Three years ago, I released this story on this site to mixed reviews. I have edited the story, mostly for grammar and spelling, and here it is, re-released. I will be doing the other three episodes, and, if received well, will continue the series.

I have always been interested is sex, as long as I can remember. I saw my first playboy in second grade, and the female form called to me. My best friend Mike brought it on the bus. Little did I know where it would lead!

I started masturbating at eleven, just before this story takes (or should have taken) place.

I suppose my dating life started in fourth grade, with a girl named Elizabeth. She was also a fourth grader, a beautiful brunette. She had the beginnings of breasts, was taller than any of the other girls, and was the only attractive girl to me in the class.

Well, dating her was a dismal failure. When I first went to her house, her dog bit me on the nose. The date itself went okay, but I broke up with her when I found out she was dating a sixth grader.

That next year, I began dating her best friend, Dawn. Mike began dating Elizabeth, and the four of us hung out. I still wanted Elizabeth, but I made do with Dawn.

One weekend, I took my blue ten-speed up to Elizabeth and Dawn's neighborhood, this time without Mike. I was not expecting to see Elizabeth that day, so I shoved her out of my mind for a while to focus on Dawn. She was getting close to letting me touch her breasts, and I was excited to say the least.

When I arrived at Dawn's house, she was sitting on the porch with Elizabeth. I was not expecting this, so I slowed to a stop about a block from the house, far enough away that I could watch them without being immediately noticed.

They were sitting in plastic chairs on what was left of Dawn's parent's porch. A storm about a month previous had ripped the awning off, and, considering that the damn thing was probably thirty years old, losing the faded pink plastic was probably a good thing.

Elizabeth was wearing a pair of skimpy blue shorts and a white t-shirt. Dawn, who was a bit larger than Elizabeth, was wearing pink shorts and a yellow t-shirt. They both had sandals on, and sat chatting away on the porch. God, Elizabeth’s smile was enchanting! Just from the smile I felt my shorts get a little tighter… they were olive colored, and I wore a button up plaid short-sleeve shirt, untucked.

I biked up the porch, and both the girls looked over at me and smiled. I dropped the kickstand and parked it next to their bikes.

Dawn looked over and Elizabeth and smiled.

“It’s hot out here,” she commented, all go inside, grab some drinks, and I’ll show you what I got.”

The three of us went inside, and after grabbing three glasses of red kool aid (When I was growing up, there didn’t seem to be any other kind), we went back to Dawn’s bedroom. It was messy, like always, with pink and purple and shiny things scattered all over.

They turned to me.

“Get in the closet,” Dawn demanded.

I asked, confused.

“Just do it. I want to show Elizabeth the new panties I am />
I shrugged, wishing I could see them, and climbed into the closet. I say climbed because I had to find my way over the larger broken toys. I sat on a toy chest, with only a sliver of light from the door to see by.

That much is true, and really did happen… now for what should have happened…

Not wanting to miss the show, I leaned forward to look through the crack left by the door not being closed all the way. I could see Dawn’s back, and Elizabeth sat on Dawn’s bed.

I watched as Dawn dropped her shorts to the floor. I got a great view of Dawn’s ample posterior, tucked into a pair of white panties with roses on them. The curve of her ass made my dick spring to attention, and I dropped my hand to my lap to take advantage of the situation. I stroked my cock as I watched her turn this way and that for her best friend. She turned to show Elizabeth the back, and she must have seen the reflection of my eye, because she screamed.

I jumped, and fell forward; knocking the sliding door off its track and landing face first at Dawn’s feet. I rolled over, and found myself looking up at Dawn’s cloth covered pre-pubescent pussy. She leaned forward to look down at me with a face red with anger.

At that point, Elizabeth started giggling.

I am not sure if it was Elizabeth’s giggle or if Dawn noticed it on her own, but her eyes went from my face downward. She went from red to pink as she was obviously embarrassed. I suddenly realized why she was embarrassed.

My dick, quite hard from the show and the self stimulation, had found its way out the leg hole of my shorts during the tumble. The grayish purple head poked out, and its single unblinking eye looked toward the door to her room, as if waiting for a parent to show up. That was all I needed, her dad, a mechanic, to find his little fifth grade daughter, in her panties, standing over a boy with a raging erection.

No such parent showed up, so I got to my feet, hard dick bobbing as I did. By this point, Dawn was completely flushed pink, and had her hand to her mouth. She was silent, as was I, as we considered each other.

A squeak broke the silence. Well, it was more a soft sigh. Dawn turned and looked at Elizabeth, and stepped out of the way. Elizabeth had one hand to her crotch. Her legs were spread far enough for me to see panties, a lighter blue than her shorts, on either side of the stretched material. Elizabeth had her index and middle finger pressed into the cloth right where her pussy was. Well, just above it.
“Um,” I began. The two girls looked at me. Dawn was still a bit in shock. She looked from me to Elizabeth (who was not really paying attention to her) and then back at me.

“Seems like we may have the first boy to be a member of the Pricilla Club,” Elizabeth panted.

I looked at Dawn. Her blush was beginning to fade, as a smile danced across her lips.

“It means we have to show him what to do,” she said, the tone of her voice changing.

I was unsure of what they were talking about, so I decided to play along.

“See, we have this club,” Dawn said, as she kicked her shorts off, “And we do stuff that our parents told us not to do… and we do stuff we figured out on our own how to do.”

Elizabeth stood up, and pulled off her shorts. The panties were pulled tight along her pussy, and I could see two clearly defined lips. She put her hand down the front of her panties once she had her shorts off. Dawn walked over to a pink fabric case and pulled a doll from it. It was a Ken doll, and they had removed all of its clothing.

“Me or you?” Dawn asked.

“You first. After all, you are his Elizabeth said, then giggled. Dawn giggled as well, and walked over to one of the only clear spots in the room. She stood, facing me, and pulled her panties down. Although I could not see anything directly from where I stood, I could see her naked rump in the mirror just above her bed. My dick bounced again. If things continued the way they were going, I might just cream myself right there!

Dawn stood back up, and I got my first look at a pussy. The lips were tightly closed, and hairless. She squatted somewhat, not in the most comfortable looking position, and put the doll between her legs. She put the feet of the doll between her thighs. I could not tell what she was doing because her hands were in the way, but I watched in awe as the doll’s head moved straight upwards. The only way she could be doing that was if it was going inside her! Ken’s face was stuck in its normal grin, and I kept thinking he must be having the time of his life.

I gasped as I watched what Dawn was doing. Her eyes were shut tight, and her mouth had formed an “o” as she slipped the doll into herself. She began moving the doll around and around inside of her. A whiff of something caught my nose, something quite nice, as she slid the doll in and out of herself right in front of me. Elizabeth sat back down on the bed, and I could see from where I was that her panties were getting wet. At the time, I wondered if she had peed on herself.

My cock was bulging from my shorts now, and it was longer and harder that it had ever been when I masturbated alone. In fact, the pressure from the leg hole was beginning to hurt. I dropped my shorts, letting my hard member spring free. Dawn was lost in her masturbation, but Elizabeth watched me with interest as I began massaging my shaft.

Dawn began to shake, and shoved the doll in to its hips. She suddenly began bucking her hips and let go of the doll. For a second, I saw it stuck inside her, and then with a slick sound, it slid out of her and hit the floor. She collapsed to her knees, back heaving and breath short.

I could feel the cum boiling in my balls. I had the feeling that Elizabeth could tell as she motioned for me to come over. Stepping out of my shorts, I did just that. She had me stand beside the bed, between her spread legs as she played with herself. Suddenly, she pulled the crotch of her panties aside, showing me the soft pink folds of her wide spread pussy.

I lost control, and it took everything I had from jumping on top of her and cumming in her. As it was, I sprayed her with cum. It was the first time I had cum with another person in the room, and, as excited as I was, I shot my load fast and hard. The first stream hit her just beside her nose, and the second went from her bottom lip to her chin. The third soaked her shirt; the fourth hit her now exposed belly button. By the fifth, she had grabbed my cock and aimed it at her exposed pussy lips. It sprayed her, and she held herself open for the rest, which I sprayed directly into her cunt. She began to shake, and I could tell she was cumming as well. As I finished, she wiped the head of my cock along her sticky slit, which sent me almost into convulsions of pleasure.

Dawn came up behind me and slid her hands down my sides. She whispered in my ear, “I want some in me, too!”

Stunned and still in the fuzziness after orgasm, I stood there, frozen to the spot. Elizabeth, covered in cum, scooted over to one side as Dawn slid in. She scooted her butt towards me, and brought her pussy towards my now deflating member. She reached between us and grabbed it, pulling me towards her. She began running the head of it between her moist, hairless lips, and I could feel my penis showing renewed interest in the play. She let the head slip between her lips, but every time I tried to thrust forward, she stopped me.

“No, not in me. I’m still a virgin,” she pleaded.

“Me, too,” I responded, wanting more than anything not to be. I thought maybe the plea would get her to change her mind.

She looked up at me, “Maybe next time.”

She continued playing, and Elizabeth started gathering up the cum I sprayed on her. I looked at her with curiosity, as she stuck a cum-laden finger in her young mouth. Again, it did not take much. I came, hard, covering Dawn’s pussy with cum. I managed to slip the head into her, delivering the last few squirts right up into her. Her eyes got wide as I did, but just at that moment, an orgasm took her away from it all.

Suddenly, we heard the front door slam. One minute I had the head of my cock inside Dawn’s tight virgin pussy, the next all three of us are scrambling for our clothes.

We all hopped on the bed with books just as Dawn’s father walked past the door.

He looked in on us, spied Elizabeth, and said, “Liz, you spilled something on your shirt. You should probably clean that up.”

I nearly died. Elizabeth flicked it up with her finger, then stuck it in her mouth, saying smugly, “Just a bit of cream from a />
I nearly peed my pants, but he just nodded and left.

(TO BE CONINUED IN EPISODE 2)

story by: Lothos

Tags: masturbation young exhibitionism voyeurism fantasy threesome male / females sex story

Author: Lothos

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