When my best friend, Craig, discovered his parent's stash of sex stuff, Playboy and Penthouse magazines, vibrators, and, what we have since learned are called, dildos, he immediately called me and told me all about it. We were both eleven and super-curious about all things sexual.

The first chance we got to go through all their stuff was a few days later and we had a Playboy spread out examining the foldout in microscopic detail.

"Wow, would you love to be the guy they paid to take the photographs of her? I'd do it for free and then I'd do her for sure."

"She just smiles at you as she shows you her pussy. This is incredible. Do you have a hard-on?" asked Craig.

"Um, yeah, I do, I get one when I look at stuff like this, do you?"

"Oh, yeah, like a rock. Can I see your's? I mean, I'll let you see mine, too."

So, we soon had our pants down around our ankles along with our briefs. Our proud cocks stood hard away from our crotch like obelisks.

"You can touch mine if you want, you know, play around with it," he said.

My face felt a bit warm as I reached over and touched his dick. Then I did play with it much in the same manner that I generally played with my own.

"You can do mine," I said and he played with my dick which, I must admit felt very, very good. But soon, we were just playing with our own cocks as we thumbed through the girlie mags. This became our favorite pastime and, while we never ejaculated, it did feel very good even though my dick did hurt because it was so hard at times.

Then, about a year later, Craig asked me a really strange question.

"Would you like to have sex with my sister?"

Now, Craig's sister, Francie, was fifteen and really pretty. I had stayed over at his house before and she often came down to breakfast the next morning just wearing a nighty which kept me hard as a rock. I had to walk trying to face away from her it was so bad. So, I took his question with great interest.

"What do you mean, have sex with Francie?"

"Well, you know, if you had the chance, would you try to do it with her?"

The truth is, oh, would I. I'd give anything, oh, yes. We knew that Francie and her friends were also interested in sex because we had found a vibrator in her room when we were snooping around. When Craig wasn't looking I licked it to see if there was any taste of Francie's pussy on it but I couldn't tell.

So, I answered, "Nah, I don't think so," and he didn't ask any more.

Then, about a week later, I was at Craig's house again to spend the night and it turned out that Francie had a friend, Cassie, over, too. I hadn't realized it when Craig had first invited me over, but his parents were spending the night at their lake cabin and Francie, at fifteen, was in charge.

We were all kidding around and Francie asked me to come with her to her room. I'm sure she could tell I liked her, I sometimes tried to act like I didn't but I just couldn't cover up the fact that I thought she was really hot.

As we went in her room, she pulled the door closed and said, "I know what you and my brother do in his room with those girly magazines. I busted him with them the other day, I know. He told me he jacks-off while he looks at them, do you do that, too?"

"Uh, um, yeah, kind of, I guess."

"Do you jack-off, too? Just answer my question."

"Yeah. I do."

"He also told me that you like me, is that right?"

This was worse than owning up to beating off. I stood there for what seemed ages, then squeaked out, "Yeah, I do."

"Well, Jeremy, I think you're cute," and I just stood there absolutely amazed. I'm twelve, she's fifteen and really beautiful. With a figure and everything.

I stood there painfully aware that my sweatpants were sticking out in a rather obvious fashion. Then, I saw her look down, smile, go to the door, lock it, then she pulled me to her bed.

"Why don't you do what you and my brother do and I'll do myself the way I do it?"

I had never even hoped that such a thing might happen and here it was.

"Um, well, I guess we could."

"We need to take our clothes off. I'll turn off the light and leave on the desk lamp, okay?" and she did then started unbuttoning her shirt and took it off.

I pulled my shirt off, then she took off her pants and I did as well. We were both standing there in our underwear and mine were poked out rather far. She was beautiful, lovely pink, smooth skin, her bra filled with promise, her panties cut low across her abdomen.

"Um, I don't know if I want to do the rest, Francie. I'm kinda scared what might happen."

She reached out to me, pulled me to her and kissed me working her tongue into my mouth. My first ever french kiss. Wow.

"Don't worry, Jeremy, I'll show you what to do. My last boyfriend wanted me to go all the way but I'd only let us play around. That's all we're going to do. Just play around. It's okay."

"Mmm, okay," and she pulled down my briefs and my dick bounced out right in front of her face.

"Oh, nice, Jeremy," and leaned forward and give it a kiss right on the end. She then looked up and me, smiled, and said, "I'll bet you'll like this," and took the tip of my dick into her mouth and began to suck. My head was spinning it felt so good. She was soon back up and we lay down on the bed.

She started kissing me which I responded to as best I could moving my tongue in and out and around her mouth.

"You can touch me, right there, right on my pussy," as she pulled her panties off and led my hand down between her legs and I began petting and rubbing her slit.

"That feels nice, Jeremy, real nice. Do you like doing this?"

"Yeah, I really do."

"Well, you can kiss me all over. Anywhere you want," as she reached back and undid her bra and slipped it off. Her breasts were beautiful, small, firm, pointing straight out.

I took the invitation and got up on my knees and began kissing her boobs and sucking on their nipples. As I was kneeling on the bed, she reached up under me and took hold of my dick and began rubbing it up and down. I began kissing my way down her stomach and she asked, "Can I kiss this for you?" as she gently squeezed my cock.

As I got to her thighs, she spread her legs wide as I felt her lips surround my dick and begin to suck. It was heavenly, better than anything I had ever felt. Just as my tongue touched her pussy's slit, my whole body froze, my dick felt real tingly and I was flooded with a wonderful feeling.

The next thing I knew was that I was dumped over and Francie seemed really mad at me.

"You could have told me you were about to cum. You could have said something."

I sat there looking at her trying to figure out what she meant and why she was mad.

"Don't you know? Don't you know you cummed in my mouth?"

"I did, really? Cum. You mean real cum?"

"You mean it was your first time to ever cum? You've never shot your cum before?"

"Not that I know of."

"Oh, Jeremy, you'd know. When you have an orgasm, it just feels so wonderful. Perfect. Heaven."

"Well, then I did because I just now felt like heaven."

"Well, okay, fine, I'm sorry I got mad. It's all right but next time you get close to cumming, let me know, or whoever it is, so if they don't want to swallow, they can finish you by hand."

"Oh, sure, that's fine. I just didn't know, that's all," and she leaned forward and gave me a big kiss.

"It was nice to get your first cum, Jeremy. Really nice. Here, look," and she lifted my cock up a bit and touched the head and lifted off a string of white goo.

"Your cum, Jeremy, your semen. You've got to be careful now, you can get girls pregnant. Welcome to manhood," and she kissed me again.

"Here, put your finger up inside me, see, just push it up into me and feel me around inside. You can put it in and out, you know, finger-fuck me."

"You're really warm and smooth inside. Wet, really wet."

"It's because I'm excited. Sexually excited. You're turning me on, Jeremy, making me horny."

"It really makes me hard when I do this and I'm feeling tingly in my dick again."

"Hmm, now that you're a man, would you like to lose your virginity?"