("`-''-/").___..--''"`-._
                     `6_ 6  )   `-.  (     ).`-.__.`)
                     (_Y_.)'  ._   )  `._ `. ``-..-'
                    _..`--'_..-_/ /--'_.' ,'
                   ((('   (((-(((''  ((((
                 K R I S T E N' S    C O L L E C T I O N
		_________________________________________
		                WARNING!
		This text file contains sexually explicit
		material. If you do not wish to read this
		type of literature, or you are under age,
		PLEASE DELETE THIS FILE NOW!!!!
		_________________________________________




			Scroll down to view text


















--------------------------------------------------------
This work is copyrighted to the author © 2006.  Please
don't remove the author information or make any changes
to this story.  You may post freely to non-commercial
"free" sites, or in the "free" area of commercial sites.
Thank you for your consideration.
--------------------------------------------------------

Passing 7th Grade
by Durango Dan (address withheld)
quick edit by AB-2006

***

Jenny feared flunking 7th Grade so her mom asked her 
teacher to tutor her after class. (MF/ff-teens, ped, inc,
bi, 1st, oral, anal)

***

"What am I going to do Stacy, I just can't flunk this 
year," I cried to my best friend.

"Oh don't be so worried, it's only the first quarter 
Jenny, you have three more to go."

"Mom will kill me after parent teacher conference next 
week," I sobbed.

Stacy put her arms around my shoulder pulling me close 
to her. She took my chin in her hand turning my face 
towards hers. I sniffled softly as she placed her soft 
lips on mine. I felt her tongue pushing against my lips 
so I opened my mouth letting it in. I sucked gently on 
her tongue as she rubbed my back. I moaned as she 
cupped my small tits in her hands.

"Let me make you forget about school," she whispered to 
me. "Take off your clothes for me Jenny."

I stood up quickly dropping my clothes in a pile on the 
floor. She watched me strip then quickly shed her 
clothes too. She pulled me down onto her bed kissing me 
hard on the lips. We wrestled with our tongues as our 
hands moved over each others body. Stacy pulled and 
twisted my nipples gently as her other hand moved 
between my preteen legs. I could feel her finger 
sliding along my hairless crack as she explored my 
virgin cunt. I moaned as her finger tip entered my 
pussy. I followed her lead and did the same thing to 
her. 

Stacy and I have been friends for years. We were both 
12 years old and in 7th grade. Stacy is a little taller 
than me with short black hair. She is also a little bit 
more developed than I was, her bra was a size bigger 
than mine. I had long brown wavy hair that hung down 
past my shoulder. My boobs were only an A cup but I 
wasn't worried because I knew that they would grow. 
Stacy and I have been playing with each other for a few 
months now. It started by both of us admitting that we 
played with ourselves. 

One day when she was at my house we did it together 
then we decided to see what it was like to kiss. We 
both like it a lot so we figured that it would feel 
better if we rubbed each other than just doing it to 
ourselves. So that's how we started playing with each 
other. We have never done anything else but rub each 
other. School was usually easy for her but I seem to be 
struggling this year. I made some real low scores on 
the end of chapter tests and I knew that Mr. Grendel 
was going to give my mom an earful. When I started 
thinking of school again I forgot what I was doing with 
Stacy. 

"Gee Jenny, don't stop now," she complained when my 
hands stopped moving.

"Sorry," I muttered.

I began to finger my best friend's pussy again bringing 
her to a quick orgasm. She pumped the tip of her finger 
in and out of my little cunt making me groan out my own 
orgasm. We sat back up kissing each other again and 
Stacy asked me if I felt better. I smiled and lied to 
her saying that I felt better. She looked hard at me 
then called me a liar. She smiled telling me that 
everything would be okay. I said that I had better be 
getting home. 

I dressed slowly while she watched me. I kissed her 
once again quickly on the lips then left for home. On 
the way home I was trying to figure out if I should 
tell mom about my problems in school or just let her 
find out next week at the conference. I walked the two 
blocks to my house going in the back door. As I walked 
into the kitchen I saw mom working at the sink fixing 
supper for us. Ever since dad left it has been just the 
two of us. 

"Hi honey, how was school today?" she asked.

"Okay I guess," I said with my voice cracking.

"Anything wrong honey, you can tell me?"

"Nah, everything is cool," I lied to her "I'm going to 
change before supper."

I walked out of the kitchen heading for my room. I 
stripped my clothes off tossing them in the laundry 
basket. I pulled a long t-shirt from the dresser drawer 
and pulled it over my head. I was admiring myself in 
the mirror when mom came into the room. 

"Jenny you seem worried, are you sure everything is 
okay," she asked again.

I looked at mom and the tears started to roll down my 
cheek. She sat on my bed pulling me to her. She hugged 
me tightly telling me to tell her what was wrong. Said 
that there was nothing that the two of us couldn't fix. 
I sniffled a few times then told her what my problem 
was.

"I'm not doing very good in school mom, I've tried but 
my tests haven't been very good at all," I cried.

"Is that all," said "Don't worry about that, we can get 
you some help from a tutor and get your grades up so 
don't worry."

I hugged her tightly kissing her cheek. "Thanks mom, I 
love you so much," I said as I kissed her cheek again. 
Said that she would talk to my teacher next week at the 
parent teacher conferences. Said that I should just 
forget it for now. We walked out of my room with our 
arms around each other as we headed for the kitchen. 

Mom and I ate our meatloaf while we talked about her 
day and my day. I helped with dishes and we chatted 
like we usually did except tonight she said she wanted 
to talk to me in the family room. Said to go take my 
shower now so we could talk when she was done in the 
kitchen. I walked to my room wondering what she was 
going to talk about. I was positive it was about my 
schooling. 

After I took a quick shower I put on my bra, panties 
and oversized t-shirt and walked down to the family 
room. I saw mom sitting on the chair waiting for me. I 
plopped down on the couch waiting for her to begin her 
speech about my school problem. 

"I've been wanting to talk to you for a while now about 
you growing up," she said awkwardly.

"Is this my sex talk," I said laughing a little.

Mom giggled and said, "I guess so." 

"Can you tell me how much you know so I know where to 
start," she said.

I blushed brightly as I said, "I know that a man puts 
his thing inside a woman and shoots his seed into her 
to make a baby."

"Well, that's basically right," mom said.

"Look, have you ever played with yourself?" she asked 
plainly. "Don't worry, I won't be mad, it's perfectly 
natural for you to do it."

"Yeah, I do sometimes..." 

"Can I ask how often?" 

I said that I did it a couple times a week. I said it 
made me feel real good between my legs when I touch 
myself. She asked me if I ever let anyone else touch 
me. I looked at her not knowing if I should tell her 
about Stacy. 

"I use to do it with my best friend when I was a girl," 
she said.

I smiled at her saying that Stacy and I do it with each 
other. She wanted to know just what we did. I said that 
we kiss and rub each other. She asked if that was all. 
I nodded my head and she wanted to know if we ever 
kissed each other between our legs.

"Eeewww gross!" I shrieked.

"My girlfriend and I use to do it to each other and 
liked it a lot," she said.

"Really, doesn't it taste yucky?"

"I have an idea, follow me," said as she stood up.

I followed her out of the room and down the hallway to 
her bedroom. Once inside she shut the door and asked me 
if I wanted to learn how to do it so I could show 
Stacy. I blushed again asking her if she wanted to do 
sex stuff with me. Said that she wanted to teach me 
what to do but if I didn't want to she would 
understand. My mind was spinning trying to process all 
this information at once. Mom told me that if we did 
this I could never tell anyone about it. I knew that 
much already but I still wasn't sure. 

"Do I have to do it to you?" I asked her softly.

"You don't ever have to do anything you don't want to 
do," she said "If you just want to see what it feels 
like to have someone kiss you down there then I will do 
that for you."

"Uhm, okay I guess," I said. "I think I want to feel 
what it's like."

Mom pulled me toward her bed. She sat down on it as I 
stood in front of her. Said that I was growing into a 
beautiful young woman. I blushed brightly again at the 
compliment as she stared at my body. "It's been so long 
since I've done anything like this," mom told me 
softly. She slowly pulled my oversized t-shirt over my 
head letting it fall to the fall. I was now standing in 
front of her with just my bra and panties on. 

Mom reached behind me taking my bra clasp in her 
fingers and unhooking it. She pulled my bra away from 
my small tits tossing it on a chair next to the bed. I 
covered my little tits with my arm but mom told me not 
to be ashamed of them because to her they were 
absolutely perfect. I dropped my arm down to my side. 
She hooked her fingers into my panties pulling them 
down my hips. I stepped out of them, now standing 
completely naked in front of my mother. I don't know 
why but I could feel myself getting wet just letting 
her look at me. 

"Would you be more comfortable if I was naked too?" she 
asked.

I looked at her gazing at my body and nodded my head. 
All of a sudden I wanted to see my mother without any 
clothes on. She said to sit on the bed as she stood in 
front of me. She unbuttoned her blouse pulling it off 
her shoulders. She was wearing a red lacy bra that held 
her D sized tits. She unhooked her skirt letting it 
fall to the floor. She had a matching pair of red 
panties that covered her sex. 

I stared intently as she unhooked her bra freeing her 
breasts for me to see. Without hesitation she pulled 
her panties down to her ankles then kicked them off. 
She was now naked also and I saw that she had the hair 
around her pussy trimmed short so her cunt and its full 
lips were visible. 

"Well, what do you think of your old mom?" she asked 
with a smile.

"Oh mom, you're beautiful..." 

"Thank you dear, it's been a long time since anyone 
told me that," she said sadly. "In fact it's been a 
long time since I've done anything sexual."

Mom told me to lie in the middle of the bed with my 
legs hanging over the edge. I moved so my lets were 
dangling over the edge with mom sitting next to me. She 
ran her hand up my leg to my thigh then bypassing my 
damp pussy to my stomach. She tickled my belly button 
with her finger then moved her hand to my small tits. I 
moaned softly as she took my left tit in her hand 
massaging it and playing with my little nipple. She 
switched to the right tit making me moan again. She 
bent her head down placing her full soft lips on mine. 

I instinctively opened my mouth letting her tongue 
enter my mouth. I sucked on her tongue just like I do 
with Stacy. Mom moaned loudly in my mouth as I sucked 
gently on her tongue. He hand was busy on my tits 
pulling and twisting my little nipples between her 
fingers. She asked me how it felt and I said that it 
felt wonderful. 

She kissed my chin, neck and down my chest until she 
reached my tits. She sucked on into her mouth licking 
and nibbling on my nipple. She moved to the other side 
as her hand moved down between her legs. I spread my 
legs farther apart in anticipation of what was to come. 
This felt better than when I did it with Stacy but I 
couldn't understand why. 

I reached out taking her head in my hand holding it 
against my tits as she sucked one then the other. Her 
hand was busy in my cunt crack spreading my cunt juice 
all around. I let out a long moan as she found my hard 
clit and played with it with her wet slimy finger. I 
could feel my preteen juices flowing from my pussy as 
she diddled my clit. 

"Oh mom that feels so good!"

"I know dear but this will feel better," she said as 
she began to kiss her way down my 12 year old body.

I held my breath as her kisses moved down past my 
stomach. She kissed each of my thighs licking up the 
sides of my pussy but not quite touching it yet. She 
then placed her mouth over my whole mound and slid her 
tongue into my wet cunt crack. She licked the length of 
my slit until her tongue hit my clit. Then she sucked 
it into her hot mouth licking and pulling at it.

"Oh mom don't stop!!" I screamed as I felt pleasure 
like I've never felt before.

When she heard my request she sucked hard and licked 
faster at my clit. I bucked my hips wildly at her mouth 
screaming with joy. She used her hand to spread my cunt 
lips apart and moved her tongue down to my wet hole. 
She pushed gently against my tight pussy until her 
tongue slipped into my cunt. She wiggled her tongue as 
it slid deeper into me. I grabbed her head pulling it 
hard against my cunt. 

"OH MOM! OH MOM! OH MOM! I'M CUMMING!!" I shouted at 
the top of my voice. I felt my cunt begin to spasm 
around her tongue as my hips bucked up to her face. Her 
tongue was licking the walls of my pussy as I filled 
her mouth with my preteen cum. As I finished with my 
orgasm, mom pulled her tongue from my cunt and began to 
lick my pussy all around getting all traces of my 
juices off of it. I sighed loudly as her hands moved up 
to play with my tits. I could feel myself getting wet 
again already from her licking. 

"Oh mom that was so good," I said. "I'm starting to 
feel good again already."

"Let me make you feel good again Jenny, I love to do 
this for you," she muttered.

"Please, I want you to do it again mom, please it feels 
so good."

She used her hands to lift my legs up bending them so 
my knees were on my chest. I could feel the cool air 
hitting my cunt and butt hole as she spread my legs 
apart. She bent her head to my cunt again sticking her 
tongue into my cunt hole once again. I moaned in 
satisfaction as she pushed it inside of my cunt. I 
began to tremble from her oral workout but she stopped 
suddenly.

"Oh mom, why did you stop?!" I cried.

She giggled telling me that she wanted to make me feel 
real good. "I remember what my friend and I use to do," 
she said. "I think you will like it too." 

She placed her mouth over my pussy mound. She placed 
her tongue on my clit giving it a quick lick. She 
wiggled it until it was nestled inside my cunt crack 
then ran it down until the tip of it was at my tight 
hole. Mom pushed it against my hole until the tip slid 
inside of me. 

I groaned loudly as she moved it around the inside of 
my preteen pussy. Just when I thought I was going to 
cum again she pulled her tongue from my wet hole and 
moved it downward. She ran it down to my butt crack 
then moved up toward my butt hole. I held my breath 
wondering what she was going to do. I found out in a 
hurry.

"Oh my god mom!" I cried out as her tongue tickled my 
tight puckered ass hole. 

"Do you like that?" she asked me as she rubbed my ass 
cheeks with her hands.

"Yeah, but doesn't it taste nasty?"

"No, not at all. You're nice and clean after your 
shower." She said.

"Would you like me to keep doing that?" she asked.

"Yeah if you want to," I said hoping she would.

Mom bent down licking my ass crack again. I felt her 
tongue go to the top of my crack then back down to my 
puckered brown hole. He tongue pushed against my butt 
hole wiggling against it trying to get it to open for 
her. I could feel myself getting wet between my legs 
and then all of a sudden mom's tongue slid past the 
tight ring of my ass hole. 

I gasped when I felt the heat from her tongue inside of 
my ass. She moved a hand to my clit and rubbed it 
vigorously. She pushed her tongue all the way into my 
hot anal hole then began to move it in and out of me. I 
begged her not to stop and she muttered something I 
couldn't understand. 

I could tell mom was telling the truth about doing this 
before because she was real good at it. Just when I 
thought I was going to cum she pulled her tongue out of 
me again. I moaned my disappointment as she licked me 
back up to my hard clit. 

"Are you ready to cum real hard honey?" she asked.

"Oh mom I am! Make me cum, don't tease me anymore 
please," I begged her.

Mom moved a finger to my cunt hole and slowly slid it 
inside. She pushed it until she felt my hymen. She 
pulled back slightly and began to finger fuck me nice 
and slow. She moved her other hand to my tight ass hole 
and wiggled it against my rosebud butt hole. 

I groaned loudly when her finger went deep into my ass. 
My hips began to jerk and tremble as she licked hard at 
my small clit. I pulled her head tight against me with 
my hands as I began to go over the edge.

I shouted as I poured out my preteen juice around her 
finger. 

Mom quickly moved her mouth to my hole sucking and 
licking up all the juices that were flowing out of my 
cunt. I shuddered hard when she pulled her finger from 
my ass and yelled through another powerful orgasm as 
she licked the inside of my wet pussy.

"That felt great," I said panting for breath. 

She raised her slimy face smiling at me. "Would you 
like to kiss me and taste yourself?" she asked.

I pulled her down to my face kissing her wet slimy 
lips. I pushed my tongue into her mouth tasting the 
slight salty musky flavor of my cunt juice. I reached 
down squeezing her tits with my hands as we kissed 
deeply. Mom moaned loudly as I pulled her nipples hard 
between my fingers.

"Oh Jenny, can you make me cum too. If you don't want 
to lick me just rub me but please make me cum?" she 
asked.

"Will you tell me how to lick down there?"

"Just lick my clit and my hole. Don't do anything with 
my butt because I haven't taken a shower yet." 

"Okay, I wasn't planning to anyway," I laughed.

I changed places with mom and climbed on top of her. I 
kissed her tenderly while playing with her tits. I took 
a deep breath to build up my courage and began to kiss 
my way down her body. I paused only a short time to 
suck on her tits and nipples. I was anxious to taste 
her pussy. I kissed my way down her belly to the top of 
her cunt mound. 

I could smell the faint smell of her sex as she spread 
her legs in anticipation. I looked at her clean shaven 
cunt lips and saw the moisture that had formed along 
her slit. I looked at mom and saw her watching me 
closely. For some reason I closed my eyes and placed my 
tongue against her damp pussy. I tasted her juice which 
was stronger tasting than mine but still tasted pretty 
good. I ran my tongue along her slit until I felt her 
hard clit sticking out from its protective hood. 

"Oh Jenny honey, lick mommy, suck mommy hard!" she 
yelled. "Shove your finger in mommy's pussy. Jenny 
shove your finger in deeper."

"Yeah honey that's the way," she moaned as my finger 
slid all the way into her hot cunt hole.

"Now move it in and out while sucking my clit," she 
instructed. "Yeah honey that's the way."

I could feel mom's pussy gripping my finger as it slid 
in and out of her pussy. I nibbled on her clit making 
her hips buck up to my face. She grabbed me by my hair 
pulling me tight against her pussy. 

"Don't stop Jenny, OOHHHHHHHH my God I'm cumming, 
OOHHHHHH I'm cumming honey. OOHHHH lick my cunt juice 
baby suck it all up," she shouted as her cunt began to 
pull at my finger.

I pulled my finger from her hole replacing it with my 
tongue. Mom filled my mouth with her juices as she 
screamed out three quick powerful orgasms. I swallowed 
as fast as I could to get all the sweet cum that she 
produced. When she was done, I licked slowly all around 
her cunt sucking at her pussy lips getting all the cum 
that was coating them. Mom pulled me up to her kissing 
me hungrily as she used her tongue to search for her 
cum. 

She broke the kiss looking in my eyes to see if I was 
okay. I smiled at her thanking her for showing me how 
good it could feel to have my pussy licked. I said that 
I would have to share this with Stacy. She smiled 
telling me that they would have a lot of fun with each 
other. She glanced at the clock telling me that I had 
better get ready for bed because I had school tomorrow. 
I kissed her again thanking her once more for making me 
feel so good. 

I woke the next morning anxious to tell Stacy about 
what mom taught me last night. I quickly ate breakfast, 
yelling my goodbyes to mom then headed out the door to 
Stacy's house. She was waiting for me outside and we 
headed for school. 

"You will never guess what I learned to do last night," 
I teased her.

"What?"

"Maybe I won't tell you," I giggled.

"Bitch," she laughed. "What did you learn? Come on tell 
me!"

I looked around checking to make sure no one else was 
nearby then I whispered to her that I learned how to 
make her feel even better when we do it with each 
other. She looked at me wondering what it was that I 
learned.

"I learned how to lick a pussy to make someone feel 
great."

"Nah-huh, you did not." 

"I swear I did," I said.

"With who, who would teach you something like that and 
isn't it nasty tasting," she wanted to know.

"Okay if I tell you, you have to swear to God that you 
will never ever tell a soul about it."

"I swear Jenny, you know me I would never tell anyone," 
she said.

I looked around again then said, "Mom showed me how, 
she used to do it with her best friend when she was our 
age."

"NO WAY!" Stacy shouted. "You did it with your mom?"

I nodded my head then proceeded to tell her everything 
that happened last night. I saw her eye's widen when I 
said about mom licking my butt hole. I said that I 
didn't do that with her. I also told her that mom 
wasn't mad about my school problem. I said that mom 
would hire a tutor to help me if Mr. Grendel told her 
that it would help. We arrived at school and headed for 
our classroom. 

The day dragged by because all I could think about was 
doing it with Stacy and also because it was Friday and 
we had all week-end to mess around. Mr. Grendel gave me 
my conference time to give to my mom. It was Monday 
afternoon at 3 o'clock.. Finally the last bell rang and 
we all ran for the door. I met up with Stacy after we 
tossed out stuff in our lockers. We walked home 
chatting about what went on at school that day. 

"Do you want to sleep over tonight?" Stacy asked me 
just before we got to her house.

"I can't tonight but I can tomorrow," I said.

"I'm so horny from what you told me this morning, I 
want to try it too," she said.

"Mom and I are going out to dinner and a movie tonight 
so you will have to suffer until tomorrow," I laughed. 

Stacy laughed too saying that she would take things 
into her own hands tonight. I knew she was going to rub 
herself silly when she got into the house. I said good-
bye to her when we reached her house telling her not to 
rub herself to much because tomorrow will be here soon 
enough. Stacy laughed telling me that I knew her too 
well. I waved to her as I headed for home.

Mom and I had a great time at dinner and the movie was 
exciting. I said about the sleepover at Stacy's 
tomorrow night. She chuckled telling me that she knew 
what we were going to do. She winked at me when said 
that and smiled broadly. I laughed telling her that it 
was her fault for teaching me that. We headed for home 
after the movie. 

I kissed her good night then headed for the shower and 
then to bed. Mom came into my room after I was in bed. 
She sat on the bed stroking my hair telling me that she 
liked what we did but we can't do it again because she 
could get into so much trouble. 

I said that only Stacy and I knew what we did and 
neither of us would ever tell. Mom kissed me again 
telling me goodnight once more then walked out of my 
room. I dreamt of mom and me doing it again and woke up 
with my pussy soaking wet. I played with my cunt until 
I had a great climax. I got up heading for the shower. 

I helped mom clean the house and then cut the grass for 
her. Said that she would fix an early supper so I could 
get to Stacy's house sooner. I took a long bubble bath 
after supper so I would be nice and clean when I went 
for my sleepover. I scrubbed my body hard with a soapy 
wash cloth to get all the sweat off of me. I pulled the 
plug letting the water drain out around me. 

When the tub was empty I stood up closing the shower 
curtain and used the shower to rinse off any remaining 
soap from my body. I climbed out of the tub dying 
myself as I walked to my room. I threw on a pair of 
shorts and a halter top. I slipped my feet into an old 
pair of flip flops then packed an overnight bag with a 
change of clothes in it. I went to the family room to 
say goodbye to mom. She let out a soft whistle when she 
saw me standing there. 

"I know you and Stacy are going to have fun tonight," 
she laughed lightly.

"Oh mom," I giggled as I headed out the door, "See you 
tomorrow."

***

I walked the two blocks to Stacy's house thinking of 
the fun that we were going to have tonight when I 
showed her what mom showed me. I could feel my cunt 
getting damp just thinking about it. I hoped that she 
would like it as much as I did.

I knocked on the door when I got there and Stacy pulled 
it open after a few moments. Said that we were going to 
be home alone because her parents had left about an 
hour ago for the evening and wouldn't be back until 
after midnight. She gave me a wicked smile telling me 
that we didn't have to wait to play with ourselves. She 
grabbed my hand pulling me into her bedroom. 

"I want to do it right now Jenny, I'm so anxious to try 
it," she pleaded.

"Me too, I want to show you everything mom showed me," 
I said excitedly.

Stacy quickly shed her clothes then crawled on the bed. 
I followed by dropping my clothes in a pile on the 
floor moving onto the bed next to her. Stacy pulled me 
close to her putting her soft lips on mine. Her tongue 
snaked its way into my mouth making me moan softly as 
she licked all around my mouth. We sucked on each 
others tongues for a few minutes while our hands were 
busy attacking each others tits. We pulled each others 
nipples roughly in our excitement causing both of us to 
groan loudly into each others mouth. 

"Oh God Jenny, I'm so hot my cunt is dripping wet 
already," she gasped. "Show me what you learned, please 
Jenny show me."

"Okay, I'll do it to you first but then you have to do 
it to me," I said. "And you have to do everything I do 
to you."

"Okay, I will I promise," she said.

I moved so I was on lying on top of Stacy. I kissed her 
gently letting my tongue slide into her mouth so she 
could suck on it. My hands moved to her preteen breasts 
and pulled at her nipples. She moaned into my mouth as 
I pulled and twisted her hard nipples gently with my 
fingers. 

I kissed down her chin to her chest. I took one then 
the other tit into my mouth washing her tit and nipple 
with my tongue. I bit down lightly on her nipples with 
my teeth causing Stacy to moan and squirm. I kissed 
each nipple before I moved down her body sticking the 
tip of my tongue into her belly button. She giggled 
then sighed as I kissed and licked down past her waist 
until my lips were just about on her pussy mound.

"Are you ready Stacy?" I asked.

"Oh man am I ever," she panted.

I moved my mouth over her hairless pussy slipping my 
tongue into her damp cunt crack.

"OH MY GOD JENNY!!" she screamed.

I licked up her slit until my tongue hit her clit. I 
sucked it into my mouth lapping at it with my tongue.

"OH NO, I'M CUMMING! Jenny I'm cumming already!" she 
shrieked.

I moved my mouth down to her cunt hole just as her cunt 
poured out its preteen cunt juice. I slid my tongue 
into her quivering hole lapping up all the cunt cum 
that I could find. It tasted better then moms. Not as 
strong and almost a sweet taste. I kissed and licked 
all around her bald mound until she calmed down from 
her orgasm. 

"You came so fast I didn't even have time to do 
everything," I said.

"You can do it again for me, this time I won't cum so 
fast. I was just sooooo horny," Stacy giggled.

I placed my mouth on her cunt again pushing my tongue 
into her tight hot wet hole. I heard her let out a long 
sigh as I slowly used my tongue to lick the inside of 
her young pussy. I moved my tongue up to her small clit 
that was hard and peeking from its little protective 
hood. I sucked on it nibbling it with my lips. Stacy 
bucked her hips to my face as I worked on her clit. 

I could feel her juice oozing out of her pussy and onto 
my chin. I licked down lapping up her cunt juice but 
didn't stop at her hole this time. I raised her legs 
exposing her tight puckered rosebud for me to look at. 
I moved my lips to her butt cheeks and kissed each 
cheek. I inhaled deeply trying to see if there was any 
unpleasant odor. I couldn't smell anything but cunt 
juice and a faint soapy smell from her shower. 

I took a deep breath figuring it was now or never to 
try this. I placed my tongue inside the top of her ass 
crack and slowly licked down the crevice. My tongue 
touched her wrinkled sphincter and I paused there 
letting my tongue rest against her tight hole.

Stacy groaned loudly, "Oh my God that feels so good 
with your tongue touching me there." 

I didn't taste anything foul or disgusting so I wiggled 
the tip of my tongue against her but hole. I used my 
hands to spread her ass cheeks apart then pushed harder 
with my tongue against her tight brown hole. Stacy was 
grunting and panting hard as my tongue pushed against 
her rear hole.

"Yeah Jenny! Oh yeah!" she moaned as the tip of my 
tongue slipped into her dark hole. 

It felt hot and moist inside of her ass but it still 
didn't taste nasty. I couldn't understand that but I 
was glad that it wasn't nasty. I held the tip of my 
tongue just inside of her hot tight hole wiggling it 
every once in a while. I moved one of my hands down to 
her pussy and began to play with her clit. He hips 
jerked up making a little more of my tongue to slide 
into her ass. 

"Jesus Jenny it feels so good!"

I moved my finger from her clit to her cunt hole then 
slowly pushed it inside her wet sloppy cunt. I sunk my 
finger into her until I hit her hymen. I pulled back 
slightly then began to move it in and out of her 
preteen cunt. I shoved my tongue all the way up her hot 
ass wiggling it all around.

I pulled my tongue out of her ass and moved my mouth to 
her clit. I sucked it into my mouth then moved my free 
hand to her ass. I quickly inserted my index finger all 
the way into her hot ass. I began to pump both of my 
fingers in and out of her holes while sucking her clit. 
It didn't take long before she let loose.

Her hands grabbed me by the hair and held me tight 
against her convulsing pussy as she soaked my finger 
with her hot slimy cum. I pulled my finger out of her 
pussy and stuck my tongue into that hot hole. I plunged 
my finger in and out of her ass as my tongue worked its 
way into her pussy. I sucked up all the preteen cunt 
juice that she produced and licked her to another huge 
climax. She finally pushed me away from her over 
sensitive cunt.

"Holy Cow Jenny, that was the best cum I ever had and 
that ain't no bull," she said.

I smiled at her then kissed her hard on the lips. My 
tongue worked its way into her mouth and she sucked my 
tongue clean of all the juices that were on it. She 
rolled over so she was on top of me. 

"I want to try that with you," she said. "Get on your 
hands and knees so I can eat you from the back."

"Huh? From the back?" I asked. 

"I saw it in a magazine where a guy licked a girl from 
the back, the article said he could get in deeper that 
way," she said.

I moved so I was kneeling in front of her on the bed. I 
looked over my shoulder to see her sitting on her heels 
gazing between my legs. I wiggled my butt a little 
making her giggle. Said that she could see my cum 
oozing out of my pussy. She ran a finger inside my cunt 
crack coating her finger with my preteen cunt juice 
then popping it into her mouth. She sucked her finger 
clean of my juice then moved her mouth down to my 
hairless pussy. 

I groaned out loud as her tongue slid along my slit 
licking my juice up. I moaned when her tongue hit my 
hard little clit. I wiggled my ass on her face as she 
sucked the little button into her mouth. She reached 
both of her hands under me taking my small tits in her 
hands. She played with my nipples pulling and pinching 
them gently. 

"Oh yeah that's nice Stacy," I sighed as she sucked 
harder on my clit.

She worked her tongue around my clit until my cunt was 
really leaking my juices out. She then slid her tongue 
down my crack until it was at the entrance to my love 
canal. I held my breath as she began to push against my 
cunt hole forcing her tongue into my hot wet pussy. I 
gasped when I felt it sliding into my pussy channel. 
Her tongue withdrew and I knew she was tasting my 
juice. Suddenly her tongue pushed into me again sliding 
all the way inside. I could feel the tip of her tongue 
touching all around my pussy walls. 

I could feel my cunt gripping her tongue as I flooded 
her mouth with my hot slimy cum. I pushed my ass back 
against her face making her nose bump into my tight 
wrinkled ass hole. The feeling of her nose bumping into 
my ass made me cum again flooding her mouth with more 
of my hot juice. 

Without stopping, Stacy lapped up my juice then 
withdrew her tongue from my cunt. She let my tits go 
moving her hands to my ass cheeks. I could feel her 
spreading my ass cheeks apart then placing her tongue 
on my hot puckered ass hole. She didn't tease me or 
test the taste, she just pushed hard until the tip of 
her tongue worked its way into my ass. 

"Oh that's the way Stacy, now push it further inside 
and wiggle it around," I instructed.

She followed my instructions and soon I felt her tongue 
sliding all the way into my butt hole. She reached one 
of her hands down to my clit while her tongue began to 
plunge in and out of my ass hole. I was panting hard 
and pushing my ass back to her face as she rimmed my 
ass. I said that I was almost ready to cum again. 

"Put your finger in my ass Stacy. Put your finger in 
me," I begged her

She pulled her tongue from my hot ass and sunk her 
finger all the way inside of my ass hole. Both of her 
fingers were busy as she plunged them into my holes. 
She clamped her lips over my clit sucking it hard and 
biting gently on my little button. 

"OHGOD! I'm cumming, suck my cunt, suck my cunt juice, 
Oh eat me Stacy!" I screamed as I poured out my cum.

She quickly pulled her finger from my cunt and covered 
my pussy with her mouth. She wiggled her other finger 
deep inside of my ass hole causing me to pour out more 
of my 12 year old juices into her mouth. Her tongue was 
licking the walls of my cunt getting all the moisture 
off of them as I bucked my ass back to her face. I 
finally had to pull away from her.

"Stop Stacy! Jesus, stop!" I cried. "Give my pussy a 
break, your killing me!"

She laughed as she slapped my ass cheek. I asked her 
how she liked doing that. Said that at first she 
thought it was nasty but after I did it for her she 
couldn't wait to do it to me. I didn't even care what 
it smelled like or tasted like, I just wanted to push 
my tongue inside of both of your holes. I smiled 
telling her that we were going to have fun from now on. 
We glanced at the clock and saw that it was almost 11 
pm. 

"I don't know about you but I'm exhausted," I said.

She agreed with me and we crawled into bed. It wasn't 
long before we were both asleep. We both woke about the 
same time. We lay next to each other thinking of what 
we wanted to do today. We settled on asking her mom to 
take us to the mall. When we went to the kitchen for 
breakfast her mom said she was going shopping at the 
mall and wanted to know if we would like to ride along. 
We both laughed telling her that we were going to ask 
her to take us there. 

After the mall I had supper with Stacy and her parents. 
Stacy and I helped her mom clean the kitchen then I 
told them that I had better be heading home. I thanked 
them for having me over for the night then headed out 
the door. Stacy walked me to the end of the driveway. 
Mom was sitting watching television when I got home. I 
sat next to her telling her about the fun Stacy and I 
had together. She smiled telling me that her and her 
girlfriend had fun together many times when they were 
younger. 

"Mom, I'm sorry about school," I said.

"I said not to worry about it. I'll take care of it on 
Monday," she replied.

The rest of the weekend went by fast and before I knew 
it the alarm was going off Monday morning. Mom came 
into my room while I was still in bed telling me that 
she was going to help me get dressed. I looked at her 
puzzled at why she wanted to help me get dressed. She 
saw my expression and told me that I was going to go to 
the parent-teacher conference with her. I still didn't 
understand and she continued to explain. We will dress 
you so Mr. Grendel won't be able to say no to helping 
you with your studies. 

I smiled thinking I knew what mom had in mind. She went 
to my closet getting out a short skirt and halter top. 
The halter top was from last year and was pretty tight. 
Said not to put my bra on today. I pulled my nightshirt 
over my head slipping into the halter top. I looked in 
the mirror seeing how my nipples could be made out 
pushing the tight material. 

Mom handed me a pair of last year's panties which I 
slipped on. They were tight and pulled up into my cunt 
crack. I felt a tingle go through my body as the 
material rubbed against my clit. I put on the short 
skirt and looked again in the mirror. I looked older 
than my 12 years. Mom smiled telling me that he would 
never be able to say no to helping me when he saw my 
outfit. 

We arrived at school 15 minutes before the scheduled 
meeting. Mom and I sat on the chairs that were outside 
of the classroom. Soon a man and woman came out of the 
room and Mr. Grendel came out to invite my mother 
inside. 

"You may wait out here Jennifer," he instructed me.

I watched as he closed the door behind them. I tried to 
listen to what was being said but all I could hear was 
soft mumbling. It seemed like an hour but actually it 
was about 10 minutes before the door opened and Mr. 
Grendel asked me to come into the room. 
I followed him in the room sitting on a chair next to 
mom.

"Your mother has asked me to tutor you after school..." 
He started. "I've agreed to help you everyday this week 
to catch up. I think a week should be sufficient."

Mom told me that I would stay after school with Mr. 
Grendel and do what he says. Said that my grades needed 
to improve or I would be in trouble. She said that he 
was nice enough to do this on his own time and I should 
be very appreciative to him. She winked at me not 
letting Mr. Grendel see it. 

"Okay mom, I'll do what ever Mr. Grendel asks," I said 
politely.

I looked over at my teacher and noticed that he was 
staring at my halter top. I looked down and saw that my 
nipples were pushing out and very visible to him. I 
smiled as I looked back up at him. He coughed and 
quickly turned away. 

"I have one more conference today. You can wait in the 
hallway and we can start in a about a half hour," he 
told me.

"She will be done for the day in time for supper if 
that's okay with you," he told my mother.

He followed mom to the door then shut and locked it 
after she left. He pulled the shade down on the little 
window on the door. He turned walking back to his desk. 
Mr. Grendel picked up a math book and turned toward me. 
He told me to go sit at the first desk so he could put 
the book on it. I moved to the front row of desks and 
slid into the first one. 

He placed the book in front of me with a blank piece of 
paper. He handed me a pencil telling me to do problems 
1 thru 15. I started to work the problems as he sat on 
the edge of his desk watching me. I glance up after a 
short while seeing him staring at me. 

I quickly moved my gaze back down to my paper and 
continued to work. Without even thinking about it I 
spread my legs apart as I worked on the problems. When 
I heard a soft gasp come from him I peeked up at him 
and saw that he was staring between my legs. I could 
feel myself getting damp just knowing that he was 
looking.

Mr. Grendel walked over to me looking at my work. I 
finished the last problem putting my pencil down. He 
moved behind me then reached over my shoulder to point 
at the paper. 

"Look here at number 2," he said. "Do you see the 
mistake that you made?"

"No, not really." 

"Okay look," he said as he leaned down so his head was 
next to mine. 

I could feel his breath on my hair and ear. His arm was 
touching my small breasts as his fingers pointed to my 
math mistake. "Right here, refigure this then multiply 
it by that," he instructed. 

"Oh yeah, I get it," I smiled as I finally understood 
what I had to do to get it right.

"That's it, now you've got it," Mr. Grendel said 
smiling at me.

He moved his finger to the next problem looking for any 
mistakes. When he moved his hand it caused his arm to 
rub against my erect little nipples. I let out a soft 
moan and he asked me if I was okay. I told him that I 
was fine and just need to stretch. He told me to stand 
and stretch if I needed to. He moved back slightly as I 
stood and reached my arms over my head stretching hard. 
I turned around so I could look at him while I was 
still stretching my arms over my head. 

I knew that my skirt had risen up slightly and my tits 
were really pushing against my halter top. Mr. Grendel 
was staring hard at my body and I looked at his. I saw 
a bulge in his pants that must be from his dick. I had 
never seen a real one before, just pictures that Stacy 
and I looked at on the internet. I began to think what 
it would look like. 

"I want to thank you for the extra help Mr. Grendel," I 
said as I hugged him.

"Uhm, Uhhhhh, that's okay Jenny, I'm glad to help," he 
stuttered.

He put his hands on my shoulders to push me away but I 
grabbed his hands and lowered them down to my small 
tits. I sighed loudly when I felt the heat of his hands 
on my boobs. I squeezed his hands making them squeeze 
my tits.

"Oh Mr. Grendel! That feels so good, you know... with 
your hands there," I moaned.

"Jenny, we can't do this, it is so wrong," he 
whispered.

"I won't tell anyone I promise. I love to have my tits 
rubbed." I yanked my halter top up exposing my preteen 
tits to my teacher. I heard him as he gasped loudly as 
he looked at my budding breasts. My nipples hardened 
immediately when they hit the cool air. His hand went 
back to my chest by themselves and began to massage my 
small breasts. I whispered to him to pinch my nipples 
which he did right away. 

Mr. Grendel pulled his hands away from my tits telling 
me that he couldn't do this with me. I told him that I 
needed to feel his hands on me. He shook his head 
slowly but kept staring at my bare breasts.

"Look how wet you made me," I told him as I pulled my 
short skirt up showing him the wet spot on my panties.

He groaned out loud when he saw the large wet spot on 
the front of my panties. I looked down at his pants and 
saw a huge bulge there. While he was still staring at 
my wet panties I hooked my fingers in the waistband of 
them pulling them slowly down my legs.

"Oh God Jenny no, we mustn't do this," he moaned when 
he saw my hairless pussy for the first time.

"Come on Mr. Grendel, I know you want to taste my young 
pussy," I teased him by using my hands to spread my 
pussy open so he could see the pink inside of my cunt. 

"Oh yes Jenny, I want to eat your preteen pussy, I want 
to stick my tongue deep into your cunt," he finally 
admitted.

I walked over to his desk pushing the papers and other 
stuff to the side. I pulled my halter off my body 
dropping it to the floor. I shed my skirt kicking them 
off my legs. I sat down on the edge of the desk 
spreading my legs wide. Used my fingers to spread my 
cunt lips apart then told my teacher to come on over 
and taste my young cunt.

Mr. Grendel moved like he was in a trance. He slowly 
walked to his desk then dropped to his knees in front 
of me. I felt his hot breath on my pussy as he just 
knelt there and stared at my bald cunt. He bent forward 
touching my hot cunt with the tip of his tongue. I 
groaned out how good it felt. He moved his tongue into 
my cunt crack licking my preteen juices up. He moved it 
up to my clit licking my hard love button all around. 
He sucked my clit into his mouth washing it with his 
hot rough tongue. I grabbed his head pulling him tight 
against my pussy. My hips were beginning to buck up at 
his face as he licked my clit.

"God Jenny, you taste so good," he murmured.

He moved his tongue down my cunt crack until it touched 
my tight pussy hole. I could feel it as he flicked it 
back and forth against my hole. He pushed his tongue 
against the opening until it eased into my wet cunt. I 
sighed in pleasure as my teacher licked the walls of my 
pussy with his rough tongue. 

"Oh Mr. Grendel don't stop. You're making me feel so 
good! Put your finger in me, I want to feel your finger 
in me please," I begged him.

Mr. Grendel slowly pushed his finger into my hot tight 
cunt. He pushed it until I yelped when he hit my hymen. 
He quickly pulled back a little and then began to pump 
it in and out of my wet hole. I groaned out as he 
finger fucked me while licking my clit...

"OHGOD! I'm going to cum soon," I warned him. I felt 
him begin to lick even harder at my hard clit and twist 
and turn his finger in my cunt. I screamed as my 12 
year old pussy gripped his finger tightly.

My cunt convulsed around his probing finger as I poured 
my juice around it. He pulled his finger out of me 
replacing it with his mouth. I felt his tongue snake 
into my wet cunt hole licking all the juices up that he 
could find. I winced slightly as his tongue hit my 
cherry. He used his hands to spread my cunt open so he 
could put his lips into my wet crack. 

"Jesus Mr. Grendel, I'm going to cum again, don't 
stop," I begged.

I shrieked as I filled his mouth again with my preteen 
cunt juice. He kept licking my wet sloppy hole until I 
finally pushed him away. 

Mr. Grendel looked up at me making me with his face 
shiny wet with my cum. I giggled at the mess that I had 
made on his face. I pulled him up to me kissing him 
hard on the lips. My tongue pushed against his lips 
until I was able to slide inside of his mouth and taste 
my own cum. He moaned as his tongue tangled with mine. 
I reached my hand down to the bulge in his pants. I 
could feel the heat and hardness that radiated from the 
front of his pants. 

I pushed him back so I could stand up. He watched as I 
stood up using my hand to pull the zipper down on his 
slacks. I unbuckled his belt and undid the snap on his 
pants. I pulled them down to the floor leaving just his 
boxers on. I have never seen a cock before and I was 
anxious to see his now. I yanked his boxers down to the 
floor watching his hard cock bounce up and down as it 
became free of its confines. I slowly moved my hands to 
his hardness wrapping my fingers around it. 

"It's so hard and hot," I whispered.

"Have you ever seen one before Jenny?" he asked me 
softly.

"Uh, not really just in pictures," I answered.

"You want to make me cum and see me shoot my sperm 
out."

"Yeah that would be cool," I said excitedly.

He told me to move my hand up and down on his cock. I 
knelt on the floor in front of him. I began to move my 
fingers up and down his hard cock. I heard a loud sigh 
come from him as he leaned back against the desk. I 
kept my eyes glued to his cock as I watched it throb in 
my hand. I saw a drop of clear fluid ooze out of the 
hole on top and asked him if he was cumming and if that 
was his sperm. 

He explained the difference between pre-cum and sperm. 
He told me to smear the pre-cum around his cock and it 
would make my hand slide on his cock easier. I touched 
my finger to the drop of pre-cum. I used my fingertip 
to smear it all over the top of his cock. He was right, 
it was really slippery and my hand moved a lot easier 
up and down on his hard cock. 

"Oh yeah Jenny just like that," he moaned. "Use your 
other hand to rub my balls."

"Huh, what do you mean?" I asked.

"Look under my cock, see that sack hanging there," he 
said. "That's my sack, my balls are inside of that and 
it feels good when you rub them."

I moved my free hand down to his hairy sack. I lifted 
in the palm of my hand feeling the weight of his balls. 
"It's kind of heavy isn't it," I asked him. He told me 
it was heavy because his sack was full of cum. He told 
me to rub them gently while rubbing his hard cock. I 
gave his nuts a gentle squeeze feeling them moving 
around in his sack. I stoked his hardness while 
exploring his balls and sack. 

"Go faster Jenny, rub my hard cock faster," he pleaded.

I moved close watching his cock as my hand flew up and 
down on it. He was jerking his hips toward me as I 
rubbed him faster and faster. I could hear him panting 
hard and moaning a lot. 

"Oh Jenny, I'm going to shoot real soon!" he warned me.

I watched in fascination as his cock grew even longer 
and harder. I heard him moan deeply as the first shot 
of cum flew from his cock. I watched the string of 
white pearly liquid arc upward and land on my cheek. I 
giggled as I felt the hot liquid land on me. By the 
time that shot his my face another one was on its way 
to my face. After three long ropes of cum landed on my 
face the fourth landed on my chest and the rest just 
ran down my hand. I could feel the warmth that came 
from his seed as it covered my face. 

One blast had landed on the side of my nose and I could 
smell the musky scent of it as it ran down onto my 
lips. I stuck out my tongue tasting sperm for the very 
first time. It was really slimy and kind of salty. I 
licked my lips clean then used my finger to wipe of the 
rest that was on my face. 

Mr. Grendel used his hanky to wipe the sperm that 
landed on my chest. I stood up placing my cum coated 
lips on his. We kissed hard and deep moving some of his 
sperm back and forth between our mouths. I finally 
swallowed it down then moved back a little looking at 
him and his soft cock. 

He cleared his throat saying that we had better get 
dressed before the janitor comes to clean the room. We 
dressed in silence both deep in our own thoughts about 
what happened. I was thinking of how much I liked 
playing with his cock and by the look of fear on his 
face he was thinking of what would happen if someone 
finds out about it.

"I won't tell anyone, you know," I reassured him.

"Thank you Jenny, you are incredible," He praised me.

"I had fun too," I said. "Are we done for the day?"

"Yeah, why don't I give you a ride home." 

We walked out of school to the parking lot. I slid into 
his car watching him as he buckled his seatbelt and 
started the car. It only took a few minutes to get to 
my house. When mom heard the car she came out to meet 
us. She asked Mr. Grendel if I was any trouble.

"Oh no not at all, in fact she did so well her grade 
average moved up from a D to a C.," he told her.

Mom smiled at him telling him that she was sure that I 
could get my grade even higher the next day. He said 
that he would sure try. I smiled at them as I headed 
into the house. Mom talked with Mr. Grendel a few 
minutes longer then met me in the kitchen. 

"I'm proud of you and your effort," mom told me hugging 
me tightly.

"Thanks mom, you were right by picking my outfit to 
wear."

"So tell me what happened," she said as she sat at the 
table with a cup of coffee.

I said everything that happened with Mr. Grendel. She 
wanted to know if I sucked on his cock. I said no 
because I didn't know how. Mom told me that she could 
teach me how to do that so I would be ready tomorrow. 
She walked over to the kitchen counter grabbing a 
banana peeling it as she came back to the table. She 
held it in her hand telling me to pretend that it was a 
man's cock. I watched as mom's tongue came out and 
began licking the banana all over. She licked the tip 
then down the sides. She opened her mouth taking it 
inside and moving her head up and down on the fruit. 
She pulled it out telling me that was all there is to 
it. 

She handed me the wet banana telling me that it was my 
turn to try. I licked all around the yellow fruit like 
mom showed me slowly inserting it in my mouth. I pushed 
it in until I gagged. I quickly pulled it out. Mom told 
me that if I wanted to make him feel real good I needed 
to put his whole cock inside of my mouth. Said how to 
manage that and after a few practice tries I was taking 
the entire banana inside my mouth and down my throat. 
Mom smiled proudly at me telling me that I was ready 
for the next days tutoring lesson. 

The following day we only had classes in the morning 
because of more conferences. Mr. Grendel told me to 
come back to school at 3 in the afternoon. Stacy and I 
left school with her peppering me with a million 
questions about my tutoring session the day before. I 
said that it was nothing special and we worked on my 
math troubles. We hung around until it was time for me 
to go back to the school. I walked down the hall to my 
classroom. I looked inside seeing Mr. Grendel sitting 
at his desk and the room empty. 
I knocked lightly on the door making him look up.

"Come in Jenny, you're right on time," he said smiling. 

I sat in the desk in the front row that was right in 
front of his. I let my legs spread fall apart so he 
could see my panty covered mound. He smiled at me then 
got up to shut and lock the door. He plopped a history 
book down on my desk telling me that we needed to work 
on my history. He asked questions of me, then corrected 
me when I was wrong explaining each of his answers. I 
really began to understand and learned how to remember 
important dates in history. 

"You are so good at tutoring Mr. Grendel," I told him 
honestly.

"Thank you Jenny, I appreciate that." 

"If you want we can do like we did yesterday again," I 
told him as I rubbed his crotch.

"This is so wrong," he whispered as I rubbed his hard 
cock through his pants.

"No one will ever know Mr. Grendel, I promise," I 
assured him again. I stood up pulling his head near 
mine then whispered in his ear, "I practiced sucking a 
banana last night, I can take it all in my mouth." I 
heard a loud moan escape from his lips and I knew that 
we were going to do it again. 

Mr. Grendel wrapped his arms around me kissing me hard 
on my lips. His tongue pushed into my mouth licking all 
over the inside of it. I sucked on his tongue and bit 
lightly on it. I pushed my tongue into his mouth 
tasting his manly saliva. He moved his hands down to my 
chest rubbing my tits through my blouse. Since I had 
not worn a bra he could pinch and tease my hard nipples 
as we kissed. He moved his hands under my shirt feeling 
my bare tits. 

I told him to undress me so we could have fun again. He 
pulled my shirt over my head then yanked my pants and 
panties down to the floor. I stepped out of my jeans 
and underwear then began to strip him. I giggled as his 
hard cock bobbed up and down when it broke free of his 
underwear. I could see the pearly drops of pre-cum 
oozing from his cock head. 

"Oh God Jenny, you're so beautiful," he told me softly. 
"I want to lick your hot pussy, would you like that."

"Yeah I would Mr. Grendel, lick it good and make me 
cum," I panted as he rubbed my tits.

He told me to get on top of his desk. I cleared a spot 
of top sitting down with my legs dangling off the edge. 
He dropped to his knees between my legs with his face 
near my pussy. Mr. Grendel used his hands to spread my 
cunt open so he could see my pink cunt hole and my hard 
clit. "Jenny, you smell so sweet and pure," he muttered 
to me softly.

I cried out when his hot rough tongue touched my cunt 
crack for the first time. He pushed his tongue deep 
into my slit running it up and down. I jerked in 
pleasure as his tongue hit my clit. I guided his head 
with my hand pulling him to my clit. He sucked my hard 
love button in his mouth nibbling it gently with his 
lips. My hips began to rotate around his sucking mouth 
as he kept strumming my clit with his tongue. 

My cunt juices were flowing out of my pussy coating his 
chin with my hot juice. I pushed on his head signaling 
that I wanted him to use his tongue on my cunt hole. He 
took the hint moving his mouth down my cunt crack until 
his tongue was teasing my hot pussy hole. He used his 
hands to spread my legs wide lifting them so that my 
knees were touching my flat small tits. His whole mouth 
covered my cunt mound while his tongue flicked against 
my hot cunt hole. 

"UUUGGHHHH! Lick me inside, push your tongue in me Mr. 
Grendel, please I want to feel your tongue inside of 
me," I begged him.

He pretended not to hear keeping his tongue just 
teasing my wet hot hole. He told me to hold my legs up 
and apart for him. I quickly did as I was told hoping 
that he would push his tongue inside of me. Mr. Grendel 
removed his mouth from my cunt making me groan out my 
disappointment. 

I looked at him with pleading eyes telling him to 
please don't stop. He chuckled softly telling me that 
he wasn't going to stop but he just wanted to look at 
my gorgeous pussy and ass. I realized that with my legs 
up like this and spread he could see my puckered ass 
hole clearly. I felt my pussy oozing out its preteen 
juice as I watched him watch me. 

Mr. Grendel used his hands to spread my ass cheeks 
apart. I could feel the cool air hitting my wrinkled 
butt hole. He moved his face close to it blowing his 
warm breath against my tight rear hole. I groaned out 
knowing that my butt hole could make my pussy feel 
good.

"Does that make you feel good?" he wanted to know,

"Yeah, I love it when someone plays with my butt hole."

"How does this feel?" he asked as he bent his head 
closer licking my tight puckered brown hole. He flicked 
his tongue tip over my hot ass hole quickly.

"Oh yeah I love it, it feel so good!" I cried out.

He gave my ass a few more licks then used his hands to 
spread my cunt wide open. He pushed his tongue deep 
into my cunt lapping up all the preteen juice that was 
oozing from my cunt. I humped my cunt up to his face 
trying to force more of his tongue into my pussy. I 
pulled his head tight against my leaking pussy as he 
tongue fucked me.

"Lick me, lick me! Oh make me cum please!" I begged my 
teacher.

He moved his tongue back to my ass hole again. I 
groaned as my pussy was left empty. Then Mr. Grendel 
shoved his hot tongue into my butt hole wiggling it all 
around as I moaned loudly. He moved his finger to my 
cunt hole sliding it slowly into my preteen pussy. I 
spread my legs wide trying to get him to push deeper. I 
felt a little jab of pain when he hit my hymen. He 
pulled his finger back some and started to finger fuck 
me steadily. His tongue was licking the walls of my ass 
as he worked my pussy with his finger. 

"OH my god don't stop! Oh don't stop, PLEEEZE!" I 
begged.

"I-I-I'm cummming! I'm cumming! YES!" I shouted.

I could feel my pussy sucking on his finger as my cunt 
muscles contracted around it. He held just the tip of 
it inside my pulsing pussy. As I began to pour out my 
preteen cunt juice he quickly pulled his tongue from my 
ass hole and covered my cunt with his lips. I felt his 
rough tongue work its way up my pussy as my pussy 
muscles pulled it inside. I moaned loudly as he licked 
the inside of my preteen pussy clean with his tongue. I 
could feel the beginning of another powerful orgasm 
building. I began to shove my hips into his face as he 
moved a finger to my hot ass hole.

"Don't tease me Mr. Grendel, suck me, eat me! Push your 
finger into my ass!" I pleaded with him.

My teacher slowly inserted his finger into my tight ass 
hole as I wiggled my ass for him. My young cunt was 
oozing a steady stream of cum around his tongue. It 
didn't take long before he had his entire finger into 
my hot young ass. 

"YEAH! Pump your finger in and out!" I yelled. 

My cunt felt like it was on fire as he licked my wet 
pussy. His finger plunged in and out of my dark rear 
hole in long slow strokes. My legs began to shake and 
my cunt muscles started to grip his tongue as the 
rippled inside of my pussy.

My pussy pulled his tongue a little deeper into my cunt 
while my ass gripped his finger tightly as I shuddered 
violently from an enormous orgasm. He kept licking me 
as I panted loudly for him to keep sucking my cunt. I 
finally had to push him from my wet pussy because it 
just became too much to bear. He stood up, his face 
slick with my juices. I watched him run his tongue 
around his mouth gathering all my cum with his tongue. 
I pulled him to me kissing him hard and tasting my 
pussy juice on his lips. His tongue pushed into my 
mouth. I reached down stroking his cock which was rock 
hard and dripping his pre-cum. 

"Yes, stroke my cock Jenny," he instructed.

I told him to sit on the desk so I could kneel in front 
of him. He quickly moved to his desk. I dropped to my 
knees so his cock was hanging in front on my face. I 
could smell his musky scent. I raised his cock up 
looking at his hairy ball sack. I moved closer to him 
sticking my tongue out touching his balls with the tip. 

His nuts jumped a little in the sack when I began to 
lick the wrinkled sack. I gently sucked his balls into 
my mouth while stroking his hard cock. I heard a loud 
moan escape from his lips as I kissed my way up his 
hard shaft. I placed his dripping cock head on my lips 
tasting his pre-cum before I slipped it inside my hot 
mouth. 

"OOHHHHH yeah Jenny suck me, OOOOHHH suck me," he 
sighed softly

As his hard cock slid into my mouth I could feel it 
pulsing. My tongue moved all around his stiffness while 
it moved deeper into my mouth. When it hit the entrance 
to my throat I noticed that there was still another two 
inches to go. I relaxed taking a deep breath then 
pushed farther down.

"OHGOD! Nobody has ever done that to me before!" he 
cried out as his cock popped into my throat.

I slowly moved my head down until I felt his coarse 
pubic hair tickling my nose. I swallowed a couple of 
times so my throat muscles would work on his hard cock. 
I rubbed his balls with my hands keeping him buried to 
the hilt. Mr. Grendel grabbed my head in his hands 
pulling his cock from my throat. 

I looked up at him quizzically wondering if I did 
something wrong. He quickly shoved his cock back down 
my throat. I was soon being face fucked hard by my 7th 
grade teacher. His cock was pounding in and out of my 
mouth while I kept moving my tongue around it. I could 
hear him panting and telling me to take it all in. 

"God Jenny, I can't last much longer, I want to make it 
last but I just can't..."

I groaned around his throbber.

"Can I cum down your throat Jenny? Please baby, I want 
to cum in your throat," He pleaded.

I looked up at him nodding my head in agreement. He 
smiled at me and kept ramming his cock into my mouth. I 
squeezed his balls gently in my hand as I felt his cock 
grow even harder.

"OH FUCK! I'm cumming Jenny! Shit Jenny I'm cumming, 
HARD!" He shouted as his body jerked.

I didn't even taste the first blast because his cock 
was in my throat. It shot straight down my throat with 
out touching my taste buds. I pulled his cock from my 
throat after the first blast of cum so I could enjoy 
the taste of it. It wasn't long before my mouth was 
full of his sticky hot cum. 

I swallowed a mouthful of his slimy seed them he filled 
my mouth again with his cum. I held the last load in my 
mouth as I sucked on his softening cock. When he was 
spent and limp I opened my mouth showing him all the 
cum that was inside. His eyes grew wide as he watched 
me swallow the last of his cum down my throat. 

Mr. Grendel pulled me up kissing me hard. His tongue 
pushed into my mouth and I surprised him by pushing a 
small amount of his cum onto his tongue. He pulled his 
mouth from mine letting me see the small amount of 
slimy cum on his tongue. He smiled at me as he 
swallowed his own cum. He pulled me into another kiss. 
We kissed and caressed each other for a while longer 
before he said we should get dressed. 

***

When we were presentable again he told me that he would 
drive me home once again. Just like before Mom came out 
when we pulled into the driveway. I said my goodbyes to 
Mr. Grendel then ran to the front door. I stood just 
inside the doorway listening to mom and my teacher 
talking. 

"How did Jenny's tutoring go today?" mom asked.

"Just fine, she is a quick learner, I think if she took 
a test today she would get at least a "B.," he replied.

"I just bet she can get up to an "A," with a little 
more work," mom said.

Mr. Grendel got a huge smile on his face telling her 
that he was positive he could get me to that. "It will 
take a few more sessions of tutoring but I am sure 
Jenny can reach that goal."

"I'll help Jenny so she will be sure to attain it," mom 
told him.

"I wish more parents of students cared like you do," he 
smiled broadly.

Mr. Grendel and mom changed the subject and began 
talking about their likes and dislikes. I turned from 
the doorway going into the kitchen for something to 
eat. I was sitting at the table munching on some 
cookies when mom came into the room. 

"I understand you did well today," she smiled. "Tell me 
all about it."

I poured another glass of milk then related to mom what 
took place during my tutoring class awhile ago. I said 
how he sucked and licked my pussy and ass hole. I 
smiled when I said about sucking his hard cock and 
swallowing it down my throat. I licked my lips absent 
mindedly while telling her how I let his cum fill my 
mouth before swallowing all of it. I could tell mom was 
getting excited just from listening to my adventures 
this afternoon. I said that I was getting excited just 
telling her about it. 

"Come with me and I will show you how you can get an 
"A.," mom told me.

I followed her to her bedroom. She shut the door softly 
turning to me as I stood by her bed. Mom came over to 
me pushing me gently down on the bed. She sat next to 
me pulling me close to her. She looked directly in my 
eyes then kissed me on the lips. Her tongue snaked into 
my mouth licking all around the inside of my mouth. She 
pulled her tongue out telling me that she could taste a 
little bit of his cum still inside. She pushed her 
tongue into my mouth again teasing my tongue with hers. 
I let the tip of my tongue touch her lips and she 
sucked it inside her mouth. She sucked on my tongue 
almost like I sucked Mr. Grendel's cock. 

"Mom can we play like last time, I want to do it again 
with you," I said to her when we finally stopped 
kissing.

"I'd love to, then I want to show you how to get an 
"A.," she said.

We both stood up undressing together. I quickly got out 
of my school clothes then sat on the bed watching mom 
as she stripped off her clothes. I could feel myself 
getting wet between the legs just from the anticipation 
of licking mom's pussy again. She sat next to me again 
then pulled me down on the bed. We kissed as our hands 
roamed over each others bodies. She whispered to me 
that I should get on top of her and turn around so we 
could lick and suck each other at the same time. I 
quickly got into the position that she recommended. I 
buried my face into her wet cunt licking it all over. I 
felt her tongue copying my moves. Soon we were pushing 
our tongues deep into each others cunts. 

Mom and I sucked and licked each other for about 10 
minutes before we both reached our climaxes together. 
We filled each other's mouths with our hot slimy cum. I 
gave a loud sigh when I was finished. We kissed again 
licking each others slimy lips clean of our cum. 

I asked mom how she was so sure I could get an "A.


Said to stay where I was and she got up walking over to 
the closet. I watched closely as she slide the doors 
open and rummaged around a box that was on the top 
shelf. She pulled something out of the box then put the 
cover back on. She turned around and I saw a replica of 
a man's cock in her hand. It was almost the same size 
as Mr. Grendel's. I giggled at mom when she tossed it 
on the bed by me. I picked it up feeling the soft latex 
cock with my hands. 

"Wow, it looks just like a real one," I laughed.

"Turn the switch on that's on the bottom."

I looked on the bottom and saw a small switch. I pushed 
it on and immediately felt the vibrations coming from 
the toy. Mom told me that when it slides into my pussy 
and I turn that switch on I will have the best orgasm I 
ever had. Just knowing what was going to happen, I 
could feel my cunt getting damp again. I asked mom to 
show me how to use it. 

She said that she wanted me to pretend that this was a 
real cock. She said that I should lick it to get it 
real wet then push it slowly into me. I slid the latex 
cock into my mouth swirling my tongue over the smooth 
surface. I closed my eyes pretending that it was Mr. 
Grendel's cock I was sucking on. I slobbered all over 
it getting it slick with my saliva. Mom told me to rub 
it along my pussy slit.

I moved the toy down to my cunt letting it slide along 
my slit. Said that I should turn it on now. I switched 
it on feeling the vibrations on my cunt. I groaned 
loudly as I experienced feelings that were new to me. I 
held it tight against my hard little clit causing my 
legs to spread wider and my hips to begin to jerk 
upward. My preteen cunt was oozing out my juices as I 
held it tight against my young clit. 

"Now, slowly push it inside of you," mom whispered.

I pushed the fake cock against my tight cunt hole but I 
couldn't get it to go it. The vibrations were making me 
feel so good but it just wouldn't go inside of me. "Mom 
help me get it in," I panted to her. She moved down 
between my legs taking the vibrator from me. She slid 
it into her mouth cleaning my cunt juice from it and 
also coating it with a lot of her spit. Mom placed it 
at my cunt hole then slowly started to push and twist 
it against my virgin hole. 

"OH YEAH! I feel it going it mom," I gasped as the tip 
eased into my hot hole.

Mom stopped after the tip entered my pussy. She began 
to pump just the tip in and out of my tight hole 
stretching my preteen cunt. She slowly slid more into 
me until I yelped out when I felt some pain. I looked 
at mom asking her why it hurt all of a sudden. Said 
that she had touched my hymen. Mom explained about my 
cherry and told me that in order to feel good she would 
have to break through the barrier that blocked the way. 
Said that once she did I would feel better than I ever 
felt before. 

"Promise," I asked with tears in my eyes.

"Oh honey, I promise." 

"Then do it mom, make me feel good." 

Mom placed her lips on my clit sucking on it gently as 
she moved just the tip of the toy in and out of my 
pussy. Mom had turned it off so it felt like a big 
finger going in and out of me. She didn't touch my 
hymen so it wasn't long before I began to feel good 
again and forgot about the pain. My hips began to hump 
up towards the toy. Her tongue was swirling around my 
clit making me feel so good when suddenly she shoved 
the vibrator through my virginity.

I yelled in pain then pleasure. 

As soon as the toy was past my broken hymen she turned 
the toy on again. The vibrations raced through my cunt 
sending me to a new height of pleasure. I groaned out 
loud as mom held the vibrator steady allowing me to get 
use to the invader. I was panting hard moving my hips 
up to her hand trying to get more into me. Mom slowly 
slid more of the fake cock into my pussy. 

I shouted as stars exploded in my head. My whole body 
shook with pleasure as she held the vibrator deep 
inside of me. My legs closed tightly trapping it and 
holding it inside of me. She let it run as I had 
multiple orgasms until I finally begged her to stop. 
She pulled the toy from my wet cunt then buried her 
face into my pussy. She licked all my cunt juices from 
my cunt bringing me to one more powerful climax. I 
hugged her tight when she came up to give me a kiss. 

"Thank you mom, thank you for showing me that." 

"Let's get something to eat then I want to show you 
something else." She smiled at me when she said that so 
I knew that I was going to like what ever it was. 

We put on robes to cover our nudity then walked into 
the kitchen to get some supper. We ate a quick meal of 
sandwiches and chips then headed back to mom's bedroom. 
I let the robe fall to the floor then crawled onto the 
bed. I watched mom rummage around the closet. She came 
back to the bed holding a smaller vibrator. This one 
was about the size of two fingers, smooth, and didn't 
look like a cock. She saw me looking at it then 
explained that it was a vibrator that is used to go 
inside my ass. My eyes widened as she explained how 
good it felt. 

"You remember how it felt when my tongue pushed inside, 
well this is ten times better than that," she 
explained.

"Show me mom, I want to feel it inside of me."

Mom moved over me kissing me on my lips. Her tongue 
wormed its way inside of my mouth licking all over the 
inside. I sucked gently on her tongue as she moved the 
vibrator to my chest then flipped to switch on. The 
vibrations caused my small preteen nipples to harden 
and grow erect. I moaned into her mouth as I spread my 
legs to let her know what I wanted. She began to kiss 
her way down my 12 year old body stopping at my chest 
to suck on my small tits. Her hand moved the big 
vibrator to my cunt letting it stimulate my young clit. 

"YEAH! Don't stop mom!"

She pulled her lips from my small tit telling me to get 
on my hands and knees. I quickly followed her 
directions. Mom moved behind me licking my wet cunt 
slit with her tongue. She reached under me pulling on 
my nipples as she sucked hard on my clit. My hips were 
pushing back to her face as she sucked on my cunt. She 
moved her rough tongue down my cunt crack to my butt 
crack. She slowly licked her way up until she was 
flicking her tongue against my rear hole. I moaned as 
the tip of her tongue worked its way inside of my ass. 
She quickly pulled it out and placed the tip of the 
small vibrator against my wrinkled brown hole. 

She used her other hand to place the larger vibrator 
against my cunt hole. Very slowly she pushed and 
twisted both toys into my preteen body. I felt so 
stuffed as they both slid deep into their holes. With a 
flick of each index finger she turned them both on.

"God it feels so good!" I yelled.

Mom began to push the bigger one into my cunt as she 
pulled the smaller one out of my ass. Then she pushed 
the smaller one deep into my ass as she pulled the 
bigger one out of my cunt. She drove me absolutely 
crazy with the alternating plunges. My body was on fire 
with pleasure as the vibrations reached my very soul. 

I could feel my cunt begin to contract as my body was 
on the verge of a massive orgasm. I yelled loudly as my 
cunt poured out its preteen juices all over the large 
toy. My ass muscles contracted and gripped the toy that 
was violating my ass. I wiggled my ass hard against 
moms hand as she held both toys deep inside of me. She 
twisted and turned them both while I cried out my 
pleasure to her. 

"Oh my god, I'm cumming again! More mom, more!!" I 
shouted as another wave of pleasure washed over me. 

Mom slowly pulled the toy from my ass but left the one 
in my pussy. I was panting hard working on my third 
climax when mom pulled the big one out. I groaned out 
my disappointment but it was short lived. Mom moved it 
to my rear hole and pushed it deep inside my ass.

"UGH! It's so big!" I cried out.

She turned it on high then began to ream it in and out 
of my ass hole. It didn't take long before I screamed 
out another huge orgasm as my ass pulled at the toy. 
Mom held it still as I rotated my hips on the vibrating 
cock. I must have passed out because when I opened my 
eyes mom was lying next to me stroking my face. 

I smiled weakly at her telling her that I had the best 
cums that I had ever had. She smiled at me telling me 
that when I do it with a real cock it feels even 
better. I smiled at her telling her that maybe I will 
try tomorrow with Mr. Grendel. 

"You better take a shower then go to bed, it's getting 
late," said.

"Okay mom, good-night."

"Here take these in case you want to try them again 
before you go to sleep," she laughed as she handed me 
the two toys that we had just used.

I took them and smiled at my mom. I headed for the 
shower thinking that I still had time to try them out 
one more time. I took a quick shower washing the sweat 
off me then quickly dried myself off. I wrapped a towel 
around me then walked to my room. I shut the door 
before stretching out on the bed. I took the big 
vibrator and placed it between my legs rubbing it along 
my cunt crack. I held it against my clit causing me to 
moan loudly. 

I heard mom in the hallway give out a small chuckle. I 
put the small toy to my lips and sucked it lick I would 
a cock. I only turned the bigger one on and soon I was 
feeling really good again. I got the small one wet with 
my spit then moved it to my rear hole. I switched it on 
making my ass cheeks flinch. I forced myself to relax 
so I could slide it inside my butt. It didn't take much 
effort to push it inside. I slide it deep inside my 
butt sighing softly. I switched the big one on and slid 
it into my preteen cunt. I cried out as a powerful 
orgasm washed over my young body. 

My hips jerked up meeting my hands and forcing more of 
the toys into my holes. I groaned through two more cums 
before I pulled them both out of me. I lay there 
panting and basking in the glow of the climax. I 
glanced at the clock noticing that it was past my 
normal bedtime. I quickly got up to clean off the toys 
before heading back to bed. I fell asleep almost as 
soon as my head hit the pillow.

***

"Come on sleepy head," Mom said as she shook me gently.

I yawned then stretched before getting out of bed. Mom 
told me to hurry because breakfast was on the table. I 
pulled my night shirt off dropping it to the floor. I 
stood in front of the mirror in just my panties looking 
at my body. Mom yelled again for me to hurry so I 
quickly pulled on a shirt skirt and a tight blouse. I 
didn't bother putting on a bra today. I walked into the 
kitchen to get my breakfast. Mom looked at me giving a 
low whistle when she saw how I was dressed. 

"Are you planning something for this afternoon," she 
laughed.

"You bet mom, I'm going to try to get an "A," I laughed 
back at her.

I gobbled down my breakfast, kissed mom goodbye then 
headed out the door. I met up with Stacy for our walk 
to school. She complained that she hadn't seen me all 
week. I explained that with the tutoring after school 
then doing homework after supper I just didn't have 
time. I promised her this weekend we would get 
together. She smiled telling me that she couldn't wait 
for that. 

"Are you going to tell me what is going on with you and 
Mr. Grendel?"

"Huh, what do you mean?" I smiled at her.

"Oh come on Jenny, I know you are doing something with 
him," she said. "I can tell just by the way you two 
look at each other in class."

"I'll tell you all about it this weekend," I promised 
her as we arrived at school.

The day went by slowly for me because all I could think 
about was doing what mom and I did last night with Mr. 
Grendel but using his cock instead of a fake one. I 
glanced up at the clock for the hundredth time noticing 
that there was only an hour left. I raised my hand 
asking Mr. Grendel if I could use the bathroom. He gave 
his permission and I left the room. I quickly went into 
the girl's bathroom closing the stall door after me. 

I pulled my skirt up and my panties down. After I peed 
and wiped my hairless pussy I decided to leave my 
panties off. I folded them tucking under my waistband 
of my skirt. I walked back into the classroom feeling 
the cool air on my pussy. I took my seat at the front 
of the class. 

Mr. Grendel instructed the class to use the last hour 
to read Chapter 23 in our history books. I opened my 
book and began to read. I glanced up seeing him looking 
at me. I slowly spread my legs apart letting him see my 
bare pussy. I heard him gasp and a couple of other 
students looked up to see what was wrong. He quickly 
covered his mouth and coughed hard. 

I giggled softly at his attempt to cover up his shock 
at seeing my bare hairless cunt. I kept teasing him by 
opening and closing my legs. Finally the last bell rang 
and the room emptied out. 

Mr. Grendel waited at the door as the last student 
walked out. He shut and locked the door before turning 
toward me. I saw the bulge in his pants as he came over 
and sat leaned against the front of his desk. I looked 
up at him smiling.

"You are such a tease Jenny, flashing me your cute 
little hairless cunt," he scolded me.

"Sorry, I thought you would like to look at it," I 
pouted.

"You know I do, why not take off the skirt and really 
let me look at you."

I stood up and removed my skirt. I removed my blouse so 
I stood before him completely naked. Mr. Grendel 
dropped his pants and shorts to the floor. He pulled 
his shirt off and soon we were both nude and staring in 
lust at each other. He pulled me to him hugging me 
tightly feeling my young body with his hands. I 
whispered in his ear that I broke my cherry with a 
vibrator last night. I felt his cock harden against my 
stomach as we hugged each other. 

"Can you put your cock in me now Mr. Grendel?"

"You don't even have to ask me that, but first I have 
to taste that sweet preteen cunt of yours," he told me 
as he pushed me down on his desk.

He kissed my nipples stroking my hot cunt with his 
fingers. I placed my hands on his head pushing him down 
toward my pussy. 

"My, my, are you anxious?" he laughed.

"I'm so hot and excited, don't tease me Mr. Grendel 
please, just lick me," I said.

His tongue snaked into my hot wet hole. I felt his 
hands spread my cunt open farther as he rammed his 
tongue deep into my hairless preteen pussy. My hips 
jerked up to meet each thrust of his rough tongue. 

"Lick me Mr. Grendel lick me," I begged him. "Lick my 
butt too, lick my butt like last time!"

"Sure Jenny, anything for you," he told me as he moved 
his tongue to my tight ass hole.

I groaned loudly as he pushed his tongue into my hot 
rear hole. I could feel the tip of his tongue wiggling 
against the sides of my bowels. He moved a hand to my 
pussy and was flicking my clit with his fingers.

"Oh god don't stop. Make me feel good like last time," 
I said loudly.

"NO! Don't stop!" I screamed when I felt him pull his 
tongue out.

"I need to fuck you now Jenny, I want to put my cock in 
you. "Turn around, turn around so I can put it in you."

Excitedly, I turned around leaning over his desk. I 
felt the heat of his cock as he put it against my 
preteen cunt hole. I held my breath waiting for the 
feeling of my first cock to slide into my pussy. Mr. 
Grendel rubbed his hard cock along my cunt crack 
coating it with my slimy juice. He grabbed my by the 
hips and slowly began to push it inside my little 
pussy. 

"UUH! UUUHH! UUHHH! Oh god you are so big!" I cried 
out.

"You want me to stop Jenny?" he asked me softly.

"HELL NO! DON'T YOU DARE!" I screamed at him.

Mr. Grendel shoved the rest of his hard cock into my 
small preteen cunt. I grunted out when I felt his ball 
sack hitting me. He sighed heavily and held his cock 
motionless as he whispered to me how good it felt 
having his cock inside my pussy. I told him that he 
felt so good inside of me and I wanted him to do it to 
me. 

Mr. Grendel used my hips to push his body away from 
mine making his cock begin to pull out of my cunt. Then 
he changed directions and slowly started to go back in. 
I was so tight that I could feel each bump and ridge on 
his hardness. I moaned loudly as he sunk all the way 
inside of me again. I urged him on telling him to go 
faster.

It didn't take long before he was pounding his cock 
into my cunt. His balls were slapping against me in a 
steady rhythm. My ass was humping back towards him as 
he continued to slam into me. Just when I thought it 
couldn't feel any better, Mr. Grendel ran his finger 
over my ass hole. 

I grunted out when he touched my wrinkled little ass 
hole. I felt a drop of his spit hit my ass crack and 
run down to my puckered hole. While he pushed his hard 
cock in and out of my cunt his slowly pushed a finger 
into my ass hole.

"OHGOD! I'm dying! OHGOD! I'm dying!" I cried out in 
pleasure.

His finger plunged in and out of my small ass while his 
cock pounded my pussy. I was panting hard enjoying this 
more than anything else. I could feel my pussy begin to 
quiver as I got close to my orgasm.

"YES! I'm almost there! Don't stop! Fuck me! fuck my 
little pussy hard!" I groaned loudly.

Then I screamed as my cunt convulsed around his huge 
cock. My ass muscles gripped his finger tightly as my 
pussy rippled along his cock shaft. My juices poured 
out around his hard cock and ran down my legs. I was 
crying from joy as he held still letting me enjoy my 
climax. When I was done he began to fuck me again nice 
and slow. I moaned to him to go faster. 

I looked over my shoulder at him as he smiled at me. I 
smiled back telling him that I could take his cock in 
my ass if he wanted to do it that way. He asked me if I 
was sure about that. I told him about putting the 
vibrator in there last night. He pulled his wet cock 
from my pussy moving it up against my tight puckered 
little ass hole. He pulled against my hips until the 
head of his dick popped into my ass. 

"God Jenny, you're so hot and tight," he moaned.

"Fuck my ass Mr. Grendel, fuck it good!" I felt his 
hands spreading my ass cheeks apart as he slowly pushed 
more of his hard cock into my tight ass hole. I grunted 
loudly as he slid deeper into me. I didn't think I 
could take any more but then I felt his balls hitting 
me so I knew that he was all the way inside of me. 

I looked over my shoulder smiling at him but he never 
saw the smile because his eyes were closed tight and he 
had a look of pure pleasure on his face. He didn't move 
his cock at all, he just held it all the way in my ass. 
I squeezed my ass muscles a few times making him groan 
as he felt my hot ass gripping his hardness. I wiggled 
my butt from side to side a little to encourage him to 
begin to move. He took the hint and began to slide his 
cock in and out of my preteen ass hole. I panted with 
each stoke of his cock. 

Mr. Grendel reached under me with his hand rubbing my 
clit with his finger. I felt the familiar tingling 
beginning in my cunt as my climax started to form. He 
was slamming his cock hard into me grunting with each 
stroke. He moved his finger down to my pussy hole 
pushing it all the way in my 12 year old cunt. My 
orgasm exploded at that moment.

"UUURGHHH!" I screamed as his finger slide deep into my 
cunt.

My ass hole gripped his cock tightly. My pussy muscles 
rippled along his finger as I screamed loudly. He 
groaned that he was cumming soon too.

"Fuck my pussy! I want to feel you shoot in my pussy!" 
I begged.

He quickly pulled out of my ass and shoved it hard into 
my preteen cunt. I shoved my hips back to his trying to 
get him in deeper. He plowed his hard cock in and out 
of my cunt as I yelled out that I was cumming again.

"Cum for me Jenny, cum for me. I'm cumming too sweetie! 
I'm cumming too!" he yelled. 

My knees got weak as I cried out another powerful 
orgasm. I was in the middle of it when I heard him call 
out that he was cumming. I felt his cock grow even 
longer and harder then I felt the first blast of his 
cum. He let out a loud moan as he shot rope after rope 
of his hot sticky cum into my preteen pussy. I humped 
my hips back to meet each of his strokes as he emptied 
himself inside of me. Mr. Grendel finally finished 
shooting his cum and slowly let his cock fall from my 
pussy.

I turned slowly around looking at his cock hanging down 
and shiny from our combined juices. I dropped to my 
knees sucking it into my mouth to clean it off. I could 
feel his cum leaking out of my pussy running down my 
leg. I didn't care about that, I just wanted to thank 
him in a special way. It wasn't long before he was hard 
again. 

I kept his hard cock in my mouth teasing it with my 
tongue until he groaned out one more time that he was 
cumming. I swallowed the load of slimy seed down my 
throat lapping at the spongy head of his cock. I sucked 
him dry the cleaned his cock shaft clean of all traces 
of our sex. 

"My god Jenny, you are one fine fuck for a 12 year 
old," he said.

"Thanks Mr. Grendel, I just wanted to make sure that I 
passed your class."

"You will pass with an "A," that's for sure," he said.

We dressed in silence then he offered to drive me home. 
When we reached my house mom came out to greet us. She 
asked how the lesson went and he told her that I was 
getting an "A," in his class this year. Mom winked at 
me then told Mr. Grendel she thought that I still could 
use some more tutoring. He smiled at her telling her 
that he would be glad to continue. 

"Why not come by the house tomorrow night that way 
maybe I could help you tutor her?"

I saw the bulge beginning to form in his pants as he 
thought about the possibilities of that. He grinned 
broadly saying he would be over at 7 p.m. tomorrow. As 
he drove off mom turned to me telling me that she 
wanted to know everything that happened this afternoon. 
We headed for the house as I began my story. 

END

Read more of my stories at: 
http://www.asstr.org/files/Authors/Durango

*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*
The author does not condone child abuse, this story is
meant as an erotic fantasy not real life. Anyone acting
out such scenarios in "real life" can look forward to
many unproductive years getting it up the butt by a 
fellow convict in their local prison.
*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*-*
Kristen's collection - Directory 47