The evening was not going well and Shelby knew it. Only fifteen, she had almost passed out when a college junior had asked her here. Telling her mother and father that she was going to a girlfriend's house for the night, she met her date, Craig, at a convenience store near her home. Just getting in the car made her feel much older than her years.

Now, several hours later, sitting on a couch in a crowded fraternity house, she was feeling like fifteen again. A bunch of guys had made a big fuss over her when she first arrived but quickly turned their attentions to girls who were much older than she. While she had danced a couple dances, even her own date seemed to have abandoned her. She hadn't seen him in over 45 minutes. And, after the several drinks she had been given and the joint she had been offered, she was feeling a bit high and drowsy. At this point, all she wanted to do was head for home.

As the party droned on, Shelby found it harder and harder to concentrate on what was going on. All of the conversations seemed to merge into one and the music seemed to enter into a slow motion mode. She closed her eyes and leaned back against the couch, quickly falling asleep.

She woke with a start to find that the blaring music had been quieted down and that the crowd had thinned considerably. Soft music was gently playing in the background and the bright lights had been dimmed to mild shadows. As her eyes adjusted, she realized that a couple had joined her on the couch. Glancing to her left, she saw the two locked in a deep kiss. Shelby saw that the girl's hand was on the guy's crotch and was slowly rubbing it.

Looking away, Shelby felt flushed and hoped that the couple hadn't noticed her staring. Across the room, she saw a girl lying on the floor between two guys. The girl's sweater had been pushed up and one of the guys was playing with and sucking on her bare breasts. The other guy lay kissing the girl with his hand resting between her legs.

In fact, everywhere she looked, there were people making out. From the hallway she heard the sound of a girl moaning softly and, though dark, she could make out an outline of a couple making love.

Suddenly, out of nowhere, her date appeared. Craig sat down hard next to her and the couple next to them on the couch adjusted a bit to their left. Shelby glanced over and saw that the girl's head had made its way down and had replaced her hand at the guy's crotch. She stared as she realized that the girl had the guys cock in her mouth and was slowly sucking up and down on it.

"So, what's doin'?" Craig asked her quietly.

The sound of his voice made her jump.

"Nothing, I guess I fell asleep," Shelby replied.

"I'll say, you were out for about an hour. You OK?" he asked.

"I think so."

Craig leaned over and kissed her softly on the cheek. Shelby felt herself flush and, in spite of herself.

"What ya want ta do?" Craig asked.

"I don't know," Shelby replied, answering honestly. She had only ever kissed a boy once before and that boy was as nervous as she was. She had heard girlfriends talk about going all the way and about sex but had figured most of them were lying about it. Anyway, Craig was a nice guy and she figured he wouldn't press her for something she didn't want to do. She felt Craig's arm wrap around her shoulder and pull her closer to him.

Shelby again felt Craig reach to kiss her only this time he pulled her closer to him. As she tried to relax, she felt his tongue press against her lips.

"Relax," he whispered softly, "Just relax and let yourself go."

Shelby let her lips part a bit and felt Craig's tongue enter her mouth. A combination of the pot, the drinks, and being overly tired played against Shelby's ability to resist. Besides, she was enjoying all of this too much to stop.

As they sat there kissing, Shelby felt Craig's hand slide up her blouse and cup a breast through the material. No one had ever touched her like that before and she felt a low, soft moan escape her lips. Craig took that as permission to go on.

Craig slowly pulled away from her and leisurely began to unbutton her blouse from the top. Shelby leaned forward and grabbed his hands, stopping him, but Craig gently released himself from her grip and continued until her blouse hung softly open.

Shelby tensed as she felt Craig reach behind her and fumble with the hooks of her bra. Again she leaned forward and tried to stop him, this time by trying to divert his attention with a kiss. Craig kissed her back, again thrusting his tongue into her mouth, but continued to work on the hooks.

Shelby felt a sudden relaxation of material as the bra hooks snapped open. Pulling away from her slightly, Craig lifted the bra cups above Shelby's breasts. Shelby felt a shiver as Craig leaned forward and took a small nipple into his mouth. She looked around the room, sure that everyone there was staring at her. To her surprise, no one seemed to notice. In fact, everyone seemed to have progressed much further than they had when she last noticed them.

The threesome on the floor in front of her had stripped completely and the girl was straddling one of the guys while the other guy knelt in front of her. In the shadows, Shelby could see the outline of the guy's cock sliding in and out of the girl's body at two locations.

Next to her, she saw that the girl was continuing to work on the guy's cock with her mouth as the guy slowly stroked her hair. She could see the faint, shadowy outline of his cock slowly slide in and out of the girl's mouth.

Quickly, Shelby's attention was turned back to Craig. As She felt herself being pushed sideways towards the other couple on the couch as Craig lowered his head to her chest. She could feel the warmth of the boy's body beside her and felt the girl's hair tickle her bare neck as the girl's head bobbed up and down.

Craig was gently sucking a nipple shooting feelings through Shelby's body that she had never known before. As she tried to relax she felt the other boy's hand slowly slide over her shoulder and come to rest on her bare breast, lightly fingering her nipple.

If Craig noticed the other boy's hand, he didn't react. Instead, Shelby felt his hand high on her leg, slowly moving up her thigh until it came to rest between her legs. There she felt Craig slowly start to caress her through the course jeans material.

Shelby's mind began to race. She wasn't sure she was ready for all of this but she really didn't know how to go about stopping it. The idea of having sex was both exciting and frightening, the idea of doing what the other girls she had seen doing, sucking on guy's cocks with their mouths, was terrifying. Her thoughts were interrupted when she felt Craig grab her hand and urge her to the floor below. As she slid from the couch, the other guy who had been feeling her breast gave it one last firm squeeze, sending a chill of almost pleasant pain through Shelby's body.

Shelby began to lie down on the floor but Craig stopped her and began to undo her belt. Shelby thought to herself that this was going to be it, if she let him do this, she would have let go of all control. She allowed him to loosen her belt and unhook her jeans. Lifting herself a bit, she felt Craig's hands work the tight pants down her hips and off of her legs.

Now lying there clad only in her panties and loosened bra and shirt, Shelby felt herself wanting to cry and run out of the house. But things had gone much to far for that, and she didn't want anyone there to think of her as only a child. She wanted Craig to like her and, because she was terribly afraid that he wouldn't if she didn't go along, she let him proceed.

Craig lay almost on top of her and began to kiss her, thrusting his tongue deep inside of her mouth. She felt his hands roving over her body, cupping and lightly squeezing her breasts, running across her stomach and laying gently between her legs. Slowly she felt his head leaving her face and, gingerly licking her neck, move down and again take a nipple into his mouth. She felt her breasts grow sensitive under his touch, again sending new and exciting feelings throughout her body. But, this time, he didn't stop there.

Pausing only for a few moments, he continued downward, letting his tongue flow easily across her stomach. She felt every muscle in her body tense as his tongue caressed her skin. As he reached her naval, she felt his hand slide under the elastic of her cotton panties and touch the crease of her leg, sending shivers through her entire body. Again lifting up slightly she allowed him to push the thin material over her hips and down her legs. He pushed them off her legs with one of his own.

Again sliding slowly down, Shelby felt Craig's warm breath now against her thighs. Closing her eyes she focused on the boy between her legs and his soft kissing of her skin. Slowly she felt him move his tongue up towards her pubic area and, in a move that almost caused her to cry out, felt him touch her gently there with his tongue. She laid her hands over his head and gently combed her fingers through his hair.

Ever so slowly, Craig let his tongue probe through the light hair that covered her mound. A slight dampness there and almost continuous involuntary twitching on her part told him where to touch, lick and kiss. The taste was more fresh than he had ever had before and, slowly inserting a finger into her, he came to the realization that she was a virgin.

More excited than ever, Craig left his place and quickly moved up to again kiss her deeply on the lips. Shelby tasted herself for the first time.

"You've never done this before, have you?" Craig softly whispered in her ear.

Shelby shook her head, almost imperceptibly.

"I'm going to make it nice for you kid. I'm going to show you things you've never dreamed of."

Shelby smiled at him, not sure he even saw her face in this darkness, then hugged him tightly against her.

"Isn't there someplace we can go, someplace alone?" Shelby asked softly.

"This is OK. You're among friends. It's all OK."

"But," the words were cut off in mid-sentence as Craig again was kissing her. Shelby lay there holding him in her arms wondering if this was what love felt like. She thought to herself that he must really like her to be doing all of this and the idea that here was a college junior making all of this fuss over her was more of a turn on than anything he had actually done.

Shelby felt Craig again pull away from her slightly and expected him to again let his mouth find her breasts. This time though, he knelt up a bit and undid his belt. She lay back and watched as he pulled his jeans down to his knees in one motion, then lay back and kicked them completely off. She realized that his underwear had come off as well. Taking Shelby's hand, Craig placed in on his stiff cock.

"That's it, yeah, that's it. Soft, yeah, that's it," Craig whispered.

Shelby felt the hard member under her hand pulse as she held it softly. She began to instinctively rub it slowly up and down in her hand.

"Oh, baby, that's it, yeah," Shelby heard Craig whisper.

Craig let his right arm slide under her neck and he urged her to rest her head on his chest. Through the darkness she gazed down at the thing she had in her hand. She had, of course, seen erect cocks on animals before but had never seen one on a man.

Craig began caressing her hair, placing light downward pressure on the back of her head. Shelby knew from watching the other girls in the room what he wanted her to do. Suddenly it didn't seem quite so bad. He had done that to her and it had felt great. Besides, she was now positive that he really liked her and she certainly didn't want to risk losing him. She attempted to act like she had been in this position before.

Slowly, kissing Craig's chest and then stomach, Shelby let her head slowly slide down towards his crotch. When she reached what she considered to be an adequate distance from it, she lay her head back down on his lower stomach and continued to caress his cock with her hand and lightly blow a cool stream of air across the head of it.

"Oh baby, yeah. That's it, that's it," Craig half said and half moaned. "Yeah, that's it."

Shelby realized that he had spoken loud enough for everyone in the room to hear but by now she really didn't care. She slowly moved her head forward and lightly kissed the tip of Craig's cock. As she moved back away from it, she licked her lips and tasted something salty on them.

Craig now was pushing on the back of her head and she again moved forward, again kissing the head of it, all the while stroking it with her hand.

"God, baby, yes. Oh, God," escaped Craig's lips.

"This isn't bad," Shelby thought to herself. In fact, she was enjoying it, it made her feel much older than her fifteen years to have a man responding so readily to her touch.

"Take it in your mouth," Craig whispered. "Suck on it."

Shelby let the head of it slowly slide between her lips and sucked in lightly. The salty taste was stronger now but Shelby found it somehow pleasant. She felt Craig strain his hips upward and let him move his cock into her mouth. As he relaxed downward, she went with him, letting her tongue slide against the side. She felt involuntary spasms in it.

The two adopted a slow, steady rhythm as Craig moved his hips up and then down, letting his cock slide slowly in and out of the teenager's mouth. After several minutes Shelby felt him gently pull her head back towards him, carefully easing her onto her back.

Craig rolled on top of her and Shelby came to a full realization what was about to occur. Craig kissed her hard on the lips and positioned his body between her legs. She felt the hard head of his cock against her blocked opening and felt Craig slowly begin to exert pressure against her. As the head slowly entered her, she felt a twinge of pain. As she jerked a little, Craig stopped and pulled out.

"It's okay, baby, it's all okay," he whispered. "Just relax and go with it, it'll be okay."

"I'm okay," Shelby whispered up at him.

Again, Shelby felt Craig pressing himself against her again she felt a twinge of pain as the head entered her. When she tensed up this time, Craig did not stop, instead continuing to push harder into her. Suddenly, there was an intense pain that made her gasp out loud and Craig lay against her, half way in her.

Laying still until he felt her relax a little, Craig slowly began moving in and out of her, gently at first and not pressing any further into her. She was not the first virgin he had broken in but she was certainly the most exciting. He leaned down and gently kissed into her ear. Shelby felt chills run through her body.

Cautiously, Craig let each downward thrust move further and further into Shelby's body. After only a few more strokes, he could feel the base of his cock pressing against her pelvis. There he stayed, grinding slowly against her. He could feel the young girl's sweat pour off of her as she lay there moaning under him.

The pain had long since gone for Shelby and she accustomed herself to the organ that had violated her. All thoughts other than of the boy on top of her and her own feelings were blocked out as she lay there with her eyes closed. She felt Craig start to move in and out of her more easily now and sensed something of an urgency in his movements. She found herself aware of the sounds that were coming from her own body, the low moans of pleasure as Craig picked up his pace of movement.

Suddenly and, without warning to Shelby, Craig pulled out from inside of her and came to his knees. With that, Shelby opened her eyes to see several faces gazing down at her from above. Someone had turned a hall light on and the illumination danced across her bare chest.

Craig had maneuvered his way around to Shelby's head and was positioned with his cock only inches from her face. Shelby gazed at it, seeing it glisten with her own wetness. A sickening feeling came over her as Craig rubbed the damp member across her face, letting it come to rest on her lips. Shelby glared around above her, there were four sets of eyes looking down, but to her it seemed like the world was watching.

"Take it in your mouth," Craig almost whispered. "Go ahead, it's good for you."

With that he gently slapped it against her lips.

"Go ahead hon, it tastes good," Shelby heard from a female voice above her.

"Hey Craig, you mind?" one of the male voices questioned.

"Nah, go ahead," Craig replied.

With that, Shelby felt a new body lay down between her legs and, before she could react, she felt a new erect cock pressing against, and into her. With that, she found Craig pushing himself between her lips.

"Come on, open up." There was a certain urgency in Craig's voice.

Stunned, Shelby parted her lips and allowed Craig to enter her mouth.

"Fuck, suck, fuck, suck, fuck, suck, fuck, suck..." softly, starting with one voice then progressing until all those standing above her had joined in. Shelby lay on her back staring up at the unknown faces gazing down at her, Craig's cock sliding in and out of her mouth with some other guy fucking her roughly at the same time.

"Cum, cum, cum, cum, cum!" the chant changed to. And with it, Shelby felt the man begin to screw her even harder. Each move again became painful as he plunged faster and faster into her. The same was happening with Craig, she continually had to move her head to the side to accommodate him.

Finally Craig tensed and grabbed her head, slamming his cock into her throat. Gagging, Shelby suddenly found her mouth full of a hot, gooey, liquid, very salty and bitter. She felt herself starting to choke violently but Craig held her head in place and continued to drive him-self into her.

Almost at the same time, the guy fucking her quickly pulled himself from her and began jerking his hand up and down his cock. Glancing down towards him, Shelby looked just in time to see his cock spurt its juices out towards her. She felt the warm fluid spray up across her chest and stomach.

After only a few seconds, it was over. Shelby lay there sobbing softly as Craig pulled away from her and stood up. he guy who had been screwing her a few moments before stood up and took the hand of another girl and was walking away.

"My turn now..." was all Shelby heard before closing her eyes tightly and wishing it all away.