My life was a pretty quiet one. I lived alone on the outskirts of a small town a few miles away from the neighboring town along the the highway that connected them. My house sat back from the highway a good distance behind a bunch of trees. Secluded from the traffic that drove by.

Along the side of the road in front of my house was my place of business a small bar with a little dance floor and a stage. Attached to the bar was a small diner that I let my friend Amber run because she enjoyed cooking and had always wanted her own business. The place was a well built clean building with a mix of western and modern design in it. Behind the bar and diner also attached to them was a large private room I had arcade games, a big ass TV, some couches and chairs, a fridge and small bar set up for watching sports with friends. I only allowed a few friends back there and fewer still had the code to unlock the doors. It was my private sanctuary.

I built the business and house when I won five million in the lottery a few years back. I invested wisely and I have been making a decent living off what I built. The bar sees a fair amount of traffic throughout the week and it really picks up on the weekends. The diner sees a good number of customers in the mornings for breakfast and even more in the after noon for dinner. I don't open the bar until three in the afternoon and and the diner doesn't see many people for lunch because it is not close enough to any places of business for people to take their lunch breaks at. Every Saturday one of three local bands play on the stage and on Sundays is open mike night where anything goes.

For the most part my life was fun content and busy. I had things to do a collection of old arcade games. A small collection of classic cars. A house with more rooms and stuff than I knew what to do with. I also had a nice large pool with a spa, sauna, and even a really nice outdoor kitchen next to it. I lived every day off of the earnings from the bar and the interest from the remaining two million I had in the bank. If I wanted something I could just go buy it. But there was still something missing something I couldn't buy... well not legally.

My name is John I'm 28. I am 6'8" 235 pounds well built, broad shoulders, large strong arms, large strong legs. My abs are a tone three pack. I have dark green eyes and very short light brown hair. I have light tan skin. I consider my self a fairly good looking man. I have a strong jaw and many say I have a strong yet kind looking face. If there is any part of me I take pride in its my endowment. My dick is a freaking porn star dick. It is 10 inches long and nearly 3 inches thick. I had well developed women look at it in fear and insist it wouldn't fit. But I have also had a lot women who go out of their way to spend a night with me to try it out. I get a few good looking women hitting on me in the bar. Many women I wouldn't touch. Very few I have fucked. Some I might fuck if they where not drunk out of their minds all the time.

I carry my self in a relaxed manner and try not to act or look aggressive. I'm a good listener and enjoy offering advice to peoples with troubles. I think that's part of the reason I became a bar tender. I have many hobbies and interests that keep me busy. I'll reluctantly admit I am a bit of a nerd. I love playing video games and I read comics.

I have had a few girl friends over the years since high school. Every one of them either wanted me for my money or my size. I have had a couple of one night stands. I cant say I'm big on just fucking a random woman and leaving her the next day or that night. But I have done it normally when I was drunk and depressed. I have a couple of fuck buddies that stop by from time to time Amber being one of them. At least with them I know them and I know will see them again. They all satisfied me to a degree but none of them could satisfy my lust my true desires. What could wasn't legal.

I secretly desired young petite girls. I would frequently find my self checking out young girls any where from the age 11 to 16. If they had a developing athletic or even thin body I found them attractive. Any young girl with a cute face round little ass and budding breasts was masturbation material for me. I fantasized about taking a young girls innocents. My large powerful frame easily dominating their comparatively tiny little bodies. My thick ten inch prick invading their little ass and/or pussy. Me teaching them how to take my dick in their young bodies. I tell my self if the chance ever came up if I knew I could get away with it I would do it. But deep down I knew it wouldn't happen I knew a young cute girl couldn't even take my cock. I don't want to hurt any one just to pleasure my self. I want to pleasure them make them feel good. I want to see the look on a young cute girls face as she has a mind blowing orgasm. I want to see the content look on their faces as they a

re filled full with my dick. The pure lust in their eyes as my seed squirts into them... But that was never happening so I had to close my eyes with my fuck buddies and pretend they where young girls eager to take a mans cock.

My closest neighbor was about an eighth of a mile down the road. You can see their house off in the distance if you look out my east windows. The house had a lot of very large windows in nearly every room of the house not facing the road. The two upstairs bedrooms in the house had large windows that faced my house. An interesting fact I found that with my telescope I could easily see into one of the rooms that almost always had its curtains left wide open. More interestingly you could see their 12 year old daughter walk around nude in her bedroom all afternoon. To make things even more interesting you could see her masturbating every night before she went to bed. She seemed so free spirited enjoying her nudity. Her sexy young little body was a delicious sight. The amount of my seed wasted watching her prance and dance around in her room naked could stock a sperm bank for a year.

I had been Jerking off to the girl for over a year. I fantasied about going to her house while she slept and ripping the blankets off her naked body and violating her cute little ass all night. One Summer day, on a Friday, just before noon. I was taking a peek through my telescope just to see what was going on. I smiled as I spotted the cute young neighbor girl on all fours at the end of her bed naked fingering her little pussy like mad. I pulled my cock out and jerked off while watching her like a frequently did. A few minutes later she came I watched her little back arch her head toss back as she came hard then collapsed to the bed panting. I came soon after with a low grunt squirting my load all over the window.

I was just starting to walk away from the telescope when I saw some movement in the window of the room adjacent to her bedroom. This room almost always had its curtains closed. I could never see in it. But as I looked I could see the curtains moving a bit. I zoomed in but I couldn't see anything. I quickly stuffed my cock in my pants and cleaned up my mess before leaving to grab something to eat at the diner like I did nearly every day at noon. I figured if I was caught they would have to prove it.

A little after noon I was sitting in the diner chatting with my friend Amber. Amber had just finished making a rather lewd comment about how badly she needed a good fucking when the neighbor girl walked into the diner. She timidly strolled in the front door looking at us and blushing before looking up at the menu. Amber smiled at the young four foot three inch tall girl while I just starred at her my eyes undressing her petite little body. She wore a simple dark red skirt that went past her knees with long black socks underneath. She had a simple black t-shirt that fit loosely on her small body hiding her curves.

Amber's voice brought me back to reality as she asked the girl if there was anything she could get her. The girl recoiled slightly avoiding eye contact with us. She forcibly smiled weakly and chewed her lip.

"C...can I get the chicken strip basket?" She stammered a little as she shuffled to the far end of the diner sliding into a booth seat.

"Sure thing sweetie," Amber replied as she went right to work prepping the food and sticking it in the deep fryer.

"What brings you down here?" Amber asked in a friendly tone.

"M. my parents are gone fore the next few days... I uhh I couldn't find anything I... wanted to eat at home," She stammered quietly.

I returned to my meal frequently sneaking peeks at the little cutie imagining her naked body sitting there in the booth. I found it interesting though that she was so shy and timid despite her prancing around nude in her room and masturbating two or thee times a day with her window wide open.

She was very adorable. She had long fire red hair done up in a high pony tail. Her ivory freckle covered skin was soft and smooth looking. Her face was very cute slightly oval with a small delicate chin. Her lips where small but had a cut pouty fullness to them. Her cheeks just under her large brilliant green eyes had a large concentration of freckles that made her sweet little face even more adorable. The pair of frame-less glasses she wore gave her a hint of intellectual sexiness that was the cherry on the top of the cute little Sunday desert before me. over all she was one hell of a cute little ginger.

Having seen her nude I knew she had a great little figure too. She had a nice round little ass firm perky little tits with light pink little nipples accented by small slightly darker pink areolas. She either didn't have any pubic hair yet or she shaved it clean all the time. Judging by how developed she was though I imagine she kept her pubic hair shaved clean though. Her legs where thin long delicate but very nice and smooth looking.

I was brought back to reality again when Amber sat across from the girl with a glass of water.

"So whats your name cutie?" Amber asked kindly pushing the glass in front of her.

"Ki...Kimberly... My... my parents just calls me Kimmy though," She responded shyly.

"That's a cute name Kimmy I always liked it. I wish my mother named me Kimmy," Amber said with a smile.

"Kimmy is a cute name but I always thought Amber was a cute name too," I said with a smile joining into the conversation.

Kimmy Blushed and glanced over at me she shrunk into her seat as she fidgeted with her glass of water. Amber let out a small giggle.

"Whats the matter? Is the big scary guy intimidating you? Or maybe you think hes cute?" Amber teased as Kimmy turned a brighter shade of red.

A small squeak escaped her lips. She fidgeted more with the glass of water taking a nervous drink from it. Amber smiled looking up at me then back at Kim.

"Aww sweetie John here may be a giant hunk of man but he is a gentle giant. You got nothing to fear from him. Feel free to talk to him all you want he enjoys a good conversation," Amber said looking up at me with a smile. Amber then leaned in close to Kim who reacted by leaning back a bit.

"But you think he is cute don't you?" Amber said in a low voice probably thinking I couldn't hear her.

Kim fidgeted a bit still blushing and sneaking a peek at me before nodding her head slightly.

"I knew it. I think hes cute to. I mean how can you not find that big strong delicious looking man attractive am I right?" Amber went on as Kim fidgeted uncomfortably in her seat hesitantly nodding slightly in agreement.

After a couple of minutes Amber got up and walked over to the deep fryer. Pulling out the chicken strips and fries Kimmy ordered she plated the food and brought it to her. Sitting across from her again.

"You said your parents are gone? You live down the road from hear right?" I asked polity. She nodded but didn't make eye contact with me.

"umm can... can I get some grape juice?" She asked Amber in her shy timid little voice.

"Your parents normally get cattle this time of year. Are they picking them up?" I asked taking a drink of my milk. Kimmy shrunk in her seat a little.

"Yea sure thing sweetie. Coming right up," Amber said standing up.

"Yea... he and mom are driving to Tennessee to pick up the cattle they bought," She stammered slightly.

Kimmy shyly glanced over at me. She blushed seeing that I was looking at her. Trying to cover her embarrassment she picked up a chicken strip and brought it to her mouth. She let out a sharp hiss as she dropped the chicken strip back on her plate blowing on her delicate little fingers.

"Ouchies!" she said with a cute little groan in her voice. Amber looked down at her a little concerned.

"Careful sweetie their hot," Amber said in a kind tone. Amber then walked past me with a sly smile on her face. She leaned in close to my ear.

"I think the little cutie has a crush on you," She whispered to me as she goosed my armpit from behind. My back spasmed lightly from her prodding me and I spun around in the swivel seat swatting her on the ass as I spun past her. I gave Amber a look that was a mix of questioning her intent and confusion. Amber looked back at me with her sly mischievous smile and equally mischievous giggled as she walked around the counter to get Kimmy her glass of Juice.

I looked over at Kim as she juggled her hot food breaking the chicken strips apart to let them cool faster. I smiled at how adorable she looked performing the act of pulling a chicken strip apart and shaking her hands and blowing on them. She let out various cute little "Ouchies" and other silly complaints in her petite voice. Amber leaned on the counter across from me watching her with me.

"That's just so cute," She whispered to me. I chuckled and agreed. Kim blushed looking up at us as we watched her. She visibly shrunk in her seat and avoided eye contact with us. Amber smiled and walked over to her setting down her grape juice and returning to the counter across from me.

Kimmy ate her food quietly fore a few minutes frequently sipping at her juice. About half way through her meal I caught her periodically glancing over at me. After the fifth or so glance I grabbed my plate and drink and walked to the seat across from her.

"mind if I sit here?" I asked in a kind tone. She visibly tensed up and looked nervous but she didn't protest. I thought I saw her shake her head ever so slightly but I wasn't sure. I took her silence as a yes and slid into the seat so I was directly across from her.

"So what do you do for fun around this boring place?" I asked before sticking a fork full of food in my mouth. Another small squeak escaped her lips. I smiled a little as she fumbled the fork in her hands a bit.

"I... I... play video games... and just do stuff online," She responded timidly. She looked a little worried as if she was concerned about what I would think of her choice of activities. I smiled.

"Cool I play some video games my self. I'm a big fan of classic games myself. I got a room in the back of my bar here that has 26 arcade games. My favorites are the pinball games," I replied cheerfully. Kimmy perked up a little. A weak smile caressing her cute little face.

"I... I like the classics... I play them on my computer," She responded glancing up at me. I smiled.

"oh that's cool. I'm glad to see people still playing the classics. But you gotta play them on their original systems. I have played a few on the computer emulators my self. They just don't feel like the originals," I said still smiling. She timidly looked up at me before looking back down at her plate.

"I... I have never had the chance to play games in an arcade," She responded.

"Well If you want to. Feel free to stop by and give mine a play. I have all the machines set up for free play. The back door has a key code its 1341," I said before squinting and looking at her like I was trying to determine if she was trustworthy. "I think I can trust you to keep it in order," I said in a mock cautious voice before giving her a warm smile. Kimmy tried hiding it but she had a cute bright little smile on her face for a few seconds before she stuffing a large bite of food in her mouth to hide her excitement.

Amber walked back over to the table. She draped herself over my broad shoulders running her hands down my chest. Kimmy looked a little uncomfortable watching how Amber hung herself off me. She tried not to stare at Amber's hands as they roamed over my chest. However Amber noticed Kim's reaction and could tell she was a little jealous.

"Aww isn't that cute your two found something in common. Now John has some one he can nerd out with over his video games," Amber teased as she messed up my hair. Amber leaned in close to my ear. "Are you trying to lure a cute little girl into your back room you dirty man?" She whispered into my ear in a low almost sensual voice. I turned my head looking her in the eyes with a confused look on my face. She gave me a coy smile and messed up my hair some more.

"Relax big guy I'm just teasing you," She said pushing away from me and walking back to the counter glancing over her shoulder at me.

I was having a hard time reading Amber. I almost got the impression she wanted me to seduce this girl. Then my mind started to wonder. I found my self fantasizing about taking this little cutie in the back room seducing her, stripping her, and fondling her tiny young body. I was picturing her naked again as I watched her eat. Without meaning to I ended up looking at her cute little face with lust in my eyes. I starred at her undressing her tinny petite frame with my eyes. I think she noticed it because when she glanced up at me she didn't look away instead she looked into my eyes for a solid minute. She blushed and squirmed a little.

"I...Is something wrong?" She asked in a small worried voice. I snapped back to reality.

"What? Oh No sorry I was just spacing out thinking about some things I need to take care of today," I lied trying to cover the fact I was staring at her. It was hard to tell but she almost looked disappointed by my answer.

After a couple minutes Kimmy got a little bold and asked me a question. "Do... do you umm... do you like watching the stars?" She stammered. I shrugged thinking about her question.

"Yea I'll take a look at them through the telescope from time to time. Why do you ask?"

I asked shoveling the last of my food into my mouth. She hesitated biting her lip.

"I... I have a telescope to... I watch the stars a lot... I umm I started looking around one day... and... I noticed the telescope at your house," She said blushing. Hearing this Amber walked back over.

"Oh is some one peeping on big john here?" Amber teased poking the blushing girl in the arm. Kimmy's eyes grew wide at the accusation.

"no. no. no. no. no I wasn't peeping I swear I didn't mean to I'm sorry pleas don't be mad," She stammered standing up quickly jarring the table and spilling our drinks lucky for me I didn't have much milk in my cup. Kimmy on the other hand had a nearly full glass of water spill on her.

"Calm down sweetie she was just teasing you. No one is upset with you," I said calmly as I grabbed some napkins to dab up the water. Amber apologized as she ran and grabbed a towel.

"Sorry sweetie I didn't mean to panic you," She said with a concerned look on her face.

Kimmy didn't calm down much and to make matters worse in her haste to clean up her mess she spilled her half full glass of grape juice all over herself as well. Kimmy gave up she stood there her front half soaked in water and juice. My heart melted a little as tears started welling up in her big beautiful green eyes.

"Aww sweetie don't worry about it we will clean this up," Amber said in a reassuring tone.

"I'll tell you what John has a washer and dryer in the back of the bar I'll take you back to the arcade room get you cleaned up and you can play some games while you wait for your clothes," Amber said grabbing her by the hand to lead her to the back door. Kimmy hesitated and looked up at me.

"Hey sweetie don't worry about it. Its the perfect excuse to go for play all the video games you can handle," I said with a wink as I cleaned up the mess.

Amber led Kim through the back door that connected to the arcade room. As she walked out the door Amber stopped and looked at me.

"Now John no peeking on the little lady while she is indecent," Amber said in a mock serious tone. I gave her a glare that told her I wouldn't think of doing such a thing. But in my mind I was thinking I would love to walk back there and get a good close look at her sexy little body. Kim blushed bright red looking back at me as Amber drug her through the door.

I sat there cleaning up the mess when Amber's words started to run through my head. The tone of voice she used was a tone she normally only used when she was being sarcastic or any other form of saying one thing and meaning the other. My mind went back to the idea of her wanting me to seduce Kimmy.

I thought to my self how awesome would it be if Amber wanted to seduce her as well maybe she wanted to see me molest or even fuck her petite sexy little 12 year old body. The thought of her watching or even better joining in as I violate that little girls body with my fat ten inch cock gave me a raging hard on.

Then I remembered. My bar the diner and the back room have high quality surveillance cameras hidden all around. I smiled to my self as I pulled out my smart phone and opened up the app that controlled the surveillance cameras. I brought up the cameras in the arcade room and sure enough there was Amber and Kimmy standing in the middle of the room. It took me a second to realize it but Amber was looking over Kimmy's shoulder at one of the cameras and moving Kimmy into the perfect spot to be centered in the camera. I shook my head brushing it off. I thought there was no way she could be making sure my cameras could see her. There is no way she could want me to molest this sweet young girl.

Amber grabbed a couple of towels and handed them to Kimmy. "Quickly sweetie take those clothes off I'll see if I can find you one of Johns shirts to wear to cover your self until your clothes are clean. Kim blushed and visibly shrunk. She looked down at her skirt.

"I... I... I can just dry it and clean it when I get home," She stammered nervously.

"Oh nonsense sweetie that grape juice is going to stain your clothes if you don't get it in the washer now," Amber argued helping her pull her shirt off. Kimmy hesitantly raised her arms letting the shirt slide over her head. She wore a thin white training bra that was a little to tight. Her small nipples protruding through the fabric. I wondered why she would wear a training bra when I seen her wearing a normal bra. I shrugged it off and continued watching.

Amber smiled at Kim as she stood there quivering from the cold room. Amber grabbed a hold of her skirt unfastening it and letting it fall around her feet. Kim let out a small whimper as more of her body was exposed. She tensed up as Amber looked her over. Kim's cute round little ass was covered by plain white panties. Kim's Fingers hooked under the edge of her panties that had slid up her left ass cheek a little adjusting the underwear and covering her cute little ass again.

"Ok sweetie you are gonna have to take these off to. They are soaked in grape juice to," Amber said as Kimmy swallowed hard. Amber's fingers slid down Kim's hips and under the waist band of her panties. Kim's body visibly shuttered as she felt Amber's fingers gently glide over her soft young skin. Kim let out a whimper and tried to take a step back but was trapped by Amber's grip on her panties. Amber smiled looking her in the eyes.

"Don't worry sweetie its nothing I haven't seen before," Amber reassured her as she she started sliding her panties off her flared hips. Kim's little hands stopped her before her young pussy was fully exposed.

"J. J. John w. wouldn't really come in w. while I'm undressed would h. he?" Kim stammered in a cute whimpering voice. Amber giggled and smiled.

"What if he did sweetie what if he came in here and sat down right there and watched you?" Amber said in a teasing voice pointing to the couch. Kim blushed bright red and hid her face.

"Aww sweetie he wouldn't just walk in here. John is a sweet man," Amber said with a smile. Then her expression turned serious as she hugged Kim close to her looking at the door with her.

"However as cute as you are he just may walk right in that door right now," Amber whispered into Kim's ear. Kim whimpered shaking her head emphatically.

"N. n. n. no," She stammered covering her face. Amber giggled hooking her fingers in Kim's panties again.

"Oh my he really did come in. Hello John. Come to look at this little cutie have you?" Kim teased as she slowly pulled her panties all the way down. Kim let out a little squeal keeping her face covered and her knees slammed together shaking.

"Nooo p. p. pleas don't look at me," She stammered in a cute little whimper. Amber giggled more.

"Oh my John that just naughty of you I thought you where a gentleman," Amber said looking up at the camera as if she knew I was watching. She slipped her fingers under Kim's training bra lifting it and exposing her firm little a-cup breasts. Kim whimpered and tried to cover her breasts with her elbows as she still covered her face. Failing to cover her self she seemingly gave up. She whimpered into her hands.

"Aww sweetie you make it to easy to mess with you," Amber said hugging Kimmy tight. Kimmy slowly uncovered her face looking around the room not seeing me. Rather than a relieved look on her face she looked a little sad.

"Aww sorry sweetie I'm not trying to be mean. Your just so cute," Amber said tugging on Kim's bra encouraging her to lift her arms so she could remove it.

"Sweetie you should be wearing a normal bra by now," Amber stated getting an eye full of her perky young tits. Kimmy covered herself blushing.

"I.... I'm not big enough to wear one," She stammered quietly.

"Oh sure you are and you want to start wearing one so those perky little breasts of yours will stay perky," Amber explained. Kim pulled her hands away from her breasts looking down at them.

"Ok sweetie I'll toss these in the wash and be back with a shirt," Amber said grabbing her clothes and leaving Kim standing in my arcade room nude.

Kimmy's petite little 12 year old body shivered in the middle of the room as she tried her best to cover herself. She shivered again as the central air unit turned on blowing cold air out of the vent above her. I zoomed the camera in close to her. I was glad for the high quality cameras I had they let me see the goosebumps covering her young ivory skin as the cold air brushed her body.

As I watched she slowly walked around looking at the games in the room. As she walked up to the foosball table I had one of the balls to the game fell off the side of the table. Kimmy bent over chasing the ball as it rolled away from her giving me a great view of her round little ass. At that moment I felt a strong urge to just barge into the room and stuff my fat cock in her puckered little ass hole and sodomize her all day long.

Amber returned with a ratty, stretched out, worn thin, old t-shirt of mine and slipped it on Kimmy. I thought to my self there had to have been better shirts to chose from than that one. It was something I kept for cleaning in and I was pretty sure I didn't wash it after the last time I wore it to clean the bar sign outside.

The shirt, a mens 4X was baggy on me and stretched out. On her it was a dress. The neck of the shirt was so large, torn, and stretched out that it would slide off her small shoulders and hang about half way down her upper arms revealing her upper chest quite well. The bottom of the shirt hung just below her ass teasing me with hints of the curves of her round ass. There where several small holes torn in the shirt. One was a large rip that revealed her flat little tummy. Some I don't remember having some looked like they where freshly made judging by the stretched fabric around them. When Amber turned her back for a second Kim shyly pulled the shirt up to her nose breathing in my sent from it and blushing lightly.

I was so caught up watching Kimmy that I had forgot that there was a good one to two minute delay in the time between what the cameras recorded and what I saw on my phone. Amber had quietly but quickly made her back into the diner sneaking up behind me before it showed on my smart phone that she was heading to the door.

"She is such a little cutie isn't she?" Amber's voice came from behind me as she looked over my shoulder at what I was watching. I about shit my self. My heart instantly began pounding hard.

"Jesus its not what you think," I stammered fumbling my phone.

"Really because it sure looks like you where watching a cute little 12 year old girl strip naked in your back room," Amber said with a serious tone in her voice and a equally serious look on her face. I looked at her obviously worried. She didn't say a word just starred at me. I grew more nervous and stood up pushing her gently out of the way. I walked into the back kitchen trying to contain my racing thoughts and fears. Amber followed me grabbing my hand to stop me.

Amber pushed me with all her strength against the wall. She stood on her toes to get as in my face as her short frame could. She bit her lip and looked into my eyes silently begging me to understand and not get mad at her for what she was doing and saying.

"You want to fuck her little brains out don't you John? You want to violate that innocent little girls body don't you?" Her hand quickly reaching out grasping my rock hard cock through my pants. I swallowed hard. Amber looked into my eyes. Her eyes where serious but also seemed to be pleading she wore a nervous expression. I couldn't come up with an answer. I was stunned. Then she caught me by surprise jumping up into my arms and wrapping her arms around my neck and her legs around my waist. Her face was inches away from mine.

"I want to see you fuck her John," She whispered in a lusty low tone her lips quivering with a mix of fear and desire.

My brain locked up and I stammered incoherently. Amber continued to hang off me. I starred straight forward looking for the words I wanted as she rested her head in the nape of my neck. I half expected to wake up and have this all be a dream. But it wasn't happening.

"I was taking out the trash today... from the dumpster I can see in the window to your house where you have your telescope set up... I watched you... I watched you watching her... I watched you Jerk off that fat delicious cock of yours while watching her naked in her bedroom window today," Amber said slowly and hesitantly.

"It was so hot. I have been fantasizing about watching you fuck her innocent little brains out since she walked in. I want to see her tiny little ass take your big fat cock. I know you want it John. Pleas don't deny it," Amber said as she slowly ground her crotch into the bulge in my pants.

"I want to watch... no I want to help you fuck her," Amber said with lust in her voice.

"Go in there and just rape her John. Just stuff your fat cock in her little pussy," Amber said biting my neck softly. I moaned wrapping my arms around her.

"No... no I cant I could I don't want to hurt her. She... she is very sexy. She is so cute... I want to but... but I cant I shouldn't," I said carefully trying still struggling with my thoughts.

"Oh shut up John you know she wants it. She fucking masturbates in front of an open window. She even knows you have a telescope pointed at her house," Amber said in an agitated tone.

"No look I'll... I'll talk to her I'll confront her maybe she will be willing to..." I trailed off trying to reason more with my self than Amber.

Amber let go of me and dropped to her feet. She quickly unzipped my pants and pulled out my Throbbing ten inch dick.

"God damn John just imagine this thick fuck stick of yours in her little pussy," She said licking the head of my cock. Causing me to groan.

"just walk in with this thing out and she will probably bend over the couch and beg for this monster cock to invade her," Amber said stroking my cock with her small hands and sucking the head of it into her mouth. I moaned and ran my fingers through her hair.

"Maybe.... maybe if we get her to catch us having sex?" I suggested.

"Yea maybe if she watches us fuck she will want to fuck too," Amber said after pulling my cock out of her mouth with a sloppy slurping sound.

"Her clothes are in the wash. She is so timid I doubt she will run out dressed in that torn up shirt," Amber added.

Amber was a very good looking woman. She was a couple years younger than me. She was one of the fuck buddies I had talked about earlier. When we where horny enough we would fuck like crazy for a day or two. She was short around 5'5" thin body with nice c-cup tits. She had long blond hair she would keep in a pair of pony tails and her eyes where a brilliant blue. She had a talent for dirty talk and was pretty damn good in bed. She was probably the only woman close to my age that could get me off quickly.

I hurried to the front turning over the closed sign and turning out the lights. At this time of day we didn't get much business so we where not to worried about customers showing up. The bar wasn't to be opened for another three hours so I had plenty of time.

The back storage room of the diner right next to the door to the back room I bent Amber over a prep table lifting her skirt to find her with no underwear on.

"Always ready to fuck wearing a skirt and no panties," I teased smacking her firm ass hard causing her to yelp and moan. I teased her wet pussy with my cock until she looked over her shoulder at me with a demanding look on her face. I smiled a sly smile before I drove my cock balls deep into her dripping wet cunt. Amber let out a loud moaning scream.

"Oh god john fuck my pussy. Pretend I'm a little girl eagerly taking a mans cock for her first time," She said in a husky lust filled voice. I leaned over close to her ear. I licked her ear lobe while thrusting deep into her cunt with full long strokes of my ten inch cock. Amber's pussy was so hot wet and squeezed my cock so eagerly it was amazing.

"I have never seen you this hot and horny before. Do you really have a thing for seeing a young girl fucked?" I asked as I slammed my cock deep into her sloppy fuck hole. She was grunting and moaning loud with each thrust. She sounded like a porn star playing it up to make it more exciting and to be loud enough to be heard through the well insulated walls.

"God yes I know its wrong but I lust over the idea of a young girl learning how to take a mans dick. I learned at her age. I loved it so much John. I want all young little cuties like her to enjoy being fucked. I want to help them learn how to enjoy a big strong man like you and his big fat cock like yours in their young little pussies and tight little ass holes," She stammered between moans and gasps. I continued fucking her at a fast steady pace with full deep strokes of my cock. I pushed two fingers into her ass hole fucking her ass rapidly causing her to scream in ecstasy.

"God John I love that so much," She moaned loud.

"I... I have wanted to fuck a young little cutie like her for a long time. I have been jerking off to her for a year. I have this desire to make love to some one as cute and innocent as her. I want to teach her how to enjoy being fucked. I have been so tempted to just go over to their house and kidnap her and make her into my little sex slave. But what if we are caught? what if I hurt her? I don't want to hurt her. I want to pleasure her I want to make her feel good and cum deep inside her. I want her to beg for more and scream in pleasure. But there is no way a girl her age and as petite as she is could take my cock. I'm way to big," I said stopping with my cock deep in Amber taking a break to keep from coming to prolong the hard core fucking. Amber moaned wiggling her ass a bit.

"If she is willing hell even if she isn't willing she can learn how to take your big ass cock in her little body if she is sexually mature enough. And from what I saw up close I got this feeling she can. Even if its against her will I'm sure she will grow to love this fat cock of yours fucking her," Amber explained through her heavy breathing.

I continued fucking Amber faster and harder. Her tight pussy squeezing my cock hard. She gasped and moaned loud with each thrust. Out of the corner of our eyes we noticed the door was crack open slightly and Kimmy peeking through the crack. Her large green eyes where glued on the sight before her. My fat ten inch cock was slamming into Amber's dripping wet pussy at a feral pace. She grunted and moaned gasped and screamed as my fuck stick invaded her.

"God John this is amazing," Amber grunted between thrusts.

"Oh god fuck me like you want to fuck Kimmy," Amber said still grunting and panting. I reached down grabbing Amber's legs behind the knees lifting her off her feet spreading her legs all while keeping my dick buried in her. I held her legs spread with her back against my chest.

thrusting my cock up into her cunt. I turned enough to give Kimmy a full view of my dick slamming balls deep into Amber's pussy. Her pussy made a lewd sloppy wet sound as my balls bounced obscenely between my thighs. I looked at the cracked open door seeing Kim's cute little face as she watched us intently with a mix of innocents, curiosity and lust on her face.

"I think she likes watching us," I whispered into Amber's ear. Amber responded with a loud scream as her fuck hole squeezed my cock hard as she came. I continued fucking her through her orgasm until I came. I grunted and let out a low moan as I slammed my cock deep into her tight wet fuck hole squirting my first shot of seed deep into her cunt. I lifted Amber quickly my cock slipped out of her pussy as another thick load of cum shot from the head of my throbbing cock right towards the cracked open door. The long stream of cum landed mostly on Kim's face some on her glasses some on her soft little lips and cheek. The rest landed on her chest oozing down between her young breasts.

Kimmy panicked she stumbled and fell through the door landing face down in front of us. The t-shirt flipped up exposing her cute little ass to us. She looked up at us with my cum all over her cute little face and glasses with a pleading worried wide eyed look on her face.

"Did you enjoy the show sweetie?" I asked in a deep low voice before smiling.

"wow Nice aim," Amber complemented as I set her on her feet. Amber and I both flanked Kim helping her to her feet. As we stood her up I rested my large hand on the small of her back preventing the shirt from sliding back down over her round little ass. Kimmy froze up not knowing what to do. Her little body shivered as she looked at Amber then me then down at her feet blushing and fidgeting nervously with my shirt she wore.

As she tried not to make eye contact with us my throbbing thick fuck stick bobbed lewdly beside her catching her attention. Her large green eyes locked onto it wide eyed and full of questions. I felt a shiver run down her spine where my hand rested on the small of her back. Amber smirked and cupped Kim's little chin in one hand.

"Will it fit? Is that what your thinking? His dick is quite impressive isn't it?" Amber asked before she started licking my seed off Kim's cute little face. Kim only whimpered scrunching her eyes closed as Amber's tongue expertly licked Kim's face clean. Amber opened her mouth showing Kim all the cum she licked up and held in her mouth. Kim whimpered a little her mouth opened to speak but Amber caught her off guard with a deep kiss on the lips. Amber forced her tongue into Kim's 12 year old mouth. Kim struggled at first but gave up realizing she couldn't fight her off. Kim groaned as she tasted my salty thick seed mixed with Amber's saliva in her mouth. Amber held the kiss until she swallowed my cum.

"I love the taste of his cum. Drink it up sweetie he gave it to you," Amber said after breaking the kiss.

Kim's little body trembled she was scared but she could not or would not put up a fight. Kim was so shy and timid I imagine I could have just told her I was going to strip her throw her over the back of the couch and rape her in ten minutes and she would have just surrendered and let it happen even if she had all the time she needed to run away.

Amber's fingers caressed Kim's cheeks softly. Looking into her eyes Amber smiled warmly.

"You haven't put up much of a fight sweetie. Do you want this to happen to you? Do you want His dick to violate your sexy little body?" Amber asked as Kim Blushed and whimpered.

"Or maybe you have watched him Jerking off to you and you know he wants you. I bet you are just so horny you decided to come down here acting all shy and innocent so you could seduce him and get him to fuck you with his big fat fuck stick didn't you," Amber said in a cruel yet sensual lust filled tone. Kim whimpered and started to cry.

"N. n. n. n. no its not like that..." she stammered weakly. Amber cut her off planting another deep kiss on her lips.

As Kim was distracted with Amber I slid my hand down over her cute round little ass. My large hand completely cupping one of her soft smooth little ass cheeks. Kim's eyes shot open wide she whimpered into the kiss and struggled weakly. My other hand cupped her other ass cheek and forced them apart. My hands kneaded and massaged her soft round ass cheeks firmly. Kim's breathing became ragged and she struggled to breath through the kiss. The lack of sufficient oxygen made her panic more. When her body demanded more air that she couldn't get she screamed into Amber's mouth and writhed in our grasp. As she struggled I pushed a finger against her puckered dark pink little ass hole. Her body froze up and her little body shuttered violently as the tip of my finger started to spread her rear entrance slightly.

Amber broke the kiss once Kim was to weak to scream and fight. I scooped her up holding her in my arms my hand resting on her ass with two of my fingers curled around between her thighs resting on her young little pussy. Kim shook in my arms whimpering between gasps for air. Her mouth opened to talk but nothing came out. Her arms and legs where weak and wouldn't respond to her commands. Tears formed in the corners of her eyes as she starred up at me her little lips quivering. I smiled down at her.

"You don't need to be afraid sweetie. We want to make love to you. We want to teach you how to enjoy sex," I said leaning down and kissing her on the forehead. Her little body shuttered and she blushed.

I carried Kim into my arcade room where I sat on the couch with Kim still in my arm.

"Did you like watching us fuck?" Amber asked petting Kim's cheek softly. Kim blushed more than either of us thought possible. We both smiled at her overly cute embarrassment.

"I take that as a yes. Did you like seeing his big fat cock fucking me?" Amber asked sliding a hand under the t-shirt. Kim let out a stuttered whimper and buried her head in my chest.

"I bet you want to know what it feels like having his monster of a cock inside of you," Amber said as I wiggled my fingers between her legs rubbing her wet little pussy lightly. Kim gasped and whimpered in such a cute little way. We both smiled at her response.

Amber's hands traveled over Kim's flat stomach enjoying her smooth young skin. Kim shuttered and wiggled a little. As Amber's hands worked up her body she slowly pulled the shirt up revealing her tiny frame to me.

"John wants to know what its like to have his dick in the pussy of some one so cute and sweet as you. John wants to pleasure your little pussy with his big fat ten inch long cock. Do you want to pleasure his big fat ten inch long cock with your pussy?" Amber asked in a sensual lust filled tone. Kim whimpered and covered her face. Amber leaned in close to her ear.

"I'll take that as a yes," she whispered in a sexy low voice before licking her ear lobe with the tip of her tongue. Kim shuttered and let out a muffled scream. I could feel her young pussy juices trickling into my hand that held her.

I lifted Kim up so her other ear was close to my mouth.

"I can feel how wet your little pussy is. I bet its eager to be filled with a big fat dick. Do you want your little pussy fucked?" I asked in a husky low deep voice. I felt the shiver run down her spin and end with her pussy squirting some of her juices into my hand. She whimpered and moaned.

"Such a shy little cutie. I bet you watch porn on the internet and fantasies about men using you as a little fuck toy don't you?" I continued to whisper in the same low deep voice. A squeak escaped her lips she looked up at me her whole body shaking.

"I'll take that as a yes," I said with a sly smile.

Amber licked her ear again as her traveling hands lifted her shirt over her small perky little a-cup tits exposing them to me.

"I think you hit a nerve there John. Do you really dream of a big strong man like John using you as his own personal fuck toy? I bet that's why you where so shy in the diner. Yea I can see it in your eyes you where picturing him naked. Yep naked with your cute little ass sitting on his lap just as naked. You where imagining his large powerful hands traveling all over your tiny little body. His big fat ten inch cock stuffed balls deep into your little asshole. I bet you would even love it if he stuffed your little pussy full with a big fat vibrating dildo to. Hmmm does Sweet innocent Kimmy want to be double penetrated?" Amber described in exquisite detail her voice oozing with lust.

Kim gasped and her little body shuttered. She let out a little squeak. Her pussy squirted more of her juices into my hand. Her breathing became raged her lips quivering. I rested my other hand on her flat little tummy. Her eyes watched my large strong fingers cares her young flesh as they inched closer to her firm small breasts. Her small chest rose and fell rapidly as her breathing grew more ragged. My hand cupped on of her breasts softly. Her body shuttered visibly as my fingers brushed her firm round little breasts. A small whimper escaped her lips.

"Do you like his big strong hand on your chest?" Amber asked brushing her cheek softly. Kim looked at her finally giving us a response. Her cute little head nodded slightly.

"Do you want him to suck on those cute little nipples of yours?" She asked. She blushed and avoided eye contact with us.

"I'll take that as a yes," Amber whispered in her sexy low voice.

My fingers brushed Kim's young sensitive nipples lightly causing her to gasp and moan. Her little body squirmed in my arms. I slowly and gently rolled her nipples between my thumb and index finger. Her back arched as another shiver ran down her spine. My fingers played with her breasts for a few minutes longer before I pulled my hand away electing a small dissatisfied whimper from her. I shifted her into my other hand sitting her on my lap. I pulled my cupped hand out from between her legs full of her pussy juices. Amber smiled looking at it.

"Wow just a little touching and you filled his hand with your naughty girl juices?" Amber teased before taking a large slurping sip of Kim's juices from my hand. Kim whimpered and squirmed in my lap watching as Amber smacked her lips licking them clean.

"mmm that's tasty," Amber said as I took a drink of Kim's juices. Kim whimpered and covered her face.

"Your right I bet we could bottle this and sell it. Hell with as easy as it is to get her this wet we could fill a bottle quickly," I said teasing her. I pulled her hands away from her cute little face. And brushed away the tears that where slowly trickling down her cheeks.

"I not being mean sweetie I mean it your little pussy tastes delicious. I want to lick your little pussy all day," I said giving her a warm smile.

"I think John and I are going to have some fun drinking your little pussy," Amber said leaning down and kissing her quivering mouth sharing her own taste with her. Kim squirmed and whimpered.

As soon as Amber broke the kiss with Kim I picked her little body up off my lap with ease turning her around I sat her on my lap straddling my waist with her facing me. My rock hard prick pressed against her flat little tummy. Kimmy starred down at it unblinking imagining how deep into her little body my prick would go. Even I looked at it doubting her ability to take my dick inside of her small quivering little body. My cock twitched at the thought though and Kim swallowed hard watching my cock twitching. Amber wrapped her arms around Kim and grasped my cock.

"Thinking about how well this will fit inside you?" Amber asked whispering into Kim's ear. Kim unconsciously nodded her head before realizing she had done so and shook her head no before whimpering and covering her face again. Amber chuckled and pulled her little hands away from her face.

"That's nothing to be ashamed of. It is an impressive large cock," Amber said as she guided Kim's small delicate hands to my throbbing cock. As soon as her hands touched my dick it throbbed and twitched she tried recoiling but Amber prevented her. Her small hands touched my cock again.

"Go ahead wrap those little hands of yours around his dick," Amber encouraged kissing Kim on the neck softly. Kim moaned a little and her tiny hands gently wrapped around my cock. Her fingers wrapped around most of my cock leaving about an inch gap uncovered by her hands.

"Squeeze it lightly you wont hurt him," Amber said nibbling Kim's neck softly. Kim moaned and squeezed my cock. I moaned in turn feeling her small soft hands gripping my thick throbbing cock.

"Feel the power his cock has. Feel how thick and hard it is. Each vein bulging pulsing with his heart beat. Imagine that inside of you filling you so full making you feel so complete," Amber whispered in such a lust filled sexy tone even I felt a shiver run down my spine. Amber's lip quivered and she suckled on Kim's earlobe lightly.

"W... why do... you want me?" Kim asked in her shy timid little voice staring at my chest.

"When I was your age I learned how to take a mans dick. I loved it so much I couldn't get enough. Ever since I met John I have fantasized about him teaching young cute girls like you how to take a mans dick and enjoy being fucked. I want every young girl to feel the pleasure and lust I felt at your age," Amber said as her hands roamed Kim's little body. Kim shuttered and whimpered Amber's words sending shivers and shocks up and down her spine. I could feel her pussy juices soaking my pants.

I leaned down kissing Kim on her lips slowly working my tongue into her little mouth. At first she accepted my tongue reluctantly but then her little tongue started to move and dance with my tongue as she gave in to the passion of the kiss. After what felt like several minutes I broke the kiss so we could catch our breaths.

"I would love to teach you how take my dick. I want to make love to your cute sexy little body. I want to make love to you and teach you all the pleasures to be had," I said in a low lust filled voice. Kim looked up deep into my eyes. Her eyes full of hope and desire.

My large hands caressed her smooth small back softly. One hand sliding slowly up her back feeling every twitch, shutter, and quiver, her muscles made as my other hand traveling down her back over her soft round little ass caressing each cheek softly. Kim's mouth gaped open as her breath raggedly escaping her lungs and weakly drawing back in through shuddering gasps. I kissed her again passionately our tongues dancing together eagerly.

My hands gripped her little ass firmly electing a cute little yelp from her. I broke the kiss and smiled wickedly at her. Kim's eyes shot wide open and she whimpered before I lifted her quickly pulling her wet little pussy to my face. Hooking her legs over my shoulders I held her there her little pussy centimeters away from my face. Kim let out a cute little embarrassed squeal as she tried to cover herself.

"N. n. no don't look at me there," Kim stammered. Amber hopped up onto my lap facing me straddling my thighs as Kim struggled and squealed. Amber's hands wrapped around Kim's little body pulling her close resting Kim's back against her chest. My hands gripped Kim's waist firmly as I proceeded to kiss her inner thighs lightly. I trailed my kisses up each of her thighs stopping just centimeters before her quivering wet little pussy. Kim whimpered as Amber pulled the shirt off of her completely. Leaving her completely exposed in front of me.

I lifted my head admiring her slender sexy little body Kim once again saw the lust in my eyes and this time she knew for sure that it was a look of hunger and desire. She blushed profusely as she processed the idea of an adult desiring her. This idea made her feel so warm and special inside she couldn't quite explain it. Her little hands timidly covered her face as her mind continued to process what was happening and what was about to happen to her. It was all happening so fast it scared her more than she could express but she had a craving a lust for this so powerful that she couldn't explain. But despite her trying not to she was expressing how good it felt rather well.

I continued kissing, licking, and nibbling at her inner thighs teasing Kim's body with the prospect of giving her oral sex. Amber's hands explored Kim's little body stopping to teas each spot her fingers found that caused her to whimper yelp squirm or shutter.

"We are going to make you feel so good sweetie," Amber said nibbling softly at the 12 year old girls soft neck. Kim squirmed and moaned. Her lips parting as the moaning grew louder. Her hips began to buck slightly as my mouth kissed licked nibbled every where between her thighs except for the one spot she both feared and craving my mouth to be, her young wet hairless little pussy.

"p. p. p. pleas," Kim's voice nearly inaudible as she let out a stuttered whimper.

"Pleas what?" I asked in a husky tone before my tongue snaked out of my mouth ever so lightly touching her quivering pussy so lightly so quickly that if her little body wasn't so hyper sensitive she would never have felt it. But every nerve in her body was on fire with lust and excitement. She felt the tip of my tongue touch her ever so softly sending a violent shock up her spine her little body quivered as she moaned loud.

"Wow so sensitive," Amber said as she cupped Kim's perky little breasts kneading them softly in her hands. Kim's ragged breath accentuated the lust that came over her young cute little face. Her lips quivered and she starred longingly into my eyes.

Her big green eyes told me what she wanted I could see every detail of her desires reflected in them. But I wanted to hear her say it. I wanted to hear her cute timid little voice beg me to pleasure her little pussy with my tongue.

"Pleas," her voice squeaked. Her hips thrusting her little pussy closer to my face slightly.

"Tell him what you want sweetie. He wants to hear your cute little voice ask him to pleasure you," Amber whispered in a low sensual voice. Kim whimpered and covered her face.

"I. I. I. I cant," She stammered. Amber gently pulled Kim's hands away from her face.

"Sure you can sweetie just look him in the eyes and tell him. Pleas John. Pleas lick my wet horny little pussy. Lick it a lot and make me cum a million times," Amber whispered into Kim's ear. Kim Blushed and wiggled around in our grasps whimpering and groaning.

"No its imposable I couldn't say such a thing," She pleaded tears forming in her eyes again.

"If you don't how will he know what you want? What if he thinks your a naughty girl and he thinks your asking to have your little butt hole licked," Amber said glancing up at me. As soon as Amber said those words I lifted Kim's hips higher. My tongue flickered across her young little ass hole rapidly tickling her puckered little ass hole lightly. Kim screamed her body thrashing in our arms her little ass cheeks clenching tight.

"No pleas not there not there," She yelled panic and embarrassment in her voice.

My hands gripped her hips holding her still as my thumbs spread her ass cheeks my tongue went to work licking and slurping nosily at her young little ass hole. My tongue pressed against her back door firmly wiggling and writhing around her little sphincter. Kim tried to cover her face and hide it in any way but Amber held her arms firmly behind her back.

Kim couldn't help herself the sensations that coursed through her little body where to much. As disgusted as she was with what I was doing to her she felt an embarrassing amount of pleasure from it. Soon her hips bucked and wiggled and her crying turned into loud moans. A few seconds later Kim's back arched she gasped filling her lungs with air before she screamed as an orgasm rocked her petite little body. Her pussy squirting her hot girl cum all over my face.

Kim whimpered and cried as she came down from her orgasm. She felt ashamed that it came from a man licking her little ass hole. She started crying and struggled to free her arms to cover her face.

"Well I guess he was right you are a naughty little girl who likes getting her ass hole licked," Amber said into Kim's ear in a teasing tone. Kim groaned sadly from her comment.

"There is nothing to be ashamed of sweetie," I said licking her girl cum off my face the best I could.

Kim whimpered as our hands explored her little body more. She started to squirm and moan again as I teased her thighs getting close to her pussy but not licking her wet quivering cunt. Kim avoid eye contact with me the entire time. However I took that opportunity to catch her by surprise by blowing lightly on her throbbing little clit. Kim screamed her back arching as she felt a shock run up her spine again. She looked into my eyes again and blushed as her little lips quivered.

"Pleas... pleas lick me there?" She whimpered.

"Lick your ass hole again?" I asked lifting her ass to my face again. Kim's body writhed again.

"Nooo pleas no... my pussy... l. l. lick my pussy," She stammered clenching her ass cheeks tight.

"You want me to lick your cute little pussy?" I asked kissing her inner thighs alternating between each thigh working my way closer to her pussy. Kim started panting her little breaths shallow and raged. "Pleas... Pleas lick me," She begged in a sweet innocent tone. I looked into her eyes smiling.

My tongue darted out licking her little butt hole again causing her to whimper and writhe in my hands but my tongue traveled up over her little fuck hole stopping to twirl around it once before continuing up the hot moist slit between her puffy young pussy lips. Kim's back arched her little head thrashed from side to side as she moaned sensually. Amber pinched her nipples and bit her little neck lightly at the same time causing her little body to shutter and shake. When my tongue reached her throbbing clit she gasped and screamed. Before she finished screaming I clamped my mouth over her throbbing little clit sucking on it hard. Kim screamed loud her body bucking and thrashing in my firm grip. I continued suckling on her clit stopping only to flicker my tongue over it rapidly. Kim's body locked up her thighs clamped down around my head and her back arching back as far as she could. Her little mouth gasped for air raggedly. Her young body was on the edge of another climax when I stopped suddenly and let her body calm down a bit. She let out a cute little whimper in protest.

After a few seconds of softly and slowly kissing her inner thighs I continued my oral assault on her little pussy licking slurping and nipping at her little pussy. It didn't take long before another orgasm threatened to rock her petite body hard. I stopped again holding her on the edge of a much desired orgasm.

"Pleas!!" She begged in a long sensual moan. My tongue traveled down to her wet little pussy until it flickered across her little ass hole lightly. Her body shuttered and she groaned with a mix of discomfort and pleasure.

"Nooo my my pussy... I. I. I'm so close," She pleaded in a cute sensual voice. My tongue traveled back up to her young slit until it found her clit flickering over it rapidly. Kim's body writhed in my grasp as she felt the fire in her body.

Amber continued to lick nibble and suckle at her small neck and shoulders. Her hands caressed Kim's little breasts softly as her fingers pinched and rolled Kim's hard little nipples gently driving the poor girls body crazy from all the stimulation she was getting.

I opened my mouth wide completely encompassing her dripping wet little pussy my teeth lightly raking her little ass hole as I did. Her little hips bucked as she moaned. I caught her by surprise as I sucked hard making a sloppy wet sucking sound as my tongue flicked over her swollen 12 year old clit rapidly. Kim's back arched her body writhing slowly as she let out a loud sensual scream. Another orgasm rocked her body hard her tiny little toes curled as her naughty girl cum squirted into my open mouth. Her body shuttered with each shock that coursed through her body during her orgasm.

Kim panted and whimpered as she came down from her orgasm she fell limp into our embrace her body shuttering from every little touch on her sensitive young skin. Kim's mind was on vacation she thought she had died and gone to heaven. Her quivering little body felt so good she never wanted it to end. She wore a satisfied expression on her face. She felt so special knowing that two adults found her worthy of their attention. A small tear of joy trickled down her soft little cheek.

Amber leaned in kissing away the tear petting Kim's head softly.

"So sweetie how was that?" Amber asked in asked in kind tone still petting her head softly. Kim's mind took a few seconds to process the question but she let out a content sigh and shook her head.

"That's good. I'm glad you liked it. Now are you ready to learn how to take his cock inside this horny little pussy of yours.?" Amber asked in a low soft voice. Amber's words broke Kim out of her trance but didn't immediately register in her brain. She replayed the words in her mind before she realized what Amber said. Kim moaned and her body squirmed.

"N. n. n. no it couldn't possibly fit inside me," She stammered. Her hands weakly covering her little pussy. She winced as she brushed her sensitive clit with her fingers.

"Sure it can sweetie," Amber said moving Kim's hands away from her little 12 year old pussy. I smiled as I lowered her little body between me and Amber. The head of my cock brushing against her sensitive little pussy causing her to freeze up and gasp. I lowered her more and she clawed at my chest expecting me to lower her onto my cock. I let her slid down more my cock sliding up her little slit over her throbbing clit and up against her flat little tummy. Kim's eyes scrunched shut her body tense her little fingers clawing at my chest as she braced for my invasion into her virgin pussy. Her cute little face blushed and her lip quivered nervously. Amber and I resisted the urge to laugh.

Kim's eyes shot open a few seconds later when she realized I didn't put it in her. She looked down at my cock pressed against her belly. Whimpering she looked back up at me with a hurt look on her face.

"Aww come on sweetie I wouldn't just stuff my dick in you like that. I don't want to hurt you. I want to make it slow and special," I said cupping her face with my hand and kissing her passionately on the lips.

"That's what he says but I can tell he is resisting the urge to just stuff his fat fuck tool in you and fuck your brains out," Amber said in a lusty low voice into Kim's ear. Kim's eyes shot open and she looked up at me with a worried look on her face. I smiled hugging her tight.

"She is right Its taking all I got to keep my self from just ravaging your little body," I said in a husky deep voice. Kim let out a squeak as her body visibly shuttered.

"y. y. y. you wouldn't... would... you?" She hesitantly stammered.

"No but I just wanted you to know if I was the slightest less of a good a man as I am I would have you sprawled out on the pool table violating your little pussy as you begged me to stop. Then I I would roll you over and stuff my dick up your little ass," I explained in a gruff deep voice.

Kim's breath caught in her throat as my words echoed in her mind. She hadn't realized until now that this could be going very differently. That I could be raping her mercilessly. That I could force my ten inch dick into her young virgin pussy and fuck her raw. Kim gasped for air and moaned as she realized these thoughts didn't disgust her but instead made her more excited and horny.

"I. I. I. I'm so glad your a nice man... I hope," She whimpered softly looking up at me with quivering lips.

Amber stood up quickly removing her clothes before sliding back onto my lap right behind Kim pressing her firm c-cup tits against Kim's back. Kim shuttered and looked over her shoulder at Amber.

"There now your not the only one naked," Amber said kissing her on the lips.

"How does it feel having two grown adults making love to your cute sexy little body?" Amber asked wrapping her arms around Kim hugging her tight. Kim blushed and buried her head in my chest.

"It... It makes me feel so happy. I. I. I'm so socially awkward I cant even talk to people online very well," She explained. Her little hands explored my chest timidly her fingers caressing my muscles so delicately it almost tickled.

"you... you really think I'm cute?" She asked timidly looking up into my eyes. I smiled petting her little face softly.

"I think you are very cute. You are beautiful and sexy in your own way," I said kissing her softly.

"You have such beautiful skin and such a delicious little figure," Amber added kissing Kim's neck softly.

Kim's breathing became raged again as I kissed her soft little lips. I trailed kisses down her cheek, down to her cute little chin, across her thin long neck, slowly down to her shoulders and gently across her collar bone stopping in the middle of her chest as my lips met Amber's lips who trailed kisses down the opposite cheek, chin, neck, shoulders, and collar bone, the same as me. Kimmy melted and cooed softly as our lips caressed her petite body.

We both kissed slowly down her chest. We kissed slowly around each of her firm round little breasts. Kim whimpered as we avoided actually kissing her breasts. Amber and I both smiled at each other as we both moved back up quickly taking one of her hard pink little nipples softly into our mouths suckling on them softly. Kim gasped her little back arching pushing her budding breasts into our mouths. She writhed and moaned her little hips bucking and grinding rubbing her wet little pussy against my throbbing cock.

"Oh god... that... that feels so good," Kim moaned throwing her head back. Amber and I suckled at her nipples until she gasped and let out a soft low scream as a satisfying orgasm rocked her little body.

Amber and I pulled away looking down at her.

"Wow you came from us sucking on your nipples?" Amber asked in amazement. Kim blushed and buried her face in my chest. I chuckled petting her head softly.

"Having a sensitive body is nothing to be ashamed of I think its amazing and hot that we can make you feel so good. I am happy to give you so much pleasure," I said running my large hand down her little back cupping her ass before running my other hand down her back and cupping the other ass cheek.

Kim let out a yelp as my fingers came close to her little ass hole. She let out a loud squeak as I blew on her saliva soaked nipples sending a chill down her spine. Amber slid off my lap trailing kisses down Kim's soft smooth back. Each kiss sending a shiver down her spine. I spread my legs forcing Kim's small legs to spread as I spread her ass cheeks with my hand. Kim shuttered and moaned as Amber licked kissed and nibbled down her little ass crack until she found Kim's little ass hole and licking it vigorously. Kim protested and struggled but I held her firm. She looked into my eyes.

"Pleas John not there its so dirty and naughty I. I. I. I cant I don't like it," Kim pleaded with a sad look on her face.

"If you don't like it then why did you cum when I did it to you? Why is your pussy getting wetter when she does it to you?" I asked squeezing her ass cheeks lightly. Kim whimpered and continued to squirm as Amber's tongue continued to noisily slurp away at her little butt hole. Kim's breathing became labored she buried her face in my chest whimpering moaning and sobbing as her ass hole was once again pleasured by a tongue.

Amber's reached around with one hand rubbing Kim's throbbing little clit with her fingers while her other hand probed her trickling little pussy working in deep enough to touch her hymen. Kim shuttered and moaned at the attention her body was receiving. I leaned down close to her ear licking her ear lobe softly.

"You like it don't you? It feels good having her tongue pleasure your little ass hole while she teases your little pussy with her fingers? She is good with that tongue. How many orgasms do you think she will give you before she stops?" I whispered into her ear as she bucked writhed and moaned. Her little hands clawed weakly at my chest as her body grew weaker and weaker. Then her head thrashed from side to side and she let out a scream as another orgasm washed over her body. Amber didn't stop licking though. Her tongue continued to ravage Kim's young little ass hole through her orgasm. Kim screamed and begged her to stop but she didn't she just licked slurped and sucked at her nether region with increasing eagerness.

Kim's little head rested against my chest as she tried to protest but all her strength had left her body. She let out a labored squeal as another orgasm rocked her little body as she came Amber pushed a finger right up her tight little asshole her body was so relaxed and distracted her asshole gave no resistance. It took Kim a couple of seconds to realize what Amber had done once the delayed sensation reached her brain she screamed loud trying to lift herself off the intruding finger.

"nooooo pleas not that pleas?" She begged writhing weakly in my arms. Amber continued her oral assault not listening to Kim's protests and slowly fucked her little asshole with her finger.

"You better get used to having things up your cute little ass sweet heart. My dick is going to go up there soon," I said in a deep low voice. Kim's body shook and she looked up at me wide eyed.

"That's right my big fat cock is going in your tight little asshole. Then my big fat hard cock is going in your tight young pussy and I am going to fuck both of your tight little holes hard and fast. I'm going to empty every drop of cum in my balls deep in your little ass and pussy," I whispered into Kim's ear in a deep husky voice. Kim's body went rigid as another orgasm rocked her body. Her scream of pleasure caught in her throat as my words made her mind melt down. Her body shuttered as she gasped for air.

"Oh god... Pleas be gentile with me?" She begged weakly as her body went limp against my chest. Her breathing shallow and labored.

Amber didn't stop. She pushed a second finger into Kim's spazming little ass hole. Kim whimpered into my chest unable to do little more than that as Amber violated her virgin ass hole. As Amber slowly slid her fingers in and out of Kim's ass hole she licked and slurped away at her wet little pussy vigorously. Kim shuttered violently as Amber pushed her tongue deep into her gushing wet virgin fuck hole and wiggled her tongue vigorously. Kim let out a nearly continuous low sensual moan. Her little mouth hung open her jaw quivering as she moaned. She was so lost in the sensation she didn't notice the drool trickling out of her mouth and down my chest.

I stroked her round little ass softly before I pushed on of my large strong fingers up against her quivering little rectum pushing in with Amber's fingers as she pushed them back into her little asshole. Kim's body went rigid and she let out a weak scream as her rectum was stretched more. Her body fell limp again as she had no strength to fight. Soft whimpers escaped her lips.

"Pleas... Pleas... cant.... cant take it..." She mumbled. Her eyes rolled into the back of her head as yet another orgasm rocked her ravaged little body. A scream escaped her lips as I pushed a second finger deep into her rectum stretching her even more. Her head weakly lulled from side to side as she incoherently begged for us to stop.

Amber stopped licking and stood up pulling her fingers out of Kim's poor little ass hole providing her some temporary relief. She stretched and looked down at Kim who could only whimper and quiver in my arms. My fingers remained in her little asshole slowly fucking it as deep as my fingers could go into her.

"God damn that is so hot. Push another finger up her ass from your other hand," Amber said as her hand rubbed her own clit. Kim's body tensed up as my other hand caressed her little ass before my index finger lined up with her sphincter pushing in with my other two fingers stretching her little anus as much as it was when Amber's fingers where in there.

"Oh wow if you can get your other middle finger up her ass I have no doubt she could take your dick up her ass," Amber said with lust in her voice. Kim whimpered and sobbed softly into my chest. Her poor little ass was burning as her sphincter muscles where being stretched. But despite the pain her rectal invasion also felt so good she couldn't think straight.

I let her sit there for a good ten minutes with my three fingers inside of her slowly sliding in and out of her little anus as her ass got used to my invasion I slowly worked a fourth finger into her little rectum stretching her even more than she could imagine possible. Her little body spasmed as I pushed all four fingers deep into her 12 year old little anus. Amber leaned in traveling kisses up Kim's back each kiss causing her to shutter.

"I'll get some anal lube to squirt up your little ass so his dick will slide in nice and easy sweetie," Amber whispered in a sweet tone before kissing Kim on the cheek. Kim weakly looked up at me.

"Are... Are you really... really going to?" She whimpered softly. I smiled kissed her forehead softly.

"My dicks going to go deep in your cute little ass sweetie," I said in a kind voice. Kim whimpered and buried her face in my chest.

I shiver ran up my spine as Kim's little hands timidly grasped my cock. Her delicate little fingers traced every bulging vein and traced lightly around the throbbing swollen head of my prick. I let out a low moan my breath becoming a little labored as her delicate touch sent shocks through my cock and up my spine. Kim looked up at me worried she was hurting me.

"Are... are you ok?" She asked quietly worry in her voice.

"Oh sweetie I am fine your fingers feel good touching my cock like that," I said hugging her tight.

"I.... I'm making you... feel good?" She asked shyly.

"Yes sweetie that feels great," I responded as her little fingers continued delicately caressing my cock. I moaned again a little louder and she continued encouraged by my reaction. I let out a long groan as I was suddenly hit by an orgasm my thick hot seed squirting all over her little chest and belly.

"oh wow sweetie that was awesome. I didn't think I could cum so hard from such delicate touching like that," I said holding her tight.

"I'll say normally I have to jerk off suck and titty fuck that fat stick for twenty minutes before I get him to cum that hard. I'm a little jealous now," Amber said walking up behind Kim and pushing the applicator tip of the tube of anal lube up her little ass and squeezing half the tube up her ass. Kim yelped and squirmed as the cold anal lube filled her ass hole. She winced and groaned.

"ahh its cold," She whimpered as my fingers worked the lube deep into her anus.

While I worked the lube deep into Kim's little ass Amber went to work licking up my cum off her torso.

"If your going to make him cum sweetie your should either take his delicious seed in your ass or pussy or at least drink it," Amber said licking up a few globs and kissing Kim sharing my seed with her. Amber then licked my cock clean and applied the anal lube to my cock. I pulled my fingers out of Kim's little rectum slowly electing a whimper from her as her little ass was no longer being stretched.

I picked Kim up turning her around to face amber who was now holding a video camera she retrieved when she went for the anal lube. Kim panicked and squirmed.

"No pleas don't record this," She begged as I stood her on her wobbly legs. Kim stumbled trying to find her legs and cover herself from the camera. I stood up stretching my legs and stripped naked. Kim opened her mouth to protest the use of the camera again when she turned to see me towering over her completely naked. Her poor brain locked up as her eyes soaked in every inch of my tone muscular body. Amber leaned in close.

"Your drooling," She said holding the camera to record the look on her face. Kim snapped back to reality looking into the camera with a pleading look before looking up at me.

"Pleas John n. n. not the camera. What if some one sees it? w. w. w. what if it ends up on the internet?" She begged. I smiled petting her head.

"Then the internet gets to a sexy young twelve year old taking her first dick. I bet the video would go viral. Millions of people watching your cute young little ass taking a big fat ten inch cock," I explained to her in a deep lust filled voice. Kim whimpered as she turned looking to Kim giving her a pleading look silently begging her to stop recording.

My strong hands wrapped around Kim's little waist. I pulled her onto my lap facing Amber as I sat down. Amber pulled up a chair to get a good stable position to record Kim's first dick in her little ass. I grabbed her little legs behind the knees resting her back against my chest I picked her up hovering her little ass above my cock. I slowly lowered her until the head of my fat cock pushed against her young little rectum. Kim's breath was labored shallow and stuttering. Her little ass cheeks clenched around my cock trying unsuccessfully to prevent my intrusion. Tears trickled down her cheek as her body shook with fear.

"Oh god John pleas don't hurt me," She begged looking up at me her little lips quivering.

"Shhh just relax sweetie. It may hurt some but I got a feeling once I'm inside you... your going to be begging me to keep it in you," I whispered into her ear.

"Look into the camera sweetie tell everyone your name and age," Amber instructed in a kind tone. Kim shook her head no blushing as she looked away from the camera.

"No pleas... pleas don't show this to people," She begged pathetically.

"Oh come on you know you want the whole world to see your cute little ass taking its first dick. Do it tell the world your name and age so they know they are watching a cute horny little 12 year old getting fucked," I said in a low husky voice. Kim shuttered and squirmed. She swallowed hard looking at the camera her eyes darting around as if she was trying to avoid eye contact with the world.

"I... I'm... Kim... Kimmy Smith... I. I. I. I'm only 12 years old," She stammered shyly her cute little face red with embarrassment.

Her body quivered as I pushed my cock against her quivering sphincter applying a little pressure to her back door. Kim moaned and her eyes scrunched close tight as she braced for the invasion. I teased her by pulling back and as her body relaxed I pushed against her anus again causing her to squeak and whimper. Her little pussy was trickling her naughty girl juices again as her body betrayed her protests.

"Oh god John... stuff that fat prick in the poor little girls ass already," Amber said as she held the camera with one hand and rubbed her own horny wet pussy with the other.

I kissed Kim's neck softly nibbling at her young flesh softly.

"I'm going to fill your little ass sweetie. I'm going to fill it so full," I whispered as I lowered her onto my prick. She winced as my dick pushed hard against her little ass hole.

"Relax sweetie. Just relax and it wont hurt as bad," I whispered kindly into her ear. Her body shuttered and she forced her self to relax. Her soft round little ass relaxed and suddenly the head of my prick pushed into her rear entrance. Kim let out a scream at the sudden intrusion her little ass squeezing tight again halting my advance.

I whispered into her ear soothing her and telling her everything was ok. As her body calmed down and relaxed a little my dick slowly slid deeper into her young little ass. Her back was straight her eyes where wide open and she panted for air.

"oh god," she stammered her mouth gasping for air. My dick continued sliding in deeper and deeper slowly. It took a good five minutes but I finally had half my dick up her little rectum. I held her there letting her body adjust. Amber stood up getting a close up shot on my dick in her stretched out little anus.

"That is so awesome to see," Amber said reaching out with a finger running it over her stretched out little asshole around my cock. Kim sobbed covering her face.

"No pleas don't look at it," She begged sobbing. I kissed Kim's neck softly.

"Shhh sweetie its nothing to be embarrassed about," I said nibbling at her earlobe softly sending shivers down her spine. Kim whimpered and moaned.

"Oooohhhh I feel like your splitting me in two," She said through a long sensual moan.

As I felt Kim's little ass relax a little more I started pushing my dick into her a little more. I went slowly careful not to hurt her. Kim panted and moaned as she felt my dick deep in her bowels.

"oooh its so deep inside of me," She whimpered. I held her there with only two inches of my dick to go. I was worried she wouldn't be able to take any more but I had to know I had to try I was so close just a little more and this petite little 12 year old girl would have all ten inches of my fat prick up her young little ass hole. I decided to let her body weight do the work I pulled my hands away. Her eyes shot open as she slowly sunk down onto the last two inches of my prick her round little ass settling on my lap as all ten inches of my prick filled her young little asshole. Kim gasped desperate to fill her air with lungs.

Amber stood there shocked and amazed.

"holly shit she actually took all that up her little ass," Amber stated with amazement in her voice. I didn't dare move I held her tight. And checked to make sure she wasn't bleeding.

"Are you ok sweetie?" I asked turning her head to look into her eyes. I expected to see pain and shock in her eyes but instead I saw pure lust and pleasure. Her mouth moved as if she was saying something but no words came out. I kissed her softly on the lips.

"You took it all sweetie you took all of me in your little ass," I said to her. Kim finally caught her breath.

"I... I cant believe how good it feels to have you inside me like this," She stammered weakly. I smiled and held her close whispering sweetly into her ear. I let her sit there for a good fifteen minutes while her body got used to my dick being inside her. Amber continued recording.

"You like having Johns big fat dick up your ass don't you? Are you going to come over every day and let him fuck your cute little ass?" Amber asked zooming in on Kim's face. Kim Blushed looking away from the camera before nodding her little head slightly. Amber giggled and zoomed back out before setting the camera on the chair and positioning it just right to continue recording Kim's first fuck.

Amber crawled on her hands and knees towards Kim and I. Licking her lips she stared hungerly at us. Kimmy blushed and tried closing her legs but my hands gripped her thighs pulling them apart. Dangling her legs over my own to keep her legs spread I spread my legs enough to allow Amber full access between our legs. Kimmy let out a small groan as she watched Amber crawl between our legs. Kim then moaned as Amber's lips kissed her inner thighs lightly trailing slowly towards her young wet pussy.

I slowly girated my hips moving my thick ten inch cock inside Kim's tight little ass hole. Kim's sexy little body writhed as she let out a small moan. Then Kim let out a loud gasp as Ambers mouth attacked her throbbing clit sucking on it hard. Kim's back arched and her head rolled back as she moaned louder and louder the harder Amber sucked. Just as Kim ran out of air in her lungs Amber stopped pulling her lips away from her swollen little clit. Kim let out a small moan in protest as Amber turned her attention to my testicals. Amber's tounge lightly traced the veins in my scrotum her delicat touch sent jolts up my spine. I let out a low deep moan into Kim's ear as Ambers tounge found all the right spots to please me.

Kim tried to look between her legs to see what Amber was doing that gave me so much pleasure. Looking up at her Amber let out a giggle.

"Trying to see what I am doing to him to make him feel so good?" Amber asked stopping her oral assault long enough to blow a puff of air over Kim's sensitive clit. Kim shuttered as she hesitantly nodded her head. Amber smiled and kissed Kim's inner thigh right next to her wet little pussy.

"That's my little secret sweetie. I cant go giving them all away. There are some things a girl must learn how to do for a man on her own. We are all different and all have different spots that pleas us," Amber explained as Kim listened with keen interest. Amber let out another giggle smiling up at Kim before returning to work on my balls.

I let out a groan of pleasure as Amber sucked hard on my scrotum right at the base of my shaft. Her lips also lightly brushing against Kim's stretched out sphincter. Kim whimpered and her little eyes scrunched shut as her body shivered.

"That mouth of yours sure is evil," I said as Amber sucked one of my testicles into her mouth sucking on it hard causing me to groan loud in Kim's ear. Amber then sucked my other testicle into her mouth sucking on both of them hard almost painfully so. I let out a long deep moan my head leaning back some. Amber took the opportunity to catch me by surprise.

With a wicked smile on her face Amber's middle finger pushed against my ass hole causing my eyes to shoot wide open. when she pushed her up my ass I let out a surprisingly loud moan. Her finger wiggled around massaging my prostate. I had never had a woman do that before and to my surprise it felt amazing. Her oral assault and probing finger made me cum hard. I let out a long deep moan as my hips bucked thrusting my cock deep into Kim's little ass. The sudden thrust caught her by surprise her little hands dug into my arms as she let out a startled scream.

My hot thick cum shot deep into Kim's little ass hard enough that she could feel it squirting into her bowels. Kim's large green eyes shot wide open as she felt my hot seed squirt up her little ass. Her cute little voice moaned loud and her little body shuttered from the sensation. As Amber's finger withdrew from my ass I caught my breath.

"Oh god woman that was just evil," I said smiling down at her.

Kim whimpered and wiggled slightly. Her little hands rested on her belly.

"Did you like the feeling of his cum squirting up your ass?" Amber asked. Kim blushed and nodded her head timidly.

"I thought you would. I know I do. Now there is a little extra lube up there too," Amber said running her hands up Kim's thighs softly. Amber brought her mouth down to Kim's trickling wet pussy licking it lightly before looking up at us.

"Now its your turn," She said in a wicked tone before attacking Kim's wet little pussy licking, sucking, and nibbling at her sensitive pussy. Kim writhed as much as she could with my dick up her little ass. Little screams and yelps escaped her mouth as Kim relentlessly assaulted her pussy.

As she came closer to an orgasm I lifted Kim up pulling my dick nearly all the way out of her little ass. The sensation of my dick sliding out of her as quickly as it did sent her over the edge. An orgasm rocked over her little body hard. As she screamed in ecstasy I let go of her hips letting her body weight lower her slowly back onto my dick. Kim writhed and bucked and thrashed as my dick filled her little ass again. She screamed until their was no air in her lungs and she continued to silently scream long after. The sensation gave her yet another orgasm that rocked her little body before the first one was even over. Amber found her self with a mouth and face full of girl cum that she lapped up happily.

Kim's little body spasmed and twitched on my lap as she panted for air. After a couple of minutes she looked up at me.

"That... That was amazing," She stammered weakly. I smiled kissing her quivering lips.

"I haven't even started fucking you yet," I said ins husky deep voice. Her large green eyes shot open as she thought back to me fucking Amber. She then realized I was going to do that to her ass next. She opened her mouth to speak but only a long squeak escaped her lips.

Amber swallowed her mouth full of girl cum before leaning in close to Kim and I.

"ok you little squirt-er lick all this cum of yours off my face," Amber said cupping Kim's little tits in her hands and kneading them softly. Kim whimpered and moaned as Amber's weight pushed my cock a little deeper into her ass.

When Kim hesitated I leaned forward Licking Amber's Cheek. I then kissed Kim on the lips sharing her own cum with her.

"See you taste good," Amber said as Kim squirmed and looked uncomfortable. But she mustered the courage and her little tongue hesitantly licked at Amber's face. Slowly cleaning her own cum off Amber's face. After licking the last bit hesitantly from Amber's forehead Kim surprised Both of us by awkwardly planting a kiss on Amber's lips sharing her cum with amber. Amber smiled as they broke the kiss.

"Now your learning sweetie," Amber said running her hand through Kim's hair. Kim blushed and smiled pleased with herself. I smiled to kissing her neck softly.

My large hands gripped Kim's smooth young little ass. Lifting her slowly I withdrew my cock one slow inch at a time. The sensation of my cock withdrawing from her ass made her squirm and whimper softly.

"ahh that's embarrassing," She stammered weakly. My dick continued to slide slowly out of her little rectum until the head of my cock was just barely inside her quivering little asshole. Kim's head writhed from side to side slowly. I small groan escaped her lips.

"I... I feel so... empty inside," Kim's little voice sounded sad and alone. I kissed her softly between her shoulder blades flicking my tongue along her spine. Her body shivered as each kiss and flick of my tongue sent shocks down her spine. I kissed my way up her small neck up behind her left ear.

"I'll make that empty feeling go away soon sweetie," I whispered into her ear softly. Kim's body shuttered and she gasped as my tongue licked her ear lobe lightly.

"J. John? Is it bad that I want this? Is it wrong?" Her little voice asked with fear and uncertainty in her voice. I let out a small sigh as I gathered the words.

"People will say its wrong. But I don't believe its wrong. Not when we all want this," I said softly kissing her neck.

"That's right sweetie there is nothing wrong with love and lust. I think all young girls that are physically mature enough to take a cock should learn to enjoy sex if they want to. You can take his cock so why should it be wrong for him to teach you how to make love?" Amber said as she continued to gently fondle Kim's perky young breasts. Amber leaned in kissing Kim passionately. Kim melted into it kissing Amber back with passion.

I took the opportunity to catch Kim off guard. I let go of her ass letting her body weight lower herself back onto my cock. Her tightness making it a fairly slow process but still way faster than when I first entered her young little anus. Kim's body went ridged her head snapped back and she let out a long sensual scream as her little rectum was filled with my ten inch fuck stick. Once her round little ass settled onto my lap I hugged her tight biting her neck softly. Kim's little body couldn't take it her body shuttered as another orgasm racked her little body. She let out a long shuttering moan as her pussy squirt her naughty young girl cum all over Amber.

"Jeez you sure squirt a lot," Amber said with a smile. Kim blushed as she sat there limp resting against my chest. Amber pulled her hands away from Kim's tits long enough to hook her arms under Kim's legs spreading them as she brought her hands back up to cup her little breasts. Amber proceeded to clean up Kim's latest mess while she continued to foundling her perky young tits. Kim bucked her hips slowly and moaned as my fuck stick moved around inside her ass as her hips moved.

"you ready for me to fuck your ass?" I whispered into her ear in an aggressive deep voice. Kim's voice caught in her throat as she let out a squeak. She sat there shuttering in my grasp for a minute before answering.

"Pleas... pleas be gentle with me," She begged hesitantly as she looked up at me with pouting lips and her big beautiful green eyes full of fear, lust, and desire. My heart melted a little seeing her sweet young face.

"I don't want to hurt my sweet little lover. I will be gentle with your cute little body," I said in a kind tone. I leaned down Kissing her passionately on the lips. Kim let out a content sigh as she melted into the kiss. Her soft little tongue dancing with mine as we kissed.

We continued kissing while I lifted her by her round little ass again almost removing my cock from her ass again. Instead of lowering her though I thrust my hips up shoving my throbbing cock up her young little ass. Kim broke the kiss gasping and screaming as her rectum was filled again. I then withdrew my cock slowly holding the head of my cock in her little anus for a few seconds before she whimpered. I then thrust my cock deep into her again.

Amber continued licking away at Kim's little pussy suckling on her hard clit while she rolled Kim's hard nipples between her thumbs and index fingers. The sensations coursing through her body where overwhelming her poor little body quivered shook shuttered and writhed at the attention we gave her. Kim's Breathing was ragged and shallow she gasped and screamed grunted and moaned as my cock slowly and steadily slid all the way in and out of her young little anus.

Once her body started to accept what was happening to her I started increasing my pace slowly. After a couple of minutes my full ten inches where sliding in and out of her little anus at a fast pace. Kim's little body writhed in my hands as an endless wave of pleasure washed through her petite 12 year old body. Every breath in was deep stuttering gasps. Every breath out loud sensual moans. Her little mouth hung open desperately trying to supply her lungs with oxygen drool trickled out of her mouth as as her eyes rolled into the back of her head.

Amber licked, sucked, and nibbled at Kim's wet horny little girl pussy. Her hands pawed at Kim's perky breasts adding to the tidal waves of pleasure. Kim's poor little body was racked with orgasm after orgasm her mind was gone she couldn't even protest to Kim it was nothing but a world of lust pleasure and love. It was absolute ecstasy.

A feral desire rose in me. My throbbing cock slammed into her stretched out little anus my boiling balls slapped against her wet pussy lips as I grunted with each stroke into her delicate young frame. Kim's breathing became nearly none existent her eyes shot wide open and tiny little grunts escaped her mouth. Suddenly she gasped and let out a feral lust filled scream as she came hard. Her tight little rectum squeezing my cock sending me over the edge. My balls exploded deep in her little rectum what felt like a gallon of cum squirted out of my cock like a cannon blasting her rectum with my white hot cum. The sensation of my cum squirting up her ass prolonging her orgasm. When all the air left her lungs she continued to scream silently until she blacked out in my arms.

I sat there Kim's little ass still hugging my cock tight. My breathing labored and short as I struggled to catch my breath. Kim's tiny 12 year old body spasmed and jerked her little toes still curled from her mind blowing orgasm. Amber's face and chest where covered in the young girls pussy juices. Her lip quivered as she looked up at Kim and I.

"That was so hot I came just watching you two," She said with a shuttered sigh of relief.

Kim came to a minute later. She whimpered and moaned her little head lulling from side to side.

"A. a. a. a. am I dead?" Kim asked in a barely audible quivering voice. I hugged her tight turning her head towards me as I kissed her passionately.

"that was amazing my sweet little lover. I hope I gave you at least as much pleasure," I said planting kisses all over her adorable face neck and shoulders.

"I... I don't even know how to begin to explain what I felt. I. I. I. I didn't think such pleasure was possible," She said in a whimpering voice. Amber leaned in kissing her passionately.

"That was so hot sweetie. I want to show you the video," Amber said standing and grabbing the camera. She went to the TV and plugged it in.

"Watch it closely sweetie," Amber said in a sensual tone.

Kim's eyes where glued to the TV as we watched the porn video we just made. Kim whimpered and tried hiding her face several times. The shades of read she turned watching how lewd and lust filled she was, was rather comical. I petted Kim's softly as she continued to sit on my lap with my cock buried up her little ass. After we finished watching the video I lifted her off my cock standing her on wobbly feet. Amber held her to keep her from falling as I stood up to stretch and move. I towered over Kim's quivering little body as she looked up at me. Her eyes frequently darting down looking at my cock. My hand caressed her soft little cheek cupping her chin as I bent down and kissed her softly on the lips.

As I stood back up Kim took Amber and I by surprise when she stepped forward grasping my cock in her little hands and sucking the head of my quickly swelling fuck tool into her little mouth. She hungerly slurped and suckled at my cock. She was determined to stop being timid and passive and return the pleasure I showed her to me. Her big green eyes looked up at me with the head of my cock in her little mouth. The sight of her sweet innocent face lewdly sucking at my cock about made my balls explode. I caressed her head softly. My eyes filled with lust and desire starred deep into hers. My lip quivered a little as my breathing became labored shallow.

"Oh god sweetie that little tongue of yours is amazing. Suck my big fat cock sweetie. Drink all my cum," I said in a deep lust filled voice. Her little body quivered at the realization she was providing me with pleasure.

Amber hugged Kim from behind whispering into her ears.

"Your doing great sweetie now slide your little hands up and down his shaft. Make some dirty sucking sounds with your mouth," Amber instructed as Kim eagerly obeyed. My legs started to shake as I moaned loud.

"Oh god sweetie that's so awesome," I moaned. I felt the boiling in my balls and I was close to cumming. Kim's eager little mouth suckled and slurped at my cock faster and faster as her little hands gripped my cock tighter and tighter stroking me faster and faster. I let out a guttural yell as I came hard my seed poring down her young throat. Kim coughed a little but she drank every drop of my cum.

"That was amazing sweetie," I said falling back into the couch.

"You did very good," Amber complemented giving Kim a deep passionate kiss. Amber moaned tasting my flavor in Kim's young little mouth.

Kim stood in front of me blushing as my eyes explored her naked young body.

"Your so beautiful," I said looking into her eyes as she bit her lip. Kim threw herself on me hugging me tight.

"Do you really think so?" She asked eagerly looking into my eyes. Her cute little ass wiggling a little as she did.

"Yes I do sweet heart. You are very beautiful very cute and very sexy when your being pleasured," I said kissing her lips softly and running my hands all over her small back enjoying her smooth young skin.

Amber moved up behind Kim with a mischievous smile on her face. I cocked an eyebrow just before she revealed she had some how smuggled a large double ended dildo into the room when she went to get the anal lube and camera. Kim's eyes shot wide open and she climbed half way up my body as Amber took the twenty inch long double ended dildo and shoved it up Kim's well fucked little ass hole. Kim's chest was in my face as her little arms wrapped around my head. She let out a scream of surprise and pleasure as she was suddenly and unexpectedly filled by the sex toy.

"Oh god Amber that. That. That. Was mean," Kim pouted looking over her shoulder with a sad look on her face as she watched the remaining nine inches of dildo sticking out of her ass wiggle and bob lewdly. Amber chuckled twisting the dildo in her young ass causing her to yelp and whimper.

I enjoyed having Kim's firm little a-cup tits in my face. I suckled one of her nipples into my mouth sucking on it like a baby for a few minutes before switching to her other nipple. Kim let out a loud sensual moan.

"Oh god that feels so good," Kim moaned as her arms hugged my head tight against her chest. As I suckled at her small hard pink little nipples Amber slid the dildo in and out of her round young ass with one hand and lined the head of my swollen prick with Kim's virgin fuck hole. Kim pulled away looking into my eyes as she felt my dick rub against her pussy.

"Are... Are you going to f. f. f. fuck... my pussy?" She stammered blushing at the bold words she used.

"Yes sweetie I want to make your sexual experience complete. Do you want to give me your virginity?" I asked kindly petting her cheek softly. Kim hesitated her breath labored and stuttering with desire.

Kim's answer came with action as she lowered herself onto my cock. She winced as the head of my prick spread her young wet pussy. She grunted as my cock pushed against her virginity. She looked up at me her lip quivering her eyes looking deep into mine as she suddenly forced herself down onto my prick. My dick pushed past her hymen sliding into her dripping wet pussy a full six inches before her body tensed up stopping her decent onto my cock. The shock of pain and pleasure coursing through her young body had her so confused and scared but also at the same time eager and excited. I wrapped my arms around her hugging her tight to comfort her.

"Its ok sweetie. Your ok. There will be a little pain loosing your virginity but you will be fine," Amber said softly whispering into Kim's ear.

We all hugged each other contently for several minutes before Kim's Body relaxed she started sliding down further onto my stiff rod something that surprised us all. Kim's head thrashed from side to side as her little hands scrabbled at my chest trying desperately to slow the progress of her ride down onto my fuck tool. Kim's grunting and groaning as I invaded her deeper and deeper Turned me on to no end. Kim gasped as my cock pulsed and throbbed in her tight young pussy. Amber zoomed the camera in on my dick as it filled her.

"Holly shit don't tell me your little pussy is going to take all of his fat prick?" Amber said in amazement as Kim squirmed in embarrassment.

The last two inches of my cock slid tightly into Kim's young pussy filling her perfectly my cock just touching her womb. Kim's back arched as she realized her pussy had taken all of my dick inside of her. Amber zoomed the camera out recording Kim's petite body as she sat there skewered on my cock with the dildo sticking out of her round young ass. Kim whimpered tried to hide her face as Amber brought the camera around to record Kim's adorable little face full of lust, fear, pleasure, and pain. I grabbed Kim's hands pulling them down to her belly. I pushed the palm of her hands against her belly letting her feel how deep my thick meat was in her while I stared into her large green eyes. Kim whimpered at the feeling of my cock through her flat little tummy. Her fingers traced the outline of my cock through her abdomen.

"I can feel you touching my cock," I said in a low deep voice. Kim immediately turned bright red.

"T. t. t. t. that's... so...." Kim trailed off not sure of the words she wanted to use. Amber took the opportunity to feel my cock through her tummy as well.

"I think the word your looking for is awesome," Amber said rubbing the head of my cock. Kim's head shook from side to side.

"N. n. no its its weird and kind of scary," She stammered looking up at me. I kissed Kim softly on the lips.

"Its only because you have such a flat tummy that we can feel it like this. Its nothing to be worried about," Amber said in a reassuring tone. Kim whimpered again as she squirmed.

"I feel like I'm being split in two," Kim said with an uncomfortable groan.

"This is just amazing Kimmy. That some one as tiny and young as you is taking two huge cocks in her at the same time. This is almost unreal. Oh wow sweetie do you realize you could be the center of attention in a gang bang. Just imagine a dozen men taking their turns fucking your young little holes," Amber said grabbing the dildo in Kim's ass and fucking her little ass slowly with it. It was an all new sensation to her having the dildo sliding in and out of her ass with my dick filling her pussy. Her mouth gasped for air as her jaw quivered with excitement fear and lust. My hands gripped her hips tight as I lifted her off my cock. I looked her in the eyes as I braced my feet on the couch.

"You ready sweetie?" I asked thrusting into her quivering young pussy before she could respond. Kim's body writhed as my cock fucked her little pussy with slow full strokes.

Amber held the video camera in just the right spot to record Kim's stretched out little fuck holes both full pulling away only for a few seconds to record the look on her young adorable face. The lust and desire in her expressions as my cock fucked her faster and faster.

It didn't take long before Kim threw her head back screaming as an orgasm rocked her little body. I continued fucking her pussy through her orgasm prolonging it.

"Oh god pleas stop I'm cumming," She begged but got no acknowledgment. Kim's let out little grunts and moans as my cock fucked her young little pussy faster and faster. Just as her orgasm was subsiding Amber started fucking her little ass with the dildo in full deep strokes timing it with my thrusts into her pussy so that both her little fuck holes where filled at the same time. Kim bucked and thrashed as her body was assaulted in ways she never dreamed possible.

I leaned down sucking her nipples into my mouth suckling on them as my cock fucked her little pussy at a fast and steady pace. Yet another orgasm rocked her body. Kim grunted and screamed weakly. Her tongue lulled out of her mouth as her little hips started unconsciously moving in time with My cock and Amber's dildo. Amber then changed up the pace. As my cock filled her pussy the dildo was sliding out of her ass and as my cock slid out of her dripping wet fuck hole the dildo was filling her little rectum full. Once again Kim's mind was gone her head rested against my chest as her drool trickled out of her gasping mouth. Her eyes stared blankly at me as nothing but lust overcame her little body.

Amber and I continued our assault on her tiny 12 year old body for a good thirty minutes pacing things to draw it out as long as we could bear. I felt my balls burn with the desire of release. Kim's pussy juices flowed freely as orgasm after orgasm rocked her tiny little body. Setting the Camera down Amber reached around finding Kim's Swollen clit pinching it sending a jolt through her body. Then Amber twisted it and rubbed it vigorously as my cock ravaged her little pussy at a feral pace. I grunted and growled every muscle in my body burned as I pistoned my thick ten inch cock out of this delicate little 12 year old girls hot quivering little pussy.

Kim's little fingers dug into my chest her nails drawing blood as her back arched and her head tossed back. Kim let out a guttural feral lust filled scream as her little body came harder than she ever came before. Amber stuffed the dildo deep into her little rectum as my cock slammed into her pussy balls deep. I let out a feral lust filled yell as my balls emptied into her young little pussy poring my seed into her womb. Kim once again blacked out collapsing on my chest exhausted.

Amber grabbed the video camera and sat next to me on the couch cuddling up to Kim and I. She pointed the camera at our faces and smiled.

"Today we found love and released all our pent up lust," She said kissing me and Kim before shutting off the camera and resting her head next to Kim's and falling asleep. I thought about extracting my cock from her undoubtedly sore pussy but the feeling of her hot young pussy wrapped around my cock was just to good. I grabbed the blanket off the back of the couch and covered our bodies with it. I left the dildo In Kim's little ass Smiling at the thought of her sleeping contently with both her young fuck holes full. I sent a text message to a friend that helps me run the bar asking him to open the bar for me and to not let any one come in the back room. I then passed out with one arm wrapped around Amber and the other wrapped around Kim.