Note: This story was dynamically reformatted for online reading convenience.
 
 (c) Copyright 1997 K2-koala ALL Rights Reserved

   This story may not be reproduced in any form for profit without the
written permission of the author.  This story may be freely distributed
with this notice attached.  The author may be contacted through
mrdouble@ix.netcom.com.





   Written by K2-koala



   Standard Disclaimer: This story is intended for mature adults.  All
characters are fictitious fantasy beings, with no life of their own.  No
actual person was used as a basis for any of the events which take place
herein.



   Our family had just recently moved to a small suburb located near
Sacremento, CA., This entire houshold was excited and pleased at the
change..... Everyone, that is, except me.

   We had come from town in the Northeast, and I had a close knit group of
friends that I went to school with which I just plain did NOT want to give
up. You see, we were known as the "in" crowd, the group of kids that
everyone wanted to be associated with, but few were accepted.

   This was going to be our first year in High school, where the number of
beautiful young girls would be staggering to our hormone flooided bodies.

   We had all been looking forward to ensuring that the status of this
group remained, and enjoying the benifits that this would surely bring
whenever we would like a date.  (which, obviously, was always).

   Well the news of my Father's transfer was a blow that I thought would
rip apart the fabric of my entire life.  I had always felt that my being
part of this group was the single most important thing in my life, and
without it's "Stamp", I would sink into a deep pit where the only women you
saw were in your dreams, and the closest you came to feeling the warm grip
of Pussy around Cock, would be your own fist and baby oil......I WAS
DEVASTATED!

   Upon arriving at our new home, I had to admit that the new home was,
without question, much nicer.  Still, it didn't serve to brighten my mood
in the slightest, except that I would have my own room.  (which I planned
to use to cry in whenever I thought of our old Home town.).  I had, by this
point, convinced myself that I would never see, touch or taste a girls
pussy 'till I was as old as my Dad. Just finding kids that would TALK to me
was going to be a long and painful process.

   We still had about Three or Four days before classes were to start at
the Local school, and I made sure I had as terrible a time as I predicted,
almost never leaving the house, or my bedroom.  I Dreaded having to exist
in this strange new environment.

   The first day of school arrived, and I had already considered claiming
an illness, to keep me out of school.  My Mom would have none of it though,
saying things like, "You'll feel better after you've had a shower and some
Breakfast."

   Realizing that this wasn't going to get me anywhere, I soon resigned
myself to having no choice but to attend this forieign building for an
eternity or 'till I graduated or Died.

   My new school wasn't far from our house and took only about ten minutes
to make it on foot.  I found myself feeling a little better after setting
out, which may have had something to do with the two girls just ahead of
me, who could each pass as an ultra-babe in one of my nightly dreams.

   Anyway, those two turned into four, than five....by the time I had
reached school, there were about fifteen girls and only four or so guys
walking to school on the same route I took.  My mind was reeling, as I went
down my mental checklist of every girl I'd seen, only to confirm what I
thought, the ugliest, no, bad choice of words, the least beautiful one I'd
seen would have put the very best looking girl I'd known in my hometown, to
shame.  Needless to say, my attitude had changed considerably from the
despair I'd felt only twenty minutes earlier.  I also found that the ratio
of 3-1 girls over guys applied not just to my path to school, but to the
entire student body itself.  I WAS IN HEAVEN!

   My first class was English, which was taught by a man who was about
sixty years old and could not, as far as I could tell hear very well.  I
had chosen a seat near the back and close to a window.  As I watched the
room begin to fill I was literally panting at the parade of young girls who
filed into the seats around me.

   Next to me, a beautiful brunette sat gabbing to her friend.  I chanced a
gaze at her body and was brought to full erection at what I saw.  She was
about my age,(15), maybe a little younger.  She, like all the rest, had
shed the heavy jacket worn to school, and she was a vision.  her dark hair
was about shoulder length with a natural curl which made it bounce at her
every movement.  She wore a pink blouse made of a very light material which
I could see the outline of her bra through.  It was obviously a very lacy
affair and you could see the pattern of the design.

   Her tits were just right for her size, (about 5'2", petite), being about
the size of half of a grapefruit, and I could see the little point of her
nipples.  Looking further down, I found she was wearing a red mini-skirt
which reached about mid-thigh, and caught a quick glimpse of her stocking
tops as she moved to talk to her friend.

   Well, so it went the entire day.  I would focus on one girl for about
three or four minutes, taking a mental snapshot, and move my attention to
the next.  When the time came to go home, I'd scanned nearly all the girls
within my sight, and noted anything I should remember, such as the glance I
got from this cute little blonde, the wink from a particularly hot looking
redhead....etc...etc.

   Getting home I noticed a couple of bicycles that didn't belong to my
sister or myself, and since they were girls bikes, I hurried inside to
investigate.  My mother had also gotten a job, so she wouldn't be home for
another 3 1/2 hours.  I found my sister sitting at the dining room table,
and with her, two girls she had met at school.

   Now I'd always thought my little sister was cute, in fact I'd try to
catch her coming out of the shower whenever I had the chance, hoping to see
a little tittie or perhaps find her towel wrapped a little too high,
revealing a small part of a butt cheek as she skipped to her room.  My
sister is two years younger than myself, in the eighth grade, and has
blossomed greatly in the last year.

   The two girls who were with her had many of the same attributes as those
I'd been watching all day in school, including the classy but sexy style of
clothing.  They both had long brown hair, while my sister's was short and
blonde.  I had entered quietly, staying in the entryway and out of their
sight, and listened to what they were saying.  One of the girls was asking
when I would be getting home, to which my sister told her, "He should be
coming in any time now", adding, "And as soon as you've seen him, and he
has gone to his room, we can go downstairs to the guest room." I didn't
know why they had to wait 'till I got settled before my sister would show
them around the house.  Then the other girl said, "I'm sure glad you moved
here Suzie, Julie and I have wanted to find a place where we could go after
school and not be watched, but both of our moms are home before we are."

   "Well just remember Kelly, you can't tell anyone about this unless all
three of us vote on it.", my sister reminded her.

   My curiosity was at its peak so I decided to make my presence known.  I
went back out the door, then made a great deal of noise coming back in and
headed for the kitchen, passing by the table on my way.

   My cock got hard for the twentieth time today when I got my first, good
look at these two girls sitting with my sister.  They were dressed to kill,
one in a short knit jumpsuit, the other in cutoffs and a half length
tee-shirt.  My sister also was looking fine, she must have changed clothes
after school, and had on her jogging shorts and a sleeveless pullover. 
This outfit never failed to get my dick hard because the shorts fit very
tightly, making every feature, namely her little pussy, stand out clearly
and in detail.  The shirt was also tight, but whenever she would lift an
arm, it would stretch outward, revealing the side of her tit or, if she
were wearing one, the side of her bra.

   I said hi to them and got a glass of milk before heading to my room. 
Before climbing the stairs, I told my sister that I had a letter I've been
putting off writing to my old friends, and that I didn't want to be
disturbed today.  Out of the corner of my eye I noticed Julie and Kelly
look at each other and smile.  Suzie said that they were going to walk down
by the creek in a minute anyway, so not to worry.

   That being said, I walked the first few steps, then broke into a full
sprint, up the stairs, into my room to set down the glass of milk I had
gotten from the fridge.  Then, silently, I went back out into the hall, and
shut my bedroom door so that they could hear it.  Then I walked as softly,
but quickly as possible, to the back stairs. I hurried down the two flights
to the basement and the guestroom where I quickly scanned the room.  I had
already explored the house thouroghly, and had positioned all the furniture
including the bed in strategic locations, after which I had gone into the
large "Walk-in" closet and made some secret peep-holes.  I had been
thinking about when my older cousin Jennifer came to visit when I made
them, but they would serve equally well to find out what my little sister
and her friends were up to.

   I settled myself in the darkness of the closet, shut and locked the door
and waited.  I didn't have to wait for long when all three came down very
quietly.  My sister looked out after they were inside, then shut and locked
the bedroom door, turned on the lights and breathed easier.  "My brother
can't hear us now.", she said. She turned on the radio softly, and sat down
on one of the large chairs.  "O.K., so what do you think?, will this do as
a clubhouse?" Kelly looked at Julie with a smile and said, "I think this is
perfect." Julie nodded in agreement, "Yeah, this is great Suzie." My
sister's excitement showed at having done something to help her win these
new friends.  "Great, but now tell me why you wanted a clubhouse like
this." Julie spoke first, "Well, Suzie", she began nervously, "When you
were at school today, did you notice how many more girls there are than
boys?" Suzie thought for a moment then said, "Yeah, I was going to ask you
about that, it sure seems like it will be hard to get any dates if that's
all the boys there are.  Especially with the two of you around." refering
to the her friend's sexy clothing.  "You're just as pretty as WE are, thats
why we decided to ask you." Julie said.

   "And thats the reason for this club!", said Kelly, "We're just as
worried about getting dates as you are." Suzie looked confused saying,
"What do you mean?".

   Kelly and Julie moved over and sat on the bed while Kelly continued, "My
sister gave me the idea, you see, she and her friends had a club exactly
like this one, and now, they all have great boyfriends even though there
are so many more girls than guys in this town." My sister still didn't
understand what they were talking about, but all the talk about boys was
making her feel excited, like she feels when she washes her pussy in the
bathtub.  Julie could see she still didn't know what they meant, so she
said, "Do you ever think about sex Suzie?, I mean going all the way with a
boy?".  Suzie blushed a little and nodded adding, "Of course, but I don't
know really how you do it." Kelly jumped on this, saying "Neither do we! 
Thats what we want to do in this club, help each other to learn all the
tricks about getting and KEEPING, a boyfriend.  By practicing with each
other, and trying things out here before we embarass ourselves with a date.
Learning what feels good, and what doesn't.".  Suzie was starting to catch
on and I was glued to the whole situation.  "What would we do?, just talk
to each other about what we've heard and that kind of stuff?." Suzie was a
little unsure about this, but it WAS exciting her a lot.  Her pussy was
getting wet and warm.  "No, Suzie, not just that." As she spoke she got up
and walked to where Suzie was sitting and took her hand.  "We want to try
things out for real with each other.  Come here." Suzie rose and followed
her back to the bed.  Kelly had unzipped her jumpsuit partway by the time
the other two came close.

   I couldn't belive my luck.  What I thought was just going to be a little
girl gossip session was turning out to be a club of awakening young
sexuality, virginal lust in the form of secret club meetings.  Kelly's
tits, small but well formed, were now able to be seen beneath the lacy bra
she was wearing.

   I had to unbutton my pants to allow my growing cock enough room to
breathe.

   Suzie was scared, turned on and embarassed by the feelings she was
having, but not about to condemn the actions her friends had suggested just
yet.  Sitting at the foot of the bed, she timidly started glancing at
Kelly. With her jumpsuit unzipped that far she could tell that her friend
had a beautiful pair of tits.

   "Have you two done this before?" Suzie asked, nervously.  Kelly
answered, saying, "No, the only thing we've done is make excuses to change
our clothes when one of us is visiting the other, so we have seen each
other naked." Suzie had made up her mind that she would like to continue
this club, but wasn't sure what she should do.  "Well, you haven't seen ME
naked and I haven't seen you two, so lets make the first thing we do in
this clubhouse be to take off our clothes, one piece at a time." Kelly
asked, "Are you sure your brother won't come down here?" She obviously
wanted to do what my sister had suggested, but was still uncertain about
the new surroundings.  Julie, in the meantime, after being the aggressive
one at first, now sat shyly, looking unsure about actually doing any more
than changing her clothes in front of her friend.  My sister, however, was
growing more attached to the idea.  Her breathing had quickened just from
thinking about seeing her friends naked bodies, as well as being seen. 
"Come on, don't chicken out now." she told them, "I'll even take off the
first piece of clothes.", and with that, she pulled her shirt tails out of
her waistband and swiftly shed her blouse.  Her two friends giggled and
soon followed her lead, Julie discarding her half-shirt, and Kelly by
unzipping her jumpsuit to her waist and peeling it off her arms, totally
exposing herself from the waist up, except for her bra.  Since Julie and my
sister weren't wearing bras to begin with, Kelly was soon convinced to lose
hers.

   In the closet, my eye being pressed to a peep hole, and my dick now too
hard for even my shorts, I was beginning to get uncomfortable.  I forced
myself to stand up quietly and slip my pants and underwear off.  I also
picked up the pillows which were stored in there, placing them next to the
peep holes.  When I again looked, my sister was slowly caressing her tits,
causing me to nearly gasp at how much more developed she was than I had
imagined.

   With their tops off for about five minutes, their nervousness faded,
they no longer were giggling, but were openly staring at each other,
comparing what they had to each other.  My sister again took the next step
saying, "If this club is going to work, we have to get completely naked and
get used to it now, or we will still be as dumb as we are now when the
first school dance is over.".  At the same time, she pulled her shorts down
to her ankles and stepped out of them.

   I couldn't belive my luck when the other girls stripped off the
remainder of their clothes as well, no longer scared of having me surprise
them, and not nearly as shy with each other .

   "When we would change our clothes in front of each other, did you ever
get wet and horny?", Kelly asked Julie.  "Every time!  But I got so mad
when I couldn't touch you or even myself." Then my sister said, "Well, I'm
feeling that way right now, so let's not waste the chance.  let's show each
other how we each like to rub ourselves, to initiate our club." Now feeling
very nasty, they all took one cushion from the couch and sat facing each
other on the carpeted floor.

   From my vantage point, I could see what each girl was doing, though the
best view was of Kelly, who sat directly across the room from me.  She had
leaned back against the wall and spread her legs, lowering her fingers to
her tight little slit.  She was definitly a babe, even at 13 years old. 
She had very well developed tits.  Though they weren't that big, they were
perfectly shaped.  They were about the size and shape of a half of a
grapefruit, and had small pointy nipples, which stood proud and inviting.
Her hips had flaired, adding the classic hourglass figure to her cute
little form.  But the one thing that set her apart from the other two was
her legs.  Although none of the three had un-attractive legs, she was the
only one of them who no longer had those knobby knees which are the
trademark of a young girl.  She also wore only a small amount of blush for
makeup, unlike the other two.  Again, while the others wore makeup which
made them look sexy, it also looked as if alot of labor went into it's
application.  Kelly, on the other hand, shined as though she had a team of
beauty experts at her disposal, while wearing just her light blush.

   Each girl had shed her nervousness and was slowly stroking herself,
while watching the other two, once in awhile closing their eye's as they
found an especially sensitive spot which caused ripples of pleasure to
dance within their young bodies.

   I watched Kelly, as she slowly sank a finger into her little furrow, not
entering herself with it, but gliding it from top to bottom, just inside
the outer lips of her pussy.  She was clearly enjoying the feeling, her
eyes never more than half open while watching her friends as they tended to
their own passions.  Julie, at first, didn't seem to really get anything
out of the act of rubbing herself, but after watching Kelly's facial
expressions, she found the right frame of mind and looked as though she had
surprised herself at the first real surge of pleasure she experienced. 
After that though, she new what her goal was, and soon was moving her hips
just as fast as her fingers, tilting her head back, her face tight with
concentration.

   My sister was different than either of the others in that she kept her
eyes wide open, even during orgasm, as though she was feeding more from the
sights around her than by the frigging she was giving herself, although her
hand was a blur for nearly the entire time.

   Focusing back on Kelly again though, I was convinced that she was a
goddess. Her method of slow teasing strokes, combined with a easy rolling
of her hips.  Her half open eyes, giving the sense of being lost in a
dreamworld, was a vision of pure pleasure.  Julie had found her clitty and
was just coming off her very first real orgasm, immediately ranting about
what she had just felt.  My sister also had cum, and was smiling at Julie,
listening to her tale of never-before-known feelings.  They stopped when
they heard a little cry come from Kelly, and looked over just in time to
see her building up to her cum.  Clearly it was far more powerful than what
either of the others had experienced.  Her eyes were shut tightly, her legs
had splayed flat on the floor spread as far apart as possible.  every
muscle flexed to the limit, and shaking.  Then it peaked, and she suddenly
let out a short scream and started breathing again, taking lungfuls of air
in loud frantic gasps.  As she wound down, she relaxed her muscles, and a
couple of tears ran down her left cheek.  Finally she collapsed to her
right, leaning partially on my sister, who sat stunned by the power shown
by her friend's orgasm, almost jealous of how she must have felt.  Julie,
whose mouth had dropped open at the sight of it, simply said "Geez,
Louise!, that must have been good!"