It was Friday night, and rather than being out with his friends, Joey was doing his homework. That wasn't unusual for Joey. He was a good student. But the real reason he had stayed home that night was that his sister was having a sleepover. Joey loved his sister's sleepovers because he always took peeks at the girls, who wore XXL tee shirts that came down to their thighs for nighties, and were sometimes careless about what showed, like a little curve of butt or a flash of panty.

Joey knew Rachel's friends were hot. Although she was his sister, he thought she was pretty hot herself and had a few good beat-off sessions after spying on her.  
 
His mother stuck her head in his room. "Joey? We're leaving now. Are you sure you don't want to go with us?" His parents were going out to see his Aunt. 
"No thanks, Mom. I've got this project I need to get done and I think I can get it knocked out this weekend." 

"Okay honey, good night. We'll be back late"

He had a project, alright. His sister Rachel's best friends Rhonda Thurston  and Jesse Collins were coming  for the sleepover. He got hard just thinking about them. They were typical young teenage girls who got attention because of their good looks and so they spent hours with make-up and clothes. 
Although they looked good, they still looked like what they were: thirteen year old girls with heavy blue eye shadow and mascara, wearing too tight clothes and lots of shiny fruit-flavor lip gloss. In other words, they interested males of any age: males their own age because they were-- or at least, acted like -- the hottest girls at school and older men because they were hot and fuckable supple little tarts. 

Their looks were sweet and they smelled just as good. The aroma of the lip gloss combined with the cheap perfume they loved and the scent of their young clean bodies was irresistible.  
  
An hour later Joey was reading when he heard the girls stampede into the house, screaming and giggling, making enough noise for twenty girls instead of the three who were there. He waited a little then, in only his bathrobe and underwear, crept out to Rachel's door. He hoped they'd be changing, and he might get to see some skin if they did. 

He put his eye right up between the wall and the doorjamb and could see a small section of his sister's room. He had discovered this gap last year when she was twelve and her tits had started to grow. Now , she was thirteen and he twelve, and Joey had already jerked off dozens of times, thinking of the peeks he got of his sister.

"Whoa!" he thought.
There, right in front of his peep hole, was a jeans-clad butt and as he watched, soft hands with flaked cherry nail polish slid the tight little jeans down over the hips, taking a pair of pink satin panties with them. 

A bare ass was only two feet in front of his eyes, perfectly round and fresh, with a birth mark dot on one cheek. Then the owner of that sweet butt bent over to remove the jeans but pull the panties back on. Joey got a quick view of downy blond hair surrounding a pair of pouting pussy lips and a little brown asshole before the panties went back up.

Those soft pubes were blonde. It had to be Jesse who had blonde hair  usually in two braids that emphasized her skinny neck . Her nose was specked with light freckles. His sister Rachel's hair was straight,  jet black just past her shoulders and Rhonda's was curled and reddish brown framing round rosy cheeks and big mischievous brown eyes. 

Jesse's pantied ass moved away from him, rolling and swaying under the cloth, moving quite sexily for a thirteen year old. Then her body cleared the hole and Joey held his breath. There, standing beside the bed, was Rhonda and she was 
facing him, leaning over and had too pulled off her jeans. 

He was staring right at her big and round babyfat titties hanging down; that made Joey's dick stiffen and leak. They jiggled as she stood to pull her tee shirt on over her head. Now all three girls had put on their nightshirts. Joey's dick was rock hard but there was little left to see as they moved away from his view so he stepped back against the hallway wall. He couldn't help but rub his dick a little as it poked out at his jockey's from his open robe.

It felt so good -Joey loved masturbating--that he closed his eyes for just a second  but snapped them open when he heard a gasp. He looked at his sister's door. It was open and Jesse was standing there, eyes wide, staring at him. 
Then Rachel and Rhonda came out.

Rhonda shouted, " Rachel! What's your brother doing ?

Joey bolted back towards his room but not before Rhonda grabbed at him. She managed to hold onto his robe as Joey twisted out of it. Now only in his jockey's, he sprinted into his bedroom and slammed the door

He heard Rhonda laugh and say, "Wow, he's pretty buff!" 

"Yeah he is" echoed Jesse.

Rhonda added "Yeah and he's got a cute butt too!" and the two girls squealed and laughed.

"You little fuck!" yelled his sister.

Rachel yelled too "Hey stud, let us have a look at the good parts." The girls were shrieking, giggling and shouting as Rhonda led them to his bedroom door. Joey had ran in so fast to get a pair of his PJ bottoms he realized he hadn't locked the door. 

"Fuck!" he thought "I'm dead!"

The door banged open and the girls piled in but stopped a few feet away. Although his heart was pounding in fright, Joey was looking at Rhonda's big round boobs that were straining against her shirt, and he could see the poke of her nipples. Damn! They were hard!
Then he noticed that Rachel's breasts were clearly defined in her own T shirt. Jesse's too. Each different in size and shape but all had the same effect: the sight of them kept him hard. 

Still frozen in his tracks near his closet, Joey's dick was standing straight out, pushing the leg holes away from his thighs revealing to them his reddish brown pubic hair and the flesh of his balls. He realized in horror his cock was leaking against the thin fabric of his jockey's. Rhonda did too. 

She squealed "Rachel oh my god! Look at your brother! Look at his ---!" She cut herself short.

They were all staring at his stiff and damp crotch.

"Wow." said Jesse in a hush. "It's bigger than I woulda thought."

"Yeah" Rachel said in a sort of dreamy voice. Then she 
caught herself and yelled, "YOU PERVERT!!! What are you doing spying on me and  my friends?"

"I wanna see it!" yelled Rhonda.

"No Way!!" squealed Jesse.

Rachel yelled "What...?! Shut up! that's my stupid brother!"

Joey covered his bulge with both his hands and edged away. The sight of the young boy with his hands on his hard-on excited Rhonda. "Take off your underwear!" she yelled gleefully. 
"Take it off!" She began chanting "Take it off!" . Jesse joined in hesitant at first, but then she was jumping up and down, her little titties bouncing, yelling even louder than Rhonda. 

Rachel stood there, stunned, as her two best friends demanded that her brother actually show them his stiff young prick. Then she noticed her little pussy was getting wet. Rachel suddenly decided that she too wanted to see her little brother's big dick. None of the girls had ever seen a real live one yet. Joey looked at his sister, pleading with his eyes.

"No way, brother dearest" she said sternly. "You brought this on yourself. Now you have to pay the price." 

"Yeah" said Rhonda "Let's see that dick!"

"Yeah!" shouted Jesse.

"We want  it baby" Rhonda teased but laughed at her own naughtiness. She wanted to look at the boy's cock but she also wanted him to embarrass him. Rhonda could be a little bitch sometimes but she loved to be in charge. Joey couldn't believe it. All three girls were yelling, telling him to show them his hard dick. It was scary but exciting enough to make him want to cream his shorts. 

"You show us your dick or I'll tell Mom that you were spying on us! Dad will kick your ass! " shouted Rachel.  Then she added "You little loser!", almost as a dare.

There was a silence as the girls held their breath to see what he would do. Joey looked around again but knew he was stuck. Better to strip than get his butt kicked by their dad. He took a breath, thumbed his waistband and as he slid the shorts down, his rock hard dick sprang up , flicking a little drop of pre-come into the air. They all saw it but no one knew where it went. He stood there, his face red and the peehole of his dick glistening. His cock stuck out at the girls, plain to see. A tiny silvery  thread of pre-come hung down about two inches.

It was real come, just like what Rachel, Rhonda and Jesse had seen on internet porn sites. They all agreed most of the sites were gross but they all knew they all got excited seeing the big dicks and pounded pussies.

Their reaction to seeing Joey's cock was something none of them expected. Instead of making fun of him, the girls stood with their lips parted as they gazed at the first engorged penis any of them had seen in real life. It was about six inches long, pointed and slim. The head was purple and dark and the shaft lighter. Beneath his rod hung softly hairy balls, drawn up hard. 

He looked undeniably... male. 

Rhonda felt a quiver between her legs and immediately wished she were alone so she could masturbate. Jesse squeezed her thighs together. Rachel was affected too. First she felt the tingle in her pussy, then warmth as her juices began to flow. It was weird but she couldn't turn away. She couldn't believe she was hot for her own brother's dick!

"Wow." Jesse said again. That broke the spell.

"Wouldja touch it?" Rhonda said.

"RHONDA!!" both other girls squealed.

"No! I mean Joey! I wanna see him feel his own, umm, dick". It was hard to say that word in front of her friends and this younger boy but she was serious. Even these inexperienced girls knew he had a great dick for a twelve year old. 

Joey noticed the looks on their faces and the way all three pairs of nipples were pushing against their shirts. He thought for a moment then spoke up.

"Maybe..." he said firmly. All three girls looked at him, incredulous.  

"What? You're  busted, perv! " said Rhonda

"Yeah, you have to do what we say" added Jesse

"Uh yeah" said Rachel, still feeling a little weird about where this was going. " Do what we tell you, dork!"

"Yeah, dork!" chimed Rhonda.

"Let's see the dick, dork" laughed Jesse. That cracked the  three girls up.

"Uh, ok" he stammered as he closed his fist around  base of his shaft  but then Joey added " You really wanna see me --you know --jerk it?"

Rhonda's eyes got wide as she said "Aw fuck yeah! A jerking dick is f-ing hot!"

Joey's sister looked at Jesse and then they nodded at Joey, anticipating him pulling his long hard dick. Joey looked at each in turn as he thought.

"Well?!" demanded his sister.

"Then I get to see you." Joey snapped. He acted like he hadn't said anything out of the ordinary.

"No way!" shouted Jesse.

"Yes way! It's only fair," he said " and then I can look at you guys, and you know, I can,  like, jerk off all the way for you!" Joey said excited as hell.

The three girls put their heads together, whispering, squealing and arguing. He heard, variously "I couldn't do that", "You can't be serious", "What ?" and "Do we have to touch it, or just look at it?" They went on, voices getting softer as they talked. 

Finally Rachel turned around and said, "OK, we'll do it." Then she turned back to her friends and said "But who's goin' first?"

"He's your brother, Rachel" said Rhonda "He's probably seen you already anyway"

"Ewww! No way, bitch" replied Rachel " Besides you're the skank who wanted to see him jerk off anyways!"

"Yeah but you want it too, Rach!" said Jesse.

They all stood silent for a moment.

" Oh shit I can't do this" said Rachel and turned away.

"No,no,no,no!" said Rhonda, grabbing at Rachel "C'mon! let's see his dick! You know you want to. Its not like we're gonna fuck the little twerp or anything." 

"Yeah" said Jesse. And leading the way uncharacteristically, she added "Come on! Let's all show him our boobs all at the same time!"

"Boobs?" said Joey " I wanna see everything!"

"Shut up faggot" said his sister. "Its not your call"

"Yeah faggot" said Jesse.

"Maybe if you're good we'll show you EVERYthing " purred Rhonda, her half-closed eyes caked with blue shadow, thinking of how the porn stars do it.

"Oh shut up whore " said Rachel. And then "Oh come on let's hurry up and do it then!"

Joey couldn't believe what was happening. He watched as the girls grabbed the hems of their long t-shirts. They looked at each other and began pulling. Joey's cock jumped as three fresh young bodies came into view. 

Rhonda had stray brown pussy hairs peeping out from the sides of her powder blue panties. She had pretty big tits for her age that stuck out high and proudly from her frame. They were tipped with small dark brown areolas and long nipples which were hard and stiff and jutted out at him. A little delectable babyfat barely hung over the waistband of her panties.

Jesse, the blonde, had smallish breasts with upturned nipples, all frosty pink, almost invisible against her milky white skin and was flecked with freckles across her chest. Her tummy was flat and had a few big freckles as well. He recognized her pink panties and remembered the soft pussy lips that had gotten his dick so hard to begin with. It got even more engorged and pulsed noticeably.

His sister's breasts were cones. He hadn't ever gotten a clear look at them before. The areolas were red and puffy, sticking out from her breast flesh like smaller half-rounded breasts and engulfed her nipples. She had on a tight black thong that didn't cover her long wispy black pubes. She was neither as skinny as Jesse nor as babyfat as Rhonda and had a tiny tummy pooch but her ass was perfectly big and round, big enough that it would take the rest of her body a good six months to catch up. 

All three girls  held their shirts up over their titties. Jesse was breathing hard, her cheeks red, scared and maybe ready to bolt. Rachel's mouth was open and she was panting a little. Rhonda was leaning forward as one hand played with her curly pubic hair. She spoke. "Well? We did what you said. Now you do what we said! Jerk your boner!"

"Yeah jerk your boner, Joey!" added Jesse.

Their dirty words got Joey hot as hell. And he couldn't believe it: these girls were horny too! He dropped his shorts all the way to the floor and stepped out of them, facing the girls. His dick was hard as a rock, sticking out right at them. It was angry red, and the veins stood out on it's surface. It looked dangerous. He began to pull on it slowly and methodically. 

"Oh wow," whispered Jesse, narrowing her cakey mascara-ed lashes that looked luscious against her pale skin and bluer eyes. Her lashes fluttered as she watched Joey slide the dick in and out of his tight fist.

Rhonda took a step forward. Then another, her bright brown eyes with big curly lashes wide, her mouth wet. "It's... it's... look at that! Fuck!" she said, her voice shaking.

Rachel didn't say anything. But her hazel eyes turned green, her dimpled cheeks got red, her lips were parted. And her pussy felt swollen and sopping wet.

Then Joey turned away. 

"Hey what the fuck" said Rhonda, dropping her shirt back over her tits. The other girls did too.

" I'm just gonna kneel on the bed" said Joey " Jeez!" 

"Oh. Ok. Well, us too then" replied Rhonda.

Joey climbed up and leaned back against the headboard, knees open, dick up. On his haunches, he hammered hard on his cock, pointing it right at them like he was trying to fuck them from afar. He was too excited to be embarrassed anymore, as were all three girls.

Rhonda,  who was never all that embarrassed to begin with, was the first to bounce onto Joey's bed but she sat at the foot of it, facing him, legs open. Jesse creeped on too but sat on the edge, her legs dangling but her torso facing the boy and his dick, jutting her tits out at him. Rachel approached the bed but the only place on the sheets left was between her friends and her brother, too close to his naked dick and balls. She instead stood nearby, watching Joey from the side instead of facing him directly like her horny little friends were doing.

Then without a word, Rhonda yanked her tee completely over her head, making her sweet titties bounce. They were so young and firm they bobbed back into place immediately. Then she said "Come on, back to the show! Jerk it, Joey!" 

Joey did as he was told and pulled on his cock, faster than before. Rhonda sat with her feet on the bed, legs apart and he could see her pussy mound tight against the blue panty cloth. There was even a little darker blue damp cameltoe.

Jesse, the follower, pulled off her tee shirt too, revealing once again her sweet little tits. From the way she sat, Joey could see the crack of her ass since her pink panties bunched up in it. She self-consciously touched her boobs, pulling at the pink nipples. She was embarrassed to do it but it felt good and it was what she did to get herself wet the few times she had played with her own pussy. She hadn't ever come yet though. 

Joey looked to Rachel  who still had her tee on but it was Rhonda who spoke up.
"Show us your tits, you whore!" she squealed, laughing.

Rachel looked at all of them, the whole strange scene of her little brother masturbating at her best friends who were practically naked. She cocked her head, just amazed. Then Rachel's face flushed and in one swift motion she pulled the shirt off over her head but as her hands came down, she raised one knee and yanked off her black thong panties, exposing the long dark pussy hair that grew only over her little slit.

Her brother and her friends gasped but as usual it was Rhonda who moved next. As Joey pulled harder on his stiff dick, he watched Rhonda with a huge grin peel the blue panties down her thighs and show her hairy little bush. It glistened. Jesse stood and quickly pulled off her pink panties, then sat back on the edge of the bed but this time with one leg folded on it, the other dangling and Joey got the sight of his young life. Three naked girls in front of him, three pairs of tits, three pairs of hard nipples, three wet young pussies and three flushed faces and dewy eyes staring at him. Their faces were dampening, at their temples, on their cheeks, at the back of their necks under their hair. So were their tiny twats. 
One was carpeted with light brown hair, one with blond and the other, of course, black as night.  And all the while, twelve year old Joey was jerking off for them.

He said "Holy crap I can smell you guys!"
"Yeah and you smell too, ya big dork stud" said Rhonda laughing as her boobs shook.
"No I mean I can smell your...your pussies, you know?"
"You like it?" Jesse spoke up. She had to have been really excited  to speak out like that.
"Yeah!" said Joey as he yanked his cock harder.

"Fuck! look at that! Look! " exclaimed Rhonda "He's jerking off like that guy in that  porno we saw last week!"

"Oh shit" moaned Rachel. She was reeling with the sight of Joey pumping dick. 

Jesse's nipples stood out harder than she ever knew they could. She kept pulling them as her tiny puss got wetter.

"FUCK..!" said Joey. 

Rachel and Jesse took their eyes off his dick and saw him staring straight ahead at Rhonda. She had one finger up her twat. It disappeared into her brown curly bush but they could all see bits of pink from her open little cunt.

Rachel rubbed a palm between her legs, Jesse squeezed her thighs together and Rhonda, not moving the finger inside her pussy,  looked right in Joey's eyes.

"Squirt it, stud." she hissed.

"Oh god" said Joey, his fist pumping his long dick furiously.

"Yeah, yeah! Come!" said Jesse.

"Oh fuck" said Rachel " Oh fuck fuck! I wanna see you come for us, Joey!"

Joey, still yanking dick, reached toward Rhonda.

"Hell no, dork" she said but grabbed her tits with both hands and shook them at him. She knew what to do and say from seeing all those internet sites. " Come for us Joey! Come for ME. Shoot your come out!"

The way she said it, the way she shook her big tits, the way her wet finger looked against a hard nipple sent him over the edge.

Joey yanked and his juicy wet come squirted out from the purple tip and sprayed all over the bed. Jesse felt a few teeny tiny spray drops on a breast and Rhonda on her babyfat belly. It was exciting --but gross--and they pulled back but kept their eyes glued to Joey's squirting dick. 

As the juicy squirts turned to the last wad globs, Joey milked his dick, coaxing the final come out of his young prick. He felt woozy but was proud he shot a huge load for these dirty little girls. A long string of silver come stretched from his peehole to his thigh. His balls twitched. Rhonda liked that.

"Oh my f-ing god" said Rhonda `That was fuckin' cool!" and grabbed her panties and shirt and bounced off the bed. Surprised, the others followed, squealing.    
 
"Holy shit!", "Did you see that freakin' come?!", "I can't believe that's your stupid brother!", leaving Joey alone with his pulsating dick, still half-hard. A few seconds ago, his sight was full of horny naked thirteen year old girls but now all he saw was his wad splashed all over his sheets.

The girls' door slammed shut and he heard then talking although he couldn't hear what they said. Joey wanted to creep towards his sister's door too look--he even felt like jerking off some more-- but even he knew he better not push it.

He didn't bother to clean himself off or put on his pj's but lay back and pulled the covers up to his chest. He savored the feeling of the last come drops leaking out of his dick and down his thigh. He kept thinking of those pussies and how they smelled, of those sweet titties and how they moved but especially of the faces of his sister and her best friends as they watched him shoot his load. He had to take a piss but didn't want the satisfaction. He liked the urgent feel in his dick.

A half hour later as things quieted down and Joey was finally drifting off to sleep, a tap came at his door. It opened a couple of inches and Rhonda's face peered in, lit by his night light.  

"C'mere" she hissed.

Joey walked over to the door. Rhonda quickly looked over her shoulder then back at Joey and then put something into his hand.
 "That was so hot, Joey! Take these and think about me next time you do it" she said and sprinted away.

It was her damp wadded up panties. 


