I spent last summer living in Southern California in the most incredible apartment complex. Everything about it was nice, but I especially like the pool. Not only was it a good place to beat the heat, it is also offered the greatest views in town. You see, there are over two hundred units in that complex, most of them filled with singles and families with young children. Consequently, beautiful, hard bodies abounded.

I was there almost every day, feasting my eyes upon the most heavenly sights imaginable. Everywhere I would look there were beautiful girls. The ones from eleven to fourteen, just on the edge of flowering, attracted most of my interest. They are experiencing that awkward transition from child into womanan exciting time for any young girl. An exciting time for me, as well.

To see them hanging around the pool, some still splashing and playing like children; others a little more mature, lounging in the sun, trying to flirt; is enough to make one long for youtheven if it is someone else's. Not all of them catch my eye; it takes more than mere youth. There has to be that special quality, that certain something that says, "Don't be fooled by my appearance. I'm much more than a child."

One of those girls was Caitlin. She looked to be about twelve; a pure angel, with long blonde hair and crystal clear blue eyes. She looked like she belonged on the cover of "Vogue Bambini" and I still wouldn't be surprised if she turned up there. (As I was to learn later, she was living in LA while her mother tried to get her and her younger sister into show business.)

I watched her from afar and longed for her for weeks. Once I had seen her, none of the other girls even attracted my interest. I was afraid to approach her, though. She was so young and beautiful that I was intimidated. I resigned myself to only lusting after her, never to know the joys that she surely could give.

It was to my ever-lasting surprise and joy that, one day, Caitlin came up to me. I was stretched out on a lounge, admiring her as usual, when she got out of the pool and walked over to me. She stood just two feet away, the water sheening off of her perfect, smooth flesh. Her brief bikini exposed a luscious amount of tanned skin and a body just beginning to curve. I felt an erection start in my tight, bikini swimsuit.

"Are you really in the movie business?," Caitlin asked me, out of the blue.

"Sure," I replied. I had been hired just two months before to write a movie for Paramount.

"Me, too," she said. "I mean, like, I'm trying."

"I thought you looked familiar," I said. "What have I seen you in?"

"Nothing yet. We're still going to auditions."

"Are you kidding? As beautiful as you are, I'm surprised you're not a star already."

She giggled and flushed with pride. "So, are you, like, famous?"

"Not hardly. But I do okay."

"Maybe you could help me," she suggested, tentatively.

"I could try. Maybe we should talk about your career. Somewhere private?"

She thought about that for a moment, then smiled. "Okay. There's nobody at our house. My mom and my little sister are gone."

Eagerly, I followed her to her family's apartment, all the way resisting the urge to break into a run. When we got there, she unlocked the door and let us in. It was plain, but clean; much like my own apartment, except it had an extra bedroom.

"Would you like to see my room?", she asked.

"Sure," I replied. She led me back to her bedroom. It was more decorated than the rest of the apartment. It looked like the typical room of a young girl, filled with stuffed animals and other childish things. "It's cute," I said. "Just like you."

She giggled delightfully, a habit I never grow tired of. I spread my towel out on the edge of the pink, fluffy bedspread. "Would you like to sit down?"

She hesitated for only a moment. "Okay."

Caitlin joined me on the edge of the bed, sitting so close that her thigh just barely brushed mine. Her posture was rigid and tense. She was obviously a little nervous. I did my best to put her at ease. "Is it okay if we sit here? If you want, I can leave."

"No, please don't. You just got here." Her eagerness was reassuring.

"Do you like living here?," I asked.

"It's okay."

"There are a lot of cute boys around."

She shrugged. "I guess."

"You don't like boys?"

"Most of them are so silly. Always running around and throwing things and pulling my hair. I hate that!"

"Give them a few years. They'll start to feel differently about you."

"That's what my Mom says. That's why she tells me to stay away from them."

"Have any of them ever tried to kiss you?"

"One boy did. But he was older. He was fourteen!"

"Did you let him?"

"Sort of..."

"Did you like it?"

She reddened slightly. "It was okay." Her voice betrayed her. It was a lot better than okay.

"Did he try to do anything else?"

"Like what?"

"Like touch you."

Now she really reddened. "He tried, but I wouldn't let him."

"Where did he touch you?"

"I don't know if I should tell you."

"Why not?"

"It's kind of...private."

"You don't have to tell me, but I'd like it if you did."

She hesitated. "He touched my...my boobs."

"I don't blame him for trying. You have very nice boobs."

"I do?" She really sounded surprised, more than embarrassed.

"You bet. You've got about the nicest boobs of any girl your age I've ever seen."

She looked away. "You're just saying that."

"I'm serious. Of course, it's kind of hard to tell with your bikini on. I'd really have to see you without it to tell for sure."

"You m-mean, take my top off?"

"Only if you want to. It's up to you. But I sure would like to see your boobs."

"I don't know...Isn't it kind of...dirty?"

"Honey," I told her, "there's nothing dirty about you whatsoever. Everything about you is beautiful and perfect. That's why I like you so much."

"You really think so?"

"I know so."

She thought about that for a moment, then nodded. She reached her arms back behind her back and unfastened her bikini top. She held it in place for a few seconds, then let it fall away. Revealed were her two perfectly formed breasts, each about the size of half a tennis ball, topped with a tiny, pink nipple. They were still small, but they were succulent all the same.

Caitlin held her back straight, her breasts jutting out to their full effect. I stared at them for a long while, taking in the luscious sight. "Well," she asked nervously, "do you like 'em?"

"I think they're the most beautiful thing I've ever seen."

"Really?" There was more than a little pride in her voice.

"Really. They're incredible."

She looked away again, shyly. "I'm glad."

"Do you think it would be all right if I touched them?"

She considered that for a moment, then gave a little nod. I raised my hand to her bust, lightly touching her right breast, sending shivers through her body. I brushed my thumb across her delicate nipple, making it hard and pointed. I slowly grew bolder in my caresses, finally raising both hands to cup her budding breasts.

"That feels nice," she said.

I fondled them lovingly, delighting in their soft, pert feel. I gently guided Caitlin back until she was reclining on the bed. I moved alongside of her, continuing to stroke her developing breasts. Slowly, I lowered my lips to one of her small, hard nipples. I took it in my mouth, sucking gently on it and caressing the tip with my tongue.

"Oooohhhh," Caitlin cooed. I sucked both nipples until they were hard. Then, with my hands still on her tiny breasts, I slowly trailed my mouth down her stomach. I slide my hands down her sides as my mouth reached the front of her bikini panties. Gripping the sides of her hips, I planted my lips against her groin, kissing her through the thin fabric.

"Oh, my God," she gasped, already short of breath.

"Can I take your panties off?," I asked.

"Okay," she said immediately.

I slid her bikini off of her hips as Caitlin raised her pelvis in the air to help me. I pulled the garment all the way off and tossed it on the floor. Laid bare was one of the most perfectly formed vulvas I have ever seen; the lips full and smooth, the top just dusted by a fringe of silky down. I almost cried out with glee. Instead I licked my lips and took a deep breath, trying to settle my anxious nerves.

I took hold of Caitlin's ankles and pushed her heels back until they reached her butt. Her knees fell apart and her luscious cunt was exposed, the lips pulling apart, exposing the tender, pink inner folds of her labia. A faint glistening of girl juice shone on her lips, demonstrating her arousal. I slowly ran my finger down the length of her sex, gently touching her innermost flesh. Caitlin shuddered as a spasm of pleasure overtook her. A soft moan came from her lips.

I softly stroked her, teasing her barely developed vulva. I brushed the tiny nub of her clitoris with my thumb, causing it to get hard. Another shockwave went through Caitlin's slender frame. "Oh!," she panted. "What was that?"

"I touched your clit. It's very sensitive."

"I know! It was, like...I don't know."

"Do you want me to stop?," I asked her.

"No!! I mean, please don't."

I resumed fondling her genitals. I gently eased one finger into her tight vaginal opening. Even with the lubrication of her juices, her vagina gripped my finger, clasping it in a loving embrace. I slipped my finger in a few inches until I encountered the resistance of her hymen. As I had suspected, little Caitlin was a virgin.

Finally, I could not resist any longer. I lowered my face between her legs and licked her succulent young cunt. Caitlin twitched and gasped as my tongue made contact with her most private part. I licked and sucked her tiny pussy like a man possessed, revealing in her exquisite taste. The taste of a grown woman's cunt is certainly good, but it cannot compare to that of a young girl. A pre-pubescent or early pubescent girl has the most extraordinary tastefresh and piquant, it's like nothing else in the world.

As I savored Caitlin's virgin pussy, pleasuring her in the best way possible, my cock grew so hard I thought it would burst. I wanted to make love to her right then, but I knew that I could not. I would not allow myself to take her cherry, no matter how delightful I knew it would be. I had to do something, though, so I removed my mouth from her heavenly sex and sat up on the bed.

"What's wrong?," Caitlin asked. "Why'd you stop?"

"I want to try something else."

"Will it feel as good as that?"

"I hope so." I quickly stripped off my bathing suit, allowing my hard-on to spring free. Caitlin's eyes went wide as she stared at it. It was, she was to later confess, the first time she had seen a grown-up's penis.

I positioned myself between her spread thighs. I took hold of Caitlin's legs behind the knees and brought them up together, in front of my body. I inserted my penis between her legs, right up against her virgin cunt. I starting "fucking" her, rubbing my hard cock along the outside of her vulva. It was not nearly as good as the real thing, but it still felt damn goodfor her as well, as she started to softly moan. "Ooohhh, that feels good!"

The lubricating juices flowing from Caitlin's vagina coated her outer lips, making their surface slick. I continued thrusting between her legs, my cock running along her tender slit. She gripped my tightly, hunching forward to bring her hard clit in contact with my equally hard penis.

Looking down at her hairless pussy, with my cock rubbing against it, I got so hot I couldn't hold off anymore. I came in a fury, shooting semen all over Caitlin's tiny body. Luckily, she was just as turned on as I was. She came at the same time, writhing her hips and clenching her legs even more tightly around my penis. A short, high pitched shriek came from her lipsthe most delightful sound you could ever hear: a young girl coming.

I collapsed on the bed and little Caitlin curled up next to me. We lay there for at least an hour, cuddling and whispering to each other. She had never done anything like that before, she told me, but she was eager to try it again! That was but the first of many lovely encounters I was to have with my beautiful new friend.

the end