more than just two little mounds of baby fat. She tossed her tee-shirt to the side and reached in front of her breasts to unclasp the bra. "This kind of bra works so much easier," she said, "hooking here in the front." With that, she opened her bra and exposed her beautiful little titties to me again. I just stood and stared. Her breasts had obviously developed some in the last seven or eight months; they were bouncing free from their bra as she tossed it aside. She also had substantially less baby fat than before, sliming down nicely in the waist, with maybe just a hint of adolescent widening in her hips. But the nicest change, from my perspective, was the shape and size of her nipples. They were no longer tiny points of pink topping the tips of her breasts; they were now substantial little nubs, not big at all, but distinct, noticeable, rising up above the white flesh of her breasts and ending with a firm, light-pink little stub. I must of been staring for a while when Becky said, "Hey, aren't you going to, you know... Are you going to masturbate?" "Uh, sure," I said, my trance broken by her words. "If you want me to." "I do. I've been thinking all winter about the way you... whatever it is." I could see that she was turning red in the face at her erotic admission. "The way you come," she finished. I quickly took my shoes and pants off, eager to join in the "game." I stood still for a moment, letting Becky stare, wide- eyed, at my throbbing cock, and then I started stroking myself. Becky stood before me, allowing me to stare at her beautiful young breasts as much as I wanted. As I was stroking myself rather fervently, I asked Becky another question. "Hey, Becky," I said as I masturbated, trying to keep my voice at an even pitch. "Would you want to take your shorts off?" She looked at me, startled, and it was clear that she had never contemplated this situation before. "You mean, you want to look at me, totally naked?" she asked with a look of concern. "No, no. It was just an idea. Forget it." "No, it's O.K. I'm just nervous, you know. A little embarrassed." "Why would you be embarrassed?" I asked. The thought crossed my mind that maybe she still doesn't have any pubic hair, but I figured that was unlikely. "You know, no one's ever seen my, well, seen me totally naked before." "It's O.K. It was just a stupid idea. I'm sorry." "Well, do you really want me to? I mean I will, if you really want me to," she said, still looking concerned. "You'd look very beautiful, Becky. It'd be nice. But only if you want to. I don't want you to if you don't want to." "Well, O.K. I'll let you look for a little while, but only for a few seconds, O.K.?" "O.K.," I said, my heart racing now. Becky wrapped her thumbs under the elastic band of her shorts and started pulling them down. She looked at me, smiling slightly, as she inched the waistband down, wrapping her thumbs under the hem of her panties, as well, when she encountered them. When she had pulled them both down about five inches, the rising swell of her pubic mound clearly visible, I realized that she still hadn't revealed any pubic hair yet, and the thought again entered my head that maybe the young girl didn't have any. But then she shimmied the elastic band over her buttocks and pulled her shorts down enough that I could finally see her little tuft of pubic hair, soft and dark blonde, disappearing into a triangle point between her legs. The entire area covered by her tangled little tuft of hair couldn't have been more than a square inch or two. I started stroking my cock again, tremendously excited at the vision of her young pussy hair. "There," she said, looking down at herself. "Can you see?" "Well, sort of. Most of it," I said breathlessly. She looked up at me, smiling, and I could tell that she knew what I meant. With her thumbs still wrapped in the waist band, she pulled her shorts down just a little more, maybe two inches below the point where her pubic hair disappeared between her legs. Then, looking down at herself again, she opened her legs, just slightly, straining the elastic of her shorts and panties. There, down between her legs, I could see a little tangle of pubic hair hanging down below her young pussy lips, concealing them somewhat, but I could still make out their contour, pink and puffing out slightly from her white skin. I was in heaven, stroking on my penis and staring at this young girl's extraordinary little pussy. After a few short moments, I could feel my orgasm beginning to well, when Becky said "O.K., that's all," and pulled her shorts back up. "Oh, Becky," I said breathlessly, "I was almost ready to come!" I continued to stroke myself like mad. "O.K., here," she said, pulling her pants down again and spreading her legs, even wider this time, and almost immediately I erupted, spewing my come everywhere in an incredible orgasm. "Oh, God," I yelled, maybe a bit too loud, as my come splattered all over everything. I had no control over myself, and a number of errant shots spewed on Becky, one striking her across the belly, another one covering her feet in my sticky goo. When I was finally done erupting, my cock still twitching, I looked at Becky as she quickly pulled her pants back up. "Sorry I made such a mess," I said. "I didn't have any control over myself." "Yeah, I noticed. That's O.K., though. It's kinda fun, I think, when you get it on me." I handed her a rag and she wiped herself up, then put her bra and tee-shirt back on. As she got onto her bike, she was smiling at me. "I like our game, Ron. Let's play again, O.K.?" "Yeah, let's do," I said as she rode away. I couldn't believe it; I was falling for this little twelve-year-old. Sure, she still looked like a young girl in many ways, her bottle-bottom glasses and her snarly curls. But she was developing rapidly, becoming a woman, and I was lucky enough to witness it as it happened. I never thought about her little baby-fat titties anymore; all I could think about now was her womanly breasts, still quite little but blossoming, growing, changing; her tiny tangle of pubic hair, and her puffy little pussy lips. --------------------------------------------------------------- Part V Throughout that summer, Becky would come over every two or three weeks to play our little "game." We never planned to meet; she would just stop by when she was in the mood and we would quietly go into my garage. She always took her shirt off, and eventually she usually would drop her pants for a while as well, if I begged her enough, waiting until I came before pulling them back up. I had taken to almost always trying to ejaculate in her direction, and we started a little contest where she tried, rather ineffectually, to avoid each shot of come while I tried to get it on her; I usually won easily. We had a lot of fun in that garage. At one point in the Fall, after school had stared, Becky had just arrived at my house and we were sitting in the grass, talking, when she told me that she had exposed herself to some boys from her school. "Me and Cindy were walking home from school and a bunch of boys, about five of them, came up and started telling me that I had the nicest tits in the seventh grade, and then they asked me if I would show them to them. So I said, 'Sure,' and we went off into the woods by Jefferson park over there, and I pulled up my shirt and unhooked my bra and let them look at me. They all just stood there, staring and giggling. They told Cindy to pull her shirt up, too, but she really doesn't have anything, so she just turned red in the face and ran away. Then one of the eighth graders, Jake, asks me to show them my pussy, so I said, 'No way! You'd have to show me your dick first!' So he goes, 'O.K.,' and then he did! He unzips his pants and pulls out his little boner! I mean, it was hard and everything, but it was so small! Yours must be five times bigger than his, Ron." "Well, he's young, remember," I said. "Yeah, but still. He's such a geek! So me and his friends just started laughing and he stuffed it back in his pants. Then he said that I owed him now, but I told him 'No way. That was nothing. That was way too small; I'm not showing you anything anymore after that.' And I didn't. Jake just ran out of the woods and the other guys all followed him, yelling stuff like 'pencil dick' at him. It was funny." "So, do you think you should be going into the woods with all those guys?" I admonished her. "Do you think you should be exposing yourself like that?" "I do it all the time with you!" "Yeah, but that's different. That's..." "I think you're jealous! You're jealous, aren't you?" "No, I'm not jealous. I'm just a little worried about you, that's all." "Yeah, sure. Come on, pencil dick. Are you going to come into the garage with me, or what?" She jumped up and started toward the garage. "Hey," I said, jumping up after her, "you can't call me that!" "I know. Yours is more like a baseball bat," she said, smiling mischievously. "Come on, I want to see it!" Inside, I told her that if she wanted to see my "baseball bat," she'd have to take all of her clothes off this time. She can't just pull down her pants a little and let me have a peek. "This time," I told her, "I want a good look." I think maybe I was trying to get back at her for exposing herself to those boys; maybe I was a little jealous. "O.K.," she said, looking demurely at me and unbuttoning her blouse. In short order, she was pulling her jeans off and standing before me in nothing but her tight little panties. This was the first time that I had ever seen my sweet young friend in this state of undress, and it was extremely erotic. I again thought about how much she had changed in the last year; her waist was slimming nicely, her hips widening a bit, her breasts growing and maturing. Though her body was still quite small, and her thick glasses and knarly hair persisted, most of her baby fat was gone and she was beginning to look more and more like a young woman. "Now what do you want me to do?" she asked, standing almost naked in front of me. "Take off your panties and lean against my work bench there, behind you." She pulled off her underwear, revealing her fabulously tiny little patch of pubic hair, and leaned back, her butt against the bench. "Now spread your legs, and I mean nice and wide this time," I said, smiling eagerly at her. "Wide? You mean like spread eagle? No way!" "Not spread eagle, silly. Just open enough so that I can see you." "Like this?" she asked, spreading her feet apart almost three feet. She stood before me now, her twelve year old body completely nude, with her legs spread wide apart, and I was provided the most erotic view of the most beautiful pussy I had ever seen. I could finally see all of her virginal little lips, swelling up from below her sweet patch of dark-blonde pubic hair; I could even see below them, to where her anus hid, still concealed inside the crack between her buttocks. Her pussy was tiny and red, almost glowing, as it mounded up above the pale white skin of her inner thighs and buttocks. The pubic hair that sparsely covered those fabulous lips was damp, sticking together from the wetness that was flowing out of her vagina. "Is this good?" she asked, smiling seductively at me. "Perfect," I responded as I started unbuckling my pants. I tossed my clothes aside and walked up to her, wanting to make her look at my erect cock. She stood, leaning against my bench and staring at my cock. "God, that is so much bigger than Jake's," she said. "I love it!" I started stroking myself, staring at her young body so fabulously displayed for me. "Oh, Becky," I said as my orgasm came out of me, "Oh my sweet little angel!" I came right in front of her, my penis pointing right at her, and she didn't even try to get out of the way like she usually did. She just cupped her hands over her pussy to prevent any accidents and let me pump my warm come all over her little body. Her breasts, her arms, her feet, everything. "Yeah," she said, still leaning against the bench when I had finished coming. "That was great!" Three days later, I was surprised to see Becky show up in my back yard again. She never came over to see me so soon after one of our encounters, almost always waiting three weeks or more before she wants to play our game again. "Hey, Becky!" I greeted her, "What you doing?" "Oh, I just wanted to see you." "Good," I said, and sat down in the grass with her. "So," she said, seeming rather pensive compared to her usual excitable self. "You know that guy Jake that I told you about?" "Yeah." I remembered the guy that had shown his "little boner" to her a few days ago. "Well, he's been getting on me, you know, about letting him see my pussy. He kept asking me about it. So finally yesterday I told him 'O.K., but you have to show me yours, and I mean all of yours, not just pulling it out of your fly like you did the other day.'" "So he goes, 'O.K.,' and so we went off to those woods by Jefferson Park. I told him to go first so he unbuckles his pants and pulls them down and lets me see everything. He was really hard, but still pretty small. His balls were just tiny compared to yours, and he hardly has any hair. Just a little bit." "He's young. It'll grow." "So then I pulled down my pants and let him look at me. He was really excited, you know, staring at me. Then he asked me if he could touch it, so I said 'O.K., maybe just for a little while' and he reached down and I spread my legs a little wider and he touched me a little. He just kind of ran his fingers around a little and then lifted them up to his nose and smelled them! I thought that was really gross. Then he asked me if I wanted to touch him, and I told him no and we both pulled our pants back up." "Hey, you've never let me touch you before!" I protested. Maybe I did feel a little jealous. "You never asked," she replied curtly. True enough, I thought to myself. "So why didn't you want to touch him?" "I don't know. I was really nervous, you know, embarrassed, because I don't know what to do... when I touch it." "Well, it doesn't sound like he knew what he was doing, either." "No, he just wanted to smell it. Gross!" "Well, the smell is supposed to be really erotic, you know." "What? No way." "Yeah, there's, like, chemicals, you know, hormones, that girls let off that make guys get excited." "Really? Weird." She contemplated this for a second. "So anyway, I was too nervous. I think I feel a lot more comfortable with you..." She looked up at me with a suggestive eye. "Do you want to touch mine?" I asked her, my heart skipping as the words left my mouth. "I think I would like to, if you want me to," she said. "Let's go in the garage, O.K.?" "O.K." When we got in the garage, I quickly dropped my pants to show my huge erection to young Becky. She reached out her little hand and tentatively touched my cock. I just stood there staring at her excited face and let her lightly explore me, her fingers moving softly up and down, burrowing through my pubic hair, caressing my balls. After a minute or two, I put my hand on her stomach and moved my fingers down under the waistband of her shorts. She looked up at me and smiled, telling me with her expression that it was O.K., and I ventured my fingers lower, under her panties, until I felt the velvety softness of her little tuft of pubic hair. Right on cue, she spread her legs just slightly and I plunged my fingers over her pubic bone and down below to her beautiful virgin pussy. As my middle finger parted her lips and entered her, just a little, she closed her eyes and moaned, her hand wrapped around my cock and holding on to it for dear life. I couldn't believe how wet her little pussy was; I don't know what I expected, but I really didn't think that a twelve-year-old could get so wet. I moved my finger between her lips, exploring, until I located her clitoris, just a tiny little nub, but erect and ready. I swirled my finger around her little nub, rubbing it lightly, and she moaned, over and over. It only took a few seconds for her young body to start to tremble, and she quickly had her first orgasm in my presence, shaking uncontrollably and quietly squeaking out a high-pitched tone. When her orgasm was done, she looked up at me, smiling broadly. "Oh, that was great! You're really good at that!" I took my hand out of her pants. "You can... you can smell your fingers, if you want," she said, smiling up at me, her eyes twinkling brightly through her thick glasses. I lifted my fingers to my nose and took a deep breath. She was still holding tightly to my cock, and her grip was starting to hurt a little. "So, do you want to try to make me come?" I asked her. "O.K." She started stroking me, rather clumsily, so I instructed her a little in the mechanics of a hand job. She seemed to take great interest in our little lesson, and after a few minutes of labor, she was finally ready to make me come. "Keep going," I told her. "It won't be very long now!" She pumped feverishly on my cock. Then, after another excruciating minute, I finally came, spewing come all over. She tried to aim the come away from her, but she hadn't been expecting it and the first big wad splashed against her face and in her hair. Before she could jump out of the way, a second pump landed on her nice clean shirt. When I was finally done coming, I pulled my pants back up. "Wow, Becky, that was great. You did a great job!" "Really? Cool." We went and laid out in the Autumn sun until her shirt had dried, then she got up and said goodbye. --------------------------------------------------------------- Part VI The snow came early again, like it always does, and our Summer fun had to come to an end. Becky still came to see me during the winter months, a couple of times, but she wouldn't even take her coat off. We would just go into the garage and she would ask me to put my hand down her pants and make her come, and then I would drop my pants and she would give me a hand job. The little twelve year old was getting pretty good at it, making me come after only two or three minutes of effort, and always remembering to aim the ejaculation away from her. In February, Becky celebrated her thirteenth birthday. I bought her a present, a copy of Shakespeare's "A Midsummer Night's Dream," and a few days later I had the opportunity to give it to her. It was a beautiful day when she stopped by, and she was very excited about the book. "Thanks!" she said, giving me a big hug. I felt her body against me and realized that she was developing even more now. Her waist seemed slimmer and her bust was a little larger, and she was wearing her hair in a more fashionable style. She was becoming a young woman, right before my eyes. We went into the garage, like we always do, but Becky didn't take off her shirt or ask me to put my hand down her pants; she just stood there kicking the floor with her tennis shoe. "What's up, Becky?" I asked her. "Well, you know... You know that boy, Jake?" Jake again. Interesting. "Sure," I answered. "Well, you know what? We've... he's asked me out a couple of times. Just to the movies and stuff." "Really?" I said. My heart was beating fast and light, nervous. I kind of had a feeling that this was going to happen, that soon enough Becky would find herself a boyfriend and our little games would have to stop. "Yeah," she said, looking up into my eyes through her thick glasses. She looked very sad, and maybe a little nervous. "So..." I hesitated, "well, congratulations! That's really nice." She just smiled softly at me. "I suppose..." I wanted to say something, and I had a feeling that I knew what was making her so nervous. "I suppose that our, well, our game will probably end now, since you have a boyfriend. That's O.K., of course." Actually, I felt some relief, thinking that our encounters would end. I knew that Becky was becoming a woman now, and that she was also becoming more bold. Soon enough, our bodies would overcome us and we would go too far. She looked down at the ground. "He's not my boyfriend. We just went out a couple of times." She looked back up at me, very sad. "But, you know... I just don't think he would like it if he knew... if he knew about us, about you and me." "Becky, that's O.K. It's fine, really. We can stop. Let's stop." "But I don't want to stop! I... I have so much fun! I don't want to stop." Tears were welling in her eyes as she looked back down at the ground. "I think we probably should. I mean, we... you're growing so much. You becoming quite a beautiful woman, and you're going to want more, you know, and I'm going to want us to go too far." "Yeah, I know." She looked up at me and smiled. I was so happy to see that smile! "So it's O.K. with you? It's O.K. if we stop?" "Sure. Of course it is." She came over to me and we hugged each other tightly. I tried hard not to think about her young body pressed up against me. I've got to stop thinking of her like that. As we hugged, she looked up at me. "So you really think I'm becoming a beautiful woman?" "Yes, you are. You're quite a woman, and you're terribly beautiful." "Thanks. You're so sweet." She paused, looking up at me. "I always thought that you'd be my first, you know. I always thought I'd have sex with you." "Yeah, guess I always thought that, too." "We still could, Ron. I mean, I like Jake and I kind of want to go out with him, but I love you, and I think we could, just once, you know... just as friends. For our last time. It'd be really nice, I think." "It's not a good idea, Becky. You're too young for me." "No I'm not! I mean, I'm ready. You know I'm ready. And I know why you don't want to, because you could get in a lot of trouble. But I won't tell anyone, ever. I've been thinking about this a lot, and I think my mind is made up. I'm ready." She paused. "I promise I won't tell anyone, Ron. And this will just be the only time. Our last time. O.K.? For my birthday?" I just stood there, quietly, not really knowing what to say. How could I turn down an offer like this from such a sexy little thirteen year old? Finally, Becky broke the silence. "Would you like it if I took all my clothes off for you right now, just one last time?" "That'd be nice," I answered. We broke our hug and Becky stepped back. Standing only two feet in front of me, the young woman took off her jacket, then her blouse, then unhooked her bra and let it fall to the ground. Her little breasts, still small but fuller now, round and plump, bounced as she took off her bra, then hung down beautifully as she bent over to unbutton her pants. I realized that her waist was truly slim and gorgeous now, her arms and face and neck were slender and exquisite. She quickly dropped her pants and pulled her panties off, then spread her legs and put her arms out to her side. "There," she said triumphantly. I noticed immediately that she had considerably more pubic hair than the last time I saw her naked. Her little patch had spread up her pubic mound, covering it now entirely in her downy, dark blonde fur, still just a little triangle, but womanly, tantalizingly lush and full. I eyed her body closely, up and down, and I realized that she was truly ravishing now. There was nothing left of that little girl that I had first seen in the woods, taking off her training bra two years earlier. Her waist was thin, her hips were wider, she had no more baby fat left on her at all. Her hair, her face, everything about her had changed in those two short years. She was a woman now, still small and not completely finished developing, but also not a little girl at all anymore. I was going to miss her womanly body, and I wanted to memorize every feature, to commit her fully to my brain. After standing before me for a few minutes, enjoying my longing gaze, she said, "Come on, you should take your pants off now." I kicked off my shoes and dropped my pants and underwear and walked over to Becky. Putting my hands around her waist and hips, I directed her backwards to my workbench, then lifted her up onto the bench so that her small, young body was sitting in front of me. With my hips in between her knees, I pushed towards her, forcing her legs to spread open. My hands still on her waist, I pulled her into me until the tip of my cock made contact with her soft pubic hair, and then I wrapped my arms around her in a strong hug, and gave her a kiss. "Are you sure you want to do this?" I asked her when our lips broke their contact. "Yes. Let's do it," she said, wrapping her slender arms around me. "It'll hurt, you know," I said as I grasped my cock and directed it downward to her pussy lips. The tip of my cock parted her little lips as I wedged it into her, and I could suddenly feel the warmth and wetness of her young vagina. I looked into her eyes, still hidden behind her thick glasses, and she was wide-eyed, a little worried. Using my hand, I continued to push my cock in between her pussy lips, until the entire head of my penis had disappeared into her adolescent flesh and I encountered the tight skin of her hymen. She winced as I pushed against it, and I relaxed a little. "Does it hurt?" I asked her. "Are you sure you want me to keep going?" "I... I think you're too big to fit in me," she said breathlessly. "I'll stop, O.K.?" "No, no. Keep trying. It doesn't hurt so much." Still using my hand for added force, I pressed my cock into her again, and I could feel her tight hymen starting to give way, starting to tear aside and let me into her virginal flesh. "Oh," she cried, "that hurts!" "Should I stop?" "No!" she cried again. "No," more softly this time. So I pushed harder, using my hips and my hand to force me in, to penetrate into her further. I could feel the flesh inside her tearing away as I watched my cock disappear between her wet pussy lips, one inch, two inches, then three inches inside her. Her lips were so tight around me it seemed like they were clamping down on my cock, like they were pulling, sucking me into her, like they were part of a powerful, glorious orifice from some strange creature that lived deep inside her unpenetrated little pussy, waiting finally to be feed after so many, many years. I could feel the muscles of her pussy clenching down on me as I slowly pulled my hips back again and took my hand out of the way, then pushed into her, this time sliding effortlessly past her hymen and into her wet vagina, my balls coming to rest against her buttocks as my cock filled her up entirely. Her little pussy was so strong, so tight, that I could feel it squeezing me, massaging me; it was the most incredible experience I have ever had. "Oh, God," she said, looking at me with intense passion. "Oh, God, you're so huge! You're in me, aren't you? You're in me all the way!" I reared my hips back again, then shoved myself back into her wet pussy and we started making love, my hips powerfully pushing me into her, and her hips answering my thrust by shoving towards me, providing even deeper access to the inside of her thirteen year old body. After I had pumped into her tight pussy for what seemed to be an eternity, I could finally feel my orgasm beginning, deep inside me. "Oh, Becky," I moaned as I wrapped my arms around her back and held her tightly, taking her entirely, not letting her move at all while I rammed over and over into her young body, forcing myself as deeply into her pussy as I could. Finally I came, holding her motionless while I pushed into her with my powerful hips, driving further into her than I had ever been before. I held her in place, my entire cock impaling her as deeply as her immature pussy would allow, waiting for the last glorious second before I finally exploded, shooting my first giant load of come deep into her. Then I reared back and rammed into her again, deeper even still, and unloaded another huge shot of come. Over and over I rammed and rammed into her, coming, until I was finally spent. I waited for a moment, holding Becky tightly as I caught my breath, and then I gingerly removed my penis from her vagina. It was crimson red with the color of her blood. I couldn't believe that I had done this, that I had just made love to a thirteen year old. "Are you O.K.?" I asked, looking into her little blue eyes behind her thick glasses. She smiled sweetly. "It hurt a little, but I'm fine. It was nice." "Thanks, Becky," I said, "And happy birthday!" I looked at her, smiling. "Oh, that's the best birthday present I've ever gotten, Ron. I'll never forget it." "Even when you're with Jake?" I asked, maybe still a little jealous. "Jake?" the naked girl said. "I don't want to be with him. I want to be with you." "But we said this was the last time, right?" "I know." She looked at me as a tear rolled down her cheek. "I'll miss our game a lot, Ron. Too much." We hugged, then kissed just briefly, and she cleaned herself up, put on her clothes, and quietly rode her bike away. --------------------------------------------------------------- Epilogue I still see Becky in the neighborhood a lot, and we have a very special relationship. We're still good friends, although she has never stopped by my garage again. But I will always remember her wonderful body, how I got to watch it develop, how I got to watch her little baby fat titties turn into plump, womanly breasts, how her chubby, girlish body slowly disappeared, replaced by a thin, womanly waist and an adolescent's widening hips, how her sparse pubic hair had turned into a lush, womanly mound, and how her attitude, indeed her entire outlook on life, had changed as well. She had entered my garage as a little girl, just beginning her first inquisitive look into the world of womanhood, but when she left me for the last time, she had stepped over that threshold, standing clearly on the other side. Becky was indeed a woman now.