I had just turned 14 and like all 14 year old boys, there was only one thing on my mind ... sex! It seemed like everywhere I looked there was something to remind me of what I wasn't getting. TV commercials were full of half naked girls, magazines, school, and worst of all the mall. It was bad enough at school with all the girls running around with their bouncing titties and miniskirts, but at the mall it seems like those same girls were just trying to see who could wear the sexiest clothes, or who could turn on the most guys without being touched.

It had gotten so bad that I was jacking off at least twice every day. Last weekend at the mall, I actually had to go to the restroom and jack off, just so I could walk around without my dick trying to bust out of my pants. It got so bad, I finally had to do something desperate. I talked to my sister about it!

My sister Karen is 15 and a real fox! She has long brown hair, brown eyes, and 34" titties (I know because I checked her bra drawer). The best thing about her though is her legs. She is almost as tall as I am, and when she wears a miniskirt, it looks like her legs go on forever. She treats me like all big sisters treat their little brothers (like a piece of shit), but I was desperate, so I went to her with my problem.

We were home alone one weeknight watching TV. She was sitting on the couch and I was on the floor. I looked up at her and saw that, as usual, her skirt was pulled up almost to her crotch, and her knees were slightly apart. From where I was laying, I could look right up her skirt to the shadowy darkness of her panties. My dick was getting hard again, and I had just jacked off an hour ago!

Finally I just blurted out with it. "Do you ever get horny?", I asked.

She looked at me with that look she reserved for little brothers who ask stupid questions, and made some flip remark like "Only stupid boys do that!"

Then something really strange happened. She saw the hurt look on my face, realized that I was being serious, and actually tried to be nice!

"Yeah, I guess I do", she said, "but I guess it's not as bad for girls as it is for boys. At least that's what my boyfriends try to tell me."

I assured her that I really didn't know how it was for girls, but I could vouch for the fact that it drives boys nuts!

"Yeah, that's what all the guys tell me when they are wrestling with me in the back seat, trying feel me up."

"Have you ever ... uh ... done it with a guy?" I stuttered.

"No!" she snapped, then cooled off a bit and went on. "But I have thought about it. I let a couple of guys put their hands in my bra and feel my tits, and one or two have gotten their hands up under my skirt, but they only felt me outside my panties. They are always trying to get me to jack them off, or let them stick their dicks in my mouth or my pussy, but I won't let them."

"Doesn't all that feeling around make you horny?" I asked.

"Sometimes," she answered. "I almost did do something once." she continued. "This one guy was feeling me through my panties, and it felt really good. Suddenly I felt him take my hand and wrap it around something hard. He had taken his dick out of his pants and had wrapped my hand around it. He wanted me to jerk on it and make him cum, but I wouldn't do it. He got all pissed off and brought me home. I guess I was kind of horny that night. When I got in bed, I played with myself until I got off."

She then looked at me and asked, "Don't you masturbate?"

I felt my face get bright red as I answered, "Sure I do. Usually at least twice a day."

Then I broke down and told her that I had never even seen a bare titty, much less felt one, and that the only time I ever tried to get my hand up a girls dress, she had slapped me silly. For the first time in my life, Karen looked at me with real pity in her eyes.

"Well," she said, "Girls do get horny, but they are young and scared. I'm sure you'll do better when they get a little older."

"Sure," I replied, "If I don't wear out my dick before they get ready."

She smiled with a funny look in her eyes, then went back to watching TV. We didn't talk anymore that night.

Another week went by, and nothing happened. I was still beating my meat every morning and night. I even jerked off in the restroom at school one day. I had been in math class, sitting across from Cheryl. Cheryl is a cheerleader and is one of the most popular girls in school. She has long blond hair, a beautiful smile, and a body that just won't quit! Anyway, I was sitting there working on my assignment when I happened to look up. Cheryl was slouched down in her seat with her legs spread wide open. I scanned up those luscious legs of hers, right up to a pair of thin white panties! I swear I could see them so well that I actually saw some blond hairs sticking out around the edge! I stared for several minutes before I looked up, and realized that she was looking right at me. I felt my face get red and I felt like I wanted to crawl under my seat and hide. But she just smiled at me! She didn't pull down her skirt or put her legs together or anything! She just smiled.

After class I went over to her and asked her if she would go out with me. She looked down, right at my crotch where my dick was straining to get out, and said no way! When she walked away she looked back to make sure no one else was in the room, then pulled up the back of her skirt to show me how her panties were stuck between her butt cheeks. There it was! Cheryl's almost uncovered butt! She was showing it to me and wouldn't go out with me. I had no choice but to hobble to the restroom and beat off. I was five minutes late to my next class, but I had to do it.

Two nights later, Karen and I were home alone again. She asked me how my problem was going. I told her about the episode with Cheryl, and she actually felt sorry for me!

She got that funny look on her face again and then asked, "You really like legs ... and sexy undies, don't you?"

I nodded.

"When was the last time you masturbated?"

I blushed and told her I had jacked off this morning when I got up.

"Wait here", she said, and ran upstairs to her room.

When she came back down, she was wearing a long heavy bathrobe.

"Will you promise me that you will keep this a secret between just us?" she asked.

I nodded and then watched in amazement as she opened her robe. Under it she was wearing an outfit that looked like what the girls in Penthouse wore! Her long legs were covered in sheer black stockings that stopped about two thirds of the way up her smooth thighs. They were held up by a sexy black garter belt with little lace bows on the straps. She had on a tiny little pair of black panties that just barely covered the patch of hair on her mound. They were so sheer that I could see her curls right through them. On top she wore a black bra that was just as sheer as the panties. I could see her nipples poking out in two sharp points.

My mouth dropped open and just hung there.

"Remember, you promised not to tell anyone." she warned. "Do you think this is sexy?"

"Yes!" I replied, "But why?"

"Well," she said, "I wanted to get an expert's opinion before I let anyone else see it."

She shrugged the robe completely off and turned in front of me. I noticed that she was also wearing really high heels, which made her even taller than she already was, and seemed to make her legs shapelier. When she was turned away from me, I saw that the panties didn't have any back, just a string that ran up between her butt cheeks, leaving her backside completely bare.

My hand dropped instinctively to my crotch and I rubbed my boner through my pants.

"You know," she whispered, "I really wouldn't mind if you got your dick out and jacked off while you looked."

I was too excited to even be embarrassed as I unzipped my jeans and pulled out my hard erection. Her eyes opened wide when she saw it, but she just smiled and stood there with her legs slightly apart while I stroked my hand up and down my shaft.

When my strokes got faster and faster, she said, "Maybe we should go in the bathroom so you don't make a mess in here."

I managed to slow my strokes enough to follow her into the tiny half bath we had downstairs. She turned on the bright light and watched as I stood in front of the sink and continued whacking away. The bathroom was really cramped for two people and I could feel her titty pressing against my arm and her thigh was against my leg. I wished I had taken my pants off so I could feel her smooth skin against my bare leg.

Her attention was focussed on my dick and the hand jerking up and down on it. She even bent down a little to get a closer look. Now her soft white titties were almost falling out of that skimpy little bra. Just then I felt the cum building up in my balls ... and then AGGGGHHHH! ... a Huge spurt of cum shot out of my dick and splattered against the white porcelain sink. That one was followed by several more huge spurts. I was trembling so hard I almost fell down. Karen kind of steadied me with her body as the spurts slowed to small dribbles and then stopped.

She smiled at me and rubbed her hand up and down my back.

"Feel better?" she grinned.

I managed a weak nod and she giggled, then reached down with her finger to wipe the last drop of cum off the end of my dick. I was shocked to see her then stick her finger in her mouth!

"Why did you do that?" I asked, still out of breath.

She smiled and said, "Someday I will probably let some guy put his dick in my mouth and I'll suck him off. I just wanted to see what it tastes like."

"Well?" I asked.

"Hmmmm, Not bad ... not bad at all."

She looked down and saw that my shriveling dick still had some cum on the end. She got a tissue and wiped it off, then carefully stuffed it back in my pants.

I pulled my zipper closed and opened the door. As she walked out, she brushed the full length of her nearly naked body against me.

When we got back to the living room, she picked up her robe and said, "Damn, now you've got me horny!"

I grinned and said, "Well, turn about is fair play ... why don't you masturbate too?"

She thought for a moment, then said, "Will you promise not to touch if I let you watch?"

I promised, and we headed up to her bedroom. When we were both inside, she shut and locked the door. She reminded me again of my promise not to tell anyone what we did today, and of my promise not to touch.

I assured her that I wanted to save this all to myself, and that since I had just gotten off, I really didn't want to touch right now. This seemed to satisfy her, and she laid back on the bed.

She pulled her knees up and spread her legs. Now I could see the shadowy outline of her pussy lips right through her panties. She reached up and unfastened her bra, giving me my first look at her totally naked titties. They weren't huge, like some of the pictures in Penthouse, but they were firm so they stood right up from her chest, even when she was on her back. And they looked so soft ... and cuddly. I felt like I wanted to put my face down right between them. Her nipples were really hard and pointy. They looked like they were almost an inch long.

I watched as she cupped her titties in her hands and squeezed. Then she took her nipples between her thumb and finger and pinched. She moaned, and I wondered if that had hurt. She then pulled her nipples straight up, until her tits were stretched away from her body, and then released them so the snapped back. She repeated this several times, and each time her moans got louder and her nipples looked harder.

She was rolling her hips from side to side on the bed and one hand began traveling down across her flat tummy. She reached the top of her tiny panties, then just rubbed it back and forth right where the little line of hair started on her mound. I moved down to between her legs then to get a better look at what was happening. Her pussy lips were much more visible now. They seemed to have swelled up and were spreading apart a little. I could see a wet spot forming on her panties at the bottom of those pouty looking lips.

Her fingers now slipped under the top of her panties and were slowly moving down through her little patch of hair. She was breathing real heavy now and her face was getting kind of red. The tip of her finger had now reached to the top of her little slit. I watched it dig gently down between the lips. She gasped and her hips gave a jerk as she touched what must have been a really sensitive spot.

Her fingers then moved a little lower and dipped once again between those silky lips, this time going much deeper, all the way to her first knuckle. She was really moaning and groaning now as her finger alternated between dipping deep down inside herself and returning to that spot right up at the top where she would rub really gently before sticking it back up inside.

I asked if she would please take her panties off so I could see better. She replied that if I wanted them off, I would have to take them off myself! I remembered my promise not to touch, but my dick was starting to swell again, and I really wanted to watch her without the panties in my way.