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We had breakfast together. It was Sunday morning and no one else was up yet. We talked in whispers so that no one else could hear us. Sandie finally confessed that she wished she had not turned down the chance to go out with Lionel. It was Sandie who nicknamed him "The Lion" after what I told her about him. We both giggled over that.
"Sandie, do you want me to see if he'll ask you out sometime?" I asked her.
"Would you?" Sandie sounded surprised that I would do that for her. "Yes please. That would be great."
"I expect he will call me soon and the next time I go out with him I'll ask him for you. Okay?" I asked.
She was so pleased with that and gave me a nice big kiss and left for work.
Well, I was right. It wasn't long before the Lion called me again. In fact it was Monday afternoon. It was just a little after three o'clock in the afternoon. I had just gotten home from school. With his illness, he wasn't working and he was finished school, so he had all the time in the world. I was too young to get a job other than baby-sitting, which I did every now and again. His parents worked every day too just like my parents did. He had no brothers or sisters so he was alone most of the day when he was feeling well. When he was sick, his mom took time off work to stay home with him.
After school hours were pretty boring around my place lately. Bobby was in grade twelve now. He also had a job and had to work hard all the time and save all the money he could so that he could go to university. It would just be too expensive for our parents to support him. Things were working out for him and he was doing well in school.
He still fucked Sandie and me and Candie as often as he could. That was at least three times a week for each of us. Brad was partaking in our activities now. Brad was becoming quite a stud. I also know Bobby was fucking some of the girls at school. He told me he was, and also the word was leaking out at school. I know of at least six girls he fucked. There were probably more that I was not aware of them. How that guy found time to study, I'll never know. He was really smart and things came easily to him.
Brad was also too young to work, but he did manage to find a part time job doing light manual labor. He worked most afternoons after school, so I couldn't even fuck him then. Candie and I would get together after school almost every day. She got out at the same time I did and we'd walk home together. She was so very hot. Bobby says she is an awful lot like me when I was her age.
Lionel and I agreed to meet Tuesday afternoon after school. I told him I would cycle over to his place. I could hear the excitement in his voice.
I was so excited about seeing Lionel that I couldn't concentrate in school that morning. I wanted to skip school in the afternoon, but I knew I'd get into trouble for that. So I spent all lunch hour getting ready for the Lion. I had a nice quick bath using plenty of nice smelling bubble bath. I washed myself thoroughly all over, paying particular attention to my titties, pussy and bum. I wanted to be especially clean for Lionel.
I sorted through all the clothes I owned and finally settled for a nice jean skirt I had and a nice short T- shirt that showed off my sexy flat tummy. I wore white sports socks and shoes. I think I looked pretty nice.
It was getting late and I had to get back to school. I got one of Bobby's jackets and wore that even though it was quite warm out. It covered me up and as long as I kept it done up, the teachers could not see what I had on underneath. I left for school.
The afternoon went slowly, but 3 o'clock finally came and I rode over to Lionel's place. He didn't live far from the school. I went slowly because I didn't want to work up a sweat and spoil everything.
When I got to his house, he was at the door waiting for me. He suggested we just sit on the front steps for a while so that if any neighbors saw us they wouldn't get suspicious. We talked about our date and how much he appreciated what I did with him. I got all red and he apologized for being so insensitive. He said someone in his position should know better. I started to cry then and he put his arms around my shoulders and comforted me. Imagine him, a dying man, comforting a young emotional schoolgirl. It should have been me comforting him. I felt so stupid.
We went inside in about ten minutes. As soon as he closed the door I turned to him and kissed him. It was one of the most passionate kisses I remember ever giving anyone. He kissed me back just as passionately. His hands were all over me, feeling my bum and my breasts and even between my legs. My pussy was on fire at that time. He had to have felt the heat there. He couldn't have missed that. I was pressing up against him and could feel his strong hard cock pressing against my stomach.
The Lion, being true to his name, picked me up and carried me upstairs to his bedroom. He never stopped kissing me till he laid me on his bed. I had been in his bedroom a few times before, and it was always a mess, but today it was neat and tidy. He must have taken all morning to clean it up. He even had fresh linen in the bed.
He lay half on me and continued to kiss me. He kissed me from my head to my feet. I didn't even know it, but when he got to my feet he took my shoes and socks off. I only realized that he had done that when he started to kiss and suck on my toes. He's the first person to do that to me and it was such a turn on for me that I came almost instantly.
Lionel didn't know that at the time. I bet it would have surprised him if he did. Without a word of a lie, I love my toes and feet licked and sucked to this very day. If any guy or girl wants me to do anything, all they have to do is pay attention to my feet.
He started kissing up my legs. I was well past it now.
I didn't know what was happening. Before I knew it he had me stark naked on his bed and was naked himself. I remember that he was lying on me and I could feel his wonderful hard cock between my legs. It wasn't in my pussy, just wedged between my legs. I started to move my body against it. It was rubbing my clit and I was feeling so wonderful. I wanted that cock inside me so badly now.
As you know, I like to be on top. I rolled both of us over and I was straddling the Lion now. I kissed him again and then raised my bum and reached between my legs and grabbed his cock. God. I still can't get over the size of it. I could feel his precum flowing from the hole and I knew that I was so wet that you could drive a tank in there. I positioned his cock at the entrance to my cunt and slowly dropped down on it. Oh, God! Did it ever feel good. It didn't hurt this time, not even forcing the head in. It just went in as if it belonged there. I could feel that special feeling building up inside me again. I knew an orgasm was imminent. But I didn't care. It just felt so nice inside me.
I began to ride up and down on his cock. His cock seemed even bigger today than it did the other day. It scraped along the walls of my vagina and also put so much pressure on my clit that within 15 seconds of him entering me I exploded with another great orgasm. I moaned so loudly and jerked so violently that the Lion knew he made me cum. My eyes were closed and my head tilted back. I was resting my hands on his shoulders.
When I finished I looked down at Lionel. Honestly, I've never seen so much pride in a guy's face as I saw in his at that time. He knew that he made me cum. I couldn't speak. I wanted to thank him for what he was doing, but I knew we weren't through yet. I knew that I'd have plenty more orgasms before the afternoon was finished, and so would he.
I just collapsed on his chest and I kissed him. My tongue went in search of his and when I found it, they danced their crazy dance as he sucked my tongue deep into his mouth.
My titties were poking into his chest and I could feel my nipples becoming so hard that they almost pierced him.
I sat up and started to move up and down on his hard shaft again. I'd rise up till it was almost out of my pussy and then drop down. Sometimes I'd drop down so hard and fast that I could almost imagine it coming out my bum...he-he-he... He reached up and started to suck on my titties. Oh God! I like that so much. I like it almost as much as him sucking on my toes.
His cock stretched my cunt to its limit and filled it right up. I enjoyed every second of it. I started riding harder and harder and faster and faster. I knew he was getting ready to explode his life giving seed in me. I had to have it. I had to feel it hitting the back of my cunt and filling me up. I was almost there too. If I worked it right we'd both cum together. His cock seemed to be growing while inside me. I could feel it. I could also feel it throbbing.
I now started to use my vaginal muscles to grab on to his cock. I know I could get him to cum whenever I wanted. We were both moaning now and in fact I was almost yelling. It was a good thing that no one was home. Suddenly we both went rigid as we both came at the exact same moment. It was the most heavenly feeling I have ever felt. He shot his seed so deep and so hard into the depth of my cunt. I could feel it hit way in the back.
He kept cumming and cumming. How a guy could shoot so much cream is beyond me. I guess it's all those years of being without a girl. I don't know. But he filled me up so full that it started leaking down my leg and onto him.
I collapsed across the Lions chest and we both just laid there. He had his arms around me and was rubbing my bum. Every once in a while his finger would try to penetrate my rosebud. It felt nice, but he never managed to get it in.
I could feel his cock starting to shrink so I rolled off him. We lay side by side. My head was on his shoulder and I could see his cock shrinking. He was uncut. Bobby was circumcised, and I had never seen an uncircumcised cock before. I had to get up and watch it as the head disappeared into its protective shield. It reminded me of my clit and its protective shield. I had to laugh. Even on the weekend when I sucked the Lion, I didn't realize it wasn't cut. I guess because when I sucked him it was already hard. I don't know. But I'll tell you I now love the sight of an uncircumcised penis.
"Lionel," I said. "Can I ask you something?"
"Sure, go ahead," he replied.
"You've never licked a pussy before, have you?" I asked.

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All this time I was squeezing Lionel's cock. Impossible as it seems, I think it was getting even bigger. Lionel slipped his arm around my shoulders again and his hand found my breasts and he started to squeeze them and pinch my nipples. It felt so good. I had his zipper down now and his belt undone and the front of his jeans open. God, it looked even bigger than I had imagined.
Lionel was feeling my crotch now. I was so hot and wet down there that I bet he could feel my heat and moisture right through my jeans. We started kissing me again with so much passion. I could tell the he wanted me just as much as I wanted him.
"Come on, Lionel. Let's go in the back." I said eagerly.
I love camper vans...giggle... I got up and headed straight for the bed. Lionel was close behind me. I started to take my clothes off in a hurry. Soon I was stark naked. Lionel just sat there looking at me, his mouth agape. He had obviously never seen a real live naked girl before and his beautiful young cousin at that.
I sat on his lap and put my arms around his neck and kissed him again. I could feel his smooth soft hands feel all over my back and down to my bum. I loved being touched by him. He was so tender and sensitive. I wanted him to touch me all over, but right now I just wanted him naked.
"Get undressed, Lionel," I whispered in his ear and I stood up in front of him. Slowly he started to take off his clothes. It was painfully obvious how scared he was. I helped him while talking softly and calmly to him to try to make him feel more at ease.
Finally he was down to his underwear. I couldn't wait any longer. I fell to my knees in front of him and grabbed his underwear with both my hands and pulled them down. He knew enough to raise his bum, but nevertheless, his boxers got caught up in his cock and I had to lift them up to come clear. When they fell to the floor, I finally got a good look at his monster.
Now it was my turn for my mouth to hang open, for I had never seen a cock that big in my life. I thought Bobby's was big, but this was monstrous. Bobby's was about 8 inches long and normal thickness, but Lionel's had to be a good inch longer, maybe even more. And talk about thick. Even at my age, my fingers just managed to go around it.
It was rock hard and only inches away from my face. I could see a steady stream of his precum oozing from his hole. God, just looking at that thing was making my young pussy burn with desire and I could feel my own love juices running down my legs. I had to get that monster into me, but right now I couldn't move. His cock mesmerized me. I managed to reach out and grab hold of it with both hands. I just held it there feeling its hardness and heat.
Some of his precum was running over my hand now. Slowly I leaned forward and guided it into my mouth. Wow! I could hardly open my mouth wide enough to get it inside. It was a real mouth full for a thirteen-year- old girl. I imagined how it would feel in my young teenage pussy. But that could wait. Right now I had to taste him.
Slowly I lowered my head to this wonderful and thrilling sight in front of me. My heart was beating fast and I was breathing hard. I kissed the head and some of his precum stuck to my lips and stretched out like a string of spaghetti as I moved to another part. I cupped his balls in my hands and gently played with them. I knew I had to be gentle with them as Bobby had taught me that I could easily hurt a guy if I got too rough.
I kissed and licked all down one side of his shaft to his balls and up the other side. Lionel's cock seemed to grow right before my eyes and it was throbbing. Next I engulfed his head with my mouth and started to suck on it while rubbing my tongue all along the tender underside where Bobby told me was the most sensitive.
Lionel had never experienced his cock being sucked before. He was hanging on to my head and instinctively started to hump in my mouth. He was pushing it so far into me that I started to choke. I had to stop him and get him to settle down. He settled down and I was able to now suck him like it should be done. I ran my tongue around his huge shaft. Then I concentrated on that sensitive area just beneath his head on the underside. Lionel was now half-crazy with passion. He was crying out and swearing.
"Oh God Carol! Oh God I love it! So... fuck'n' good! Mmmmm God yes! You're so good. I never dreamed this could be so fuck'n' good. Suck me. Oh, God Carol. Don't ever stop."
It was obvious Lionel meant every word he said and that inspired my tongue to do its magic as I sucked on Lionel's cock. I could feel it throbbing harder and harder. I could feel it growing in my mouth. Suddenly, Lionel pulled it out of my mouth. "Oh God, Carol. I'm cumming! I'm cumming! Oh God." He was almost yelling at me.
"That's okay, baby, don't worry. I want you to cum." I said as I wrapped my mouth around his throbbing cock again. I got it in my mouth just in time for instantly wad after wad of his sweet, hot, salty cream erupted into my mouth. God, this guy could cum.
Even with all the practice I'd had recently, I couldn't keep up with the volume gushing from him. I tried to swallow it as fast as I could but I still couldn't keep up with it. It started to leak out of the side of my mouth and flow down my cheeks and onto my breasts.
Finally Lionel slowed down. I now had time to think about how it tasted. I was surprised that it was no unlike Bobby's or Brad's. It was slightly different just like Bobby's is slightly different to Brad's. But they were remarkably similar. The only real difference was that Lionel seemed to have volumes more. Maybe that was due to the fact he wasn't fucking every day. I don't know.
I kept his cock in my mouth making sure I got every last drop of his precious baby seed. I looked up at him. His head was back and his eyes were closed. He was still hanging on to my head and he was smiling. I could feel it shrinking now so I let go of it and sat on the bed next to him. Even in it's now limp state, I couldn't get over the size. I put my arms around him and we both fell back and laid there for maybe five minutes without saying anything. Then Lionel sat up and half leaned on me. He kissed me so tenderly that goose bumps formed all over my body.
"Carol," he said "I don't know what to say. I never expected anything like this. Oh, God. You've made me so happy."
Lionel started to cry. I knew why he was crying and so do you. I didn't know what to do so I just held him and rocked him and ran my hands all over his body. I ran them over his head and he accepted that. I thought he might not like it but he didn't say nor do anything. His head felt so nice and smooth. I really loved his bald head, but I wasn't about to say anything about it to him.
He was now laying almost all on top of me. I could feel his cock getting harder and harder by the second. I knew I was going to get fucked any minute now and I envisioned it was going to be the best fuck of my life. I wanted to be on top. As you know that is my favorite position. But this was Lionel's night. I wanted to do whatever he wanted. Besides I knew there were going to be many more times like this with Lionel.
He was rock hard now. I whispered to him, "Fuck me now Lionel. Fuck me hard. Please!" It almost sounded like I was begging him.
Lionel laid right on top of me. I spread my legs wide apart to accept him and I raised my knees to my chest. He tried to find my cunt hole with his cock, but was having trouble. You girls know what I mean. I told him to lean up a bit and I grabbed his cock and guided it to my cunt opening as he held both my legs up and apart. I remember praying to God that it would fit inside me without too much pain.
"Go easy, baby." I said. "I've never had a cock as big as yours and it's going to hurt me a bit, I just know it."
Being the sensitive person he is he asked me if I wanted to stop and try it later. I didn't like that idea and he said he'd try to be as gentle as possible, but he really didn't know what to do.
"Just go slow, honey. I'll be okay." I said as he started to push into me. My cunt had to stretch like it had never been stretched before to be able to accept this monster trying to penetrate it. It reminded me of the first time that Bobby's cock entered me. Luckily I was extremely wet now. Wetter than I ever remember being before. That helped a lot. It did hurt this time too, but not like before. Once the head broke through, the rest would be easy. Lionel pushed some more and before I knew it, the head broke through, penetrating my cunt lips and the pain stopped.
Lionel looked down into my eyes and he could see I was in some pain. "Do you want me to stop, Carol?" He asked.
I was so touched by his concern that all I could do was shake my head. The pain had gone now and the last thing I wanted was for him to pull out of me. Also I didn't want him to feel self conscious about the size of his cock.
He pushed harder now and pretty soon his whole monstrous penis was completely buried deep in my vagina. I could feel his large balls slap against my bum. His hairy pubic area was pressing against my soft peach fuzz. It felt good. He started pumping in and out of me slowly and tenderly at first.
Pretty soon passion completely overtook him and he started humping me like mad. I told him to slow down, that he'd enjoy it more that way. His cock was so big that I had my first orgasm in a matter of seconds after he penetrated me. I wriggled and jerked and moaned but Lionel didn't know what was happening.
Lionel pumped and pushed his cock deep inside my cunt. I could feel it right at the back. It seemed to be trying to push right through my cervix. I never felt anything like it before. Even with Bobby. He was so big that I had another orgasm a few seconds later, bigger than the first. My legs now wrapped themselves around his waist and I squeezed him tightly to me. Lionel was still pumping wildly and he finally came. Gallons of his precious seed filled my cunt. I could literally feel every eruption of his life giving seed as it shot into my cunt. He kept cumming and cumming. I took in every drop he had. My vaginal muscles were doing their magic again as they milked every last drop out of him.
He fell down across my chest and just laid there for a few seconds. Then he leaned up and smiled down at me and whispered, "Thanks, Carol. Thank you so very much."
I said in my polite little voice "You're welcome, Lionel. It was my pleasure." We both laughed and he kissed me again passionately. He forced his tongue deep in my mouth and I sucked on it for all it's worth.
We laid beside each other for about 15 minutes. He felt my breasts and sucked on them. We talked a bit. He told me this was his first time with a girl, not only having sex, but also his first date. I told him I was glad I was his first.
It was getting late so we got cleaned up, dressed and headed back to town. I needed a lot of cleaning up what with all Lionel's cum that had splattered over different parts of my body. We stopped off for a burger and drink then he drove me home. I told him to stop about a block from the house and we necked for a while. He felt my titties again and I let him finger my cunt. He was surprised at how wet it still was. Then I told him it was because of all his cream he shot into me. We both laughed.