Chapter 1

I know that many college students look forward to spring break all across the country, and head out to resort destinations as soon as their finals are over. But what about those of us who live in those resort areas year round? How do we have fun? Well, that question was answered for me and my friend Amy this past year.

My name is Shannon Reid. I'm 14 years old, a girl of course, and I live with my mother over a tourist shop in South Padre Island in Texas. South Padre Island is a really neat beach community on a skinny island (duh!) sticking out into the Gulf of Mexico, real close to Mexico. It's almost always warm and nice down here, 'cept when we have a hurricane, which fortunately doesn't happen that often. I've never seen one, but my mom says they're really scary, and the look scary on tv, when they show them. Anyway, we don't have much money. When you just work as a clerk in tourist areas, I don't think you get paid a lot of money, plus during the off season, sometimes you don't work at all, but my mom works really hard, and I help out by delivering the local paper on my bike.

As much stuff as there is for old people to do here in the winter (we call them Winter Texans, they visit for the coldest months from Wisconsin, and Michigan and other states) and for college students to do during Spring Break (in March), there's not really that much for just regular teenagers to do, that live here. I mainly hang out with my friend Amanda Luz (I call her Amy), and we both get bussed across the causeway to Brownsville Middle School every day.

Amy and I have both noticed a lot of changes happening with us. We were really happy when our breasts started growing, though hers are bigger than mine, but I guess I have time to catch up. Mine look like little apples, but hers look like grapefruits, they're really big. She says it runs in the family, and her mom does have big breasts. Amy lives with her mom and older sister, but her older sister goes to the community college, so they don't hang out together too much.

I guess I should describe Amy and me, so you can picture what we look like. I'm blonde, kind of a 'dirty blonde' my mom calls it. My hair is long and straight, because I don't want to cut it until I really have to. I'm willing to keep it in good condition, and it is nice and strong and shiny. Mom trims the split ends every so often. I'm 4'11" tall, but I think my mom keeps bending the ruler against the wall when she measures me, 'cause she doesn't want me to grow up. I feel like I'm at least 5 feet tall. I weigh 100 pounds, and it seems to be going to my hips, 'cause they're getting broader every day, just like a woman's, and my butt is getting bigger, too, but in a nice way (giggle). And of course, I mentioned that my breasts are getting bigger.

The brown part around my nipples, mom calls it the oriole, is getting wider, it used to just be a little nothing, and the nipples are getting bigger, too. I noticed that when I think about some things, they get hard.

Now comes the really weird part. I was prepared, 'cause we had sex education class, but my thing between my legs is really getting different looking. It used to just be this really thin up and down slit between my legs for peeing, but all sorts of crazy things are going on now. For one thing, there's a lot of fine, kind of curly hair down there, a bunch right around the top, and some along the sides of the slit, what I think they call the labia. I checked to see how far down the hair goes, and it doesn't go anywhere near my rear end, at least not yet. It felt kind of nice checking (giggle).

But wait, there's more! like they say on the commercials. All around my slit, what the boys at school call a pussy, and my class called a vagina (I haven't decided what I'll call it yet, I guess I'll see what other people do), the lips have gotten like, swollen up, and they're kind of puffy and, well, big. Sort of like somebody put stuffing in a pillow that didn't have any yet. The strangest thing, and I'm REALLY glad my class AND mom told me about it, was my period. It started last year, and every 28 days or so, I start a little flow out of my vagina, so I'm ready with my sanitary napkins. It really makes me feel like I'm turning into a woman, but it's kind of a PIA, if you know what I mean.

Amy's ahead of me in the breast thing, but her hair on her vagina and her period started about 3 months after me, so I beat her there (yay!). We've done some comparing, and I think hers is really pretty. Sometimes she lets me touch hers, and she touches mine, and then another funny thing happens.

But wait a minute, let me describe Amy. She's 5 foot tall for real, and weighs about 110 pounds, and she brags that the difference in our weights is in her breasts! Hah! She has long black hair, really black, and straight, but it always smells really nice, and I like to put my face near hers to smell her hair. Her butt is actually bigger than mine, and already looks like a grown ups, along with her breasts. Some of the boys make jokes, which upsets her, so I try to comfort her when they do that. Even if she is crying, her hair still smells nice when I hold her.

The hair she has, down there, is kind of wiry and curly. She likes for me to touch it, and I like to touch it. So, I guess back to another thing that's strange. We both found out that when we're alone, like in the bath tub or in bed at night, we like to touch ourselves, down there, in our vaginas. Amy said she gets a like buzzing right there if she touches herself right, and I've DEFINITELY noticed that if I rub across the top of my, um, pussy, I get like an electric shock that makes me jump, and feels really good. I've got to figure out some way to make it not make me jump so much, though, cause I know you're not supposed to touch yourself there too much, or all the time.

Well, Amy lives on the island too, just a block away from me. We live in the middle of a bunch of like high rise condominiums and hotels, and we don't really like it, so we often get on our bikes and ride out of town. The really neat thing about South Padre Island is, you can ride north on Padre Boulevard for about two miles, and be surrounded by miles of sand dunes, salt grass, lots of water on the beach and some pelicans. So, not too far from home, we can go and pretend we're on a desert island and cool stuff like that. The sand dunes are really hilly, and you can go 50 feet and be surrounded by them, and no one can see you and you can't see them. My mom says they're secluded out there.

Well, last March, right in the middle of Spring Break, our moms were working to beat the band, with all the college students in town spending tons of money. They'd work from 7 in the morning til midnight many nights, but Amy and I can take care of ourselves, and even stay over at each other's apartments sometimes (cause it's Spring Break for us middle schoolers too, even though we don't get to go somewhere). And sometimes we pretend we're boyfriend and girlfriend, and practice kissing with each other. Amy says she really likes doing that, and I do too, though I think it makes us pee a little bit, cause we get wet in our pussies when we do it. Amy and I decided one morning after she stayed over, that we'd bike out to the dunes, cause nobody goes out there, even when the tourist area is crowded like then.

We rode our bikes about 3 miles out of town, way past where even the adventurous college students go, until we only saw one car, I think it was a Toyota Fourunner. Biking is easy for us, cause that's how we almost always get around, and our leg muscles are in very good shape. Anyway, way out there, you can go to the left, to the inlet, which is really calm, or you can go to the right, which is the Gulf side, and the water, if you go that far, is rougher. We decided to head toward the Gulf side and started through the dunes. It's about 1⁄4 mile to the water there, so we had a little walk, after hiding our bikes. We had gone about 100 yards and already the road was out of sight, and the water not seeable yet, when we heard moaning!

Amy looked at me, and I looked at her, and Amy said, "What do you think that was?" in a hushed kind of voice.

I whispered back, "I don't know. Maybe we should check it out. Somebody could be hurt." Amy agreed, so we crept around the base of a very big sand dune where the sound seemed to be, and as we peered around a scrub grass bush, we saw something very peculiar. There were three women, they looked like all the other college students on the island, on a big, big blanket spread out on the sand in a kind of valley between some big dunes. The first woman, had long, light blonde hair and medium pale skin. She was wearing a pair of denim cutoffs, and a thin cotton blouse. Normal clothes, like Amy and I wear. She was kind of slim, but had big breasts. The second woman had blonde hair too, but darker, a lot like mine, but cut very short, like a boy's. She was just wearing a regular bikini, like they sell at the Texas Swimsuits store. Her breasts weren't all that big, but her hips were very wide, and her rear end was bigger than the first girl's. The third girl, I could see her face clearly, looked just like a fashion model, she was really beautiful. She was wearing a thong swimsuit, like they sell at the Hawaiian Tropic store. Her breasts and rear end were medium sized, but there was just something about her that gave me a tingle, down there, like when I touch myself too hard.

Well, we couldn't understand at first, what they were doing. The really beautiful girl, she had her swimsuit top hanging off one shoulder, so that her left breast was sticking right out. The first girl had her mouth on it, it looked like she was kissing or sucking it, and the thong girl had her left hand curled around the back of that girl's head, pulling her face closer to her breast! But that wasn't all! The second woman was pulling down thong girl's bottoms, as little as there was, and slid under her, so that thong girl's vagina was right on her mouth! Amy and I watched in amazement, as they stayed like that for about 5 minutes, except they weren't still, at all! The thong girl was wiggling around like she couldn't stand what they were doing, or else it felt so good she couldn't stand it, like when somebody tickles you.

The main thing was, she was talking non-stop, and she had this really throaty kind of voice, like an actress, and when I heard it, all I could think of was touching myself. But it was WHAT she was saying that was really wild.

"Ohh, baby, Janet, ohh yeah, suck my nipple. Bite it, ohh, ohh, just a little harder. Oh, do you want to suck my milk? Suck your mommy's milk little baby, oh lick around it, yeah, touch my breast too. Yeah, cup my tits, squeeze them, that's it baby, suck me, suck my hot tits, they're just for you, sweetheart!" After the first girl, who I guess was named Janet, pulled off to rest, then the thong girl turned her attention to the first girl.

"Ohh, Terry, yesssss! Lick that clit, oh! Just touch it with your tongue, oh! Yeah, like that. Oh! Oh good, now fuck me with your tongue. Stick it in me, deep, fuck me good and hard, I want to be your fuck slut, I want to cum on your face, cum in your mouth, drink my hot liquid. Lick me, tickle my clit again, oh, like that! Fuck! Fuck! Fuck! Oh, I'm cumming, cumming, cum on me, I want to lick your cunt too! Oh, oh!" Then she quieted down some, and it looked like they were resting a little.

Well, Amy and I were feeling kind of funny watching this. It looked like they were doing cause they wanted to, and we wondered if it felt really good, like when Amy and I touch ourselves. We would have left it at that, just wondering, but a funny thing happened. We were both on our hands and knees, peering through a small opening in a clump of beach grass, so that we wouldn't be seen, and our heads were real close together. Right after the girl Terry stopped what she was doing between thong girl's legs, Amy turned her head to look at me, and impulsively, I kissed her!

Chapter 2

I was just about to kiss Amy again, when all of a sudden we heard a soft, lady's voice say "And what are you two little spies up to?" Amy and I froze in fear!

Well, that's where part 1 ended!

I looked around behind us, to see the first woman, Janet, standing above us, with a grin on her face. She must of snuck off while her friends were touching each other, after we made too much noise, and here she had caught us! Amy looked at me, and said, "Nothing." I just stayed quiet, cause I didn't know WHAT to say.

So Janet, since it turned out that WAS her name, leaned down to our level and said gently, "Don't be afraid. My friends and I are grad students visiting South Padre Island, and we'd like to meet some cute young girls like you. Won't you come over and tell us about yourselves?" Well, Amy and I were relieved that we weren't going to get yelled at, and the women looked trustworthy, so we decided to go with Janet over to their blanket.

When we got there, the naked girl with the long, dark hair had put her thong bikini back on, and she was sitting with her friend. Janet introduced us, saying, "Kim, Terry, I'd like to introduce you to... Well, I don't believe I know your names."

"I'm Shannon," I blurted out, followed by Amy saying, "And I'm Amy. We're 14, and we live here"

The three women all said they were pleased to meet us, and that we should make ourselves comfortable, so we sat down, with me between dark-haired Kim, who was the really pretty woman, and Terry who was also pretty, and had green eyes that were even prettier up close, and who had short hair almost exactly the color of mine. Amy sat between Terry and Janet, and we were in like a circle. Kim spoke up, and said, "So I guess you guys saw what we were doing, huh?"

After a little while, when nobody said anything, I said, "Uh huh." Amy just nodded her head. Then after another little while, when nobody still said anything, I said, "So, what WERE you doing?" At that the three women giggled, and that kind of made Amy and I feel more comfortable, so we giggled too.

Kim spoke up again, and said, "I guess I should start at the beginning. Terry and Janet and I are old friends ever since high school. We went to the University of Wisconsin together, and after we graduated, Terry and I are going on to work on our masters degrees, and Janet went out and got a job."

"A REAL job," Janet added, and Kim laughed and repeated her. "A REAL job."

"So anyway, we roomed together throughout college, and during grad school, where we're about to get our degrees, and along the way we sort of became a family. We promised ourselves a family vacation, and here we are. This time next year, we'll all have REAL jobs, and it'll be harder to take such a nice vacation."

"As to what we were doing, well, do you guys know when your mom and dad feel nice about each other-".

"We don't have dads," said Amy. "Shannon's ran off and mine got killed. We just have our moms, but I have a sister too. Shannon's lucky, she doesn't have a sister." At this, the three women giggled again, although Amy and I weren't sure why.

Kim continued, "I'm so sorry that you two don't have dads. I'll bet your moms are very nice, though," and we nodded yes. "Well, when a close family, like a mom and dad, or a mom and mom, or a dad and dad, wants to show their affection for each other, there's lots of ways, and that's what we were doing." Amy's and my eyes got wide when she said moms and moms, and dads and dads. We'd never seen anything like that.

We all talked for about a half an hour, and the women shared their lemonade with Amy and me, and the two of us told them about life on the island, and school, and how we were each other's best friend. Terry said that that was exactly how they had felt about each other, too. I asked Kim, cause I really liked talking to her, she was so pretty, what they had been doing and why.

She said that she needed to be careful explaining it to us, because we were so young. I got a little mad, and said that we knew a lot about sex, because it looked like they were doing sexy stuff, and Amy and I had done sexy stuff too. Kim got a funny look on her face, and said, "okay, well then, we were making love."

A light went on in my head when she said that, because I always thought that 'making love' meant having sex, but nobody would ever explain to me that they were the same thing. So I said, "Making love really looks exciting. Is it making love if I touch Amy, or she touches me?"

Terry spoke up and said, "If people really love each other, almost anything they do to or for each other is making love, if it gives them pleasure." That sounded pretty deep to me.

I said, "So if I touched Amy where you were touching each other, would that be making love?"

"Well, yes," answered Janet.

I looked at Amy in amazement and said, "We made love and we didn't know it!" Once again the women giggled, and Kim said, "Do you love Amy, Shannon?"

I looked into Amy's eyes and felt a little tingle between my legs, and said, "Yes, I love you, Amy."

Amy got misty-eyed, and threw her arms around me and kissed me! I wasn't expecting that, but it felt really good, and I kissed her right back. I could hear the three women cheering softly as we kissed. After we stopped kissing, Amy said that she loved me, too. We moved closer together, Amy and I, and held hands. Amy squeezed my hand and said to the women, "Could you show us how you make love, so that we could know how to do it?"

The three women looked at each other, and then back at us, and said, "Only if you can keep it a secret between us."

Amy and I nodded, hard. Kim said that Janet would show us how people start making love, and that Kim and Terry would sit with us and watch too, if that was alright with us. Amy and I happily agreed, and when Kim and Terry sat down, they sat behind us, with Kim right behind me, and Terry right behind Amy. They scooted up behind us, so that I was sitting in between Kim's legs, and Amy between Terry's. It was nice and warm and cozy, cause we could feel their warm skin.

Janet started by standing up in front of us, and while looking right at us, started unbuttoning her blouse. She looked so pretty, with her long blonde hair and sparkling blue eyes! She unbuttoned her top two buttons, and I could start to see her white bra right there, and I got a nice tingle. She was looking right at me as she continued unbuttoning, and soon her blouse was open all the way. Then she took it out of her shorts, so that it was flying loose, and the wind caught it and made one side fly open. I could see her smooth skin below her bra, and above the waistband of her cutoffs, and she looked very pretty there. Then she lowered it off her shoulders, and they looked nice too.

As she was taking off her blouse, I could feel Kim gently rubbing my shoulders. It felt really nice and relaxing, but it also made me feel like I was taking off my blouse, but I wasn't. I snuggled back against Kim a little bit, and I could feel her breasts all warm against my back, with I guess her nipples hard in the middle of them. It felt like she kissed the top of my head then. I looked over at Amy and she was all dreamy eyed snuggled between Terry's legs. Terry was rubbing Amy's shoulders too.

I returned to looking at Janet, and she was slipping the blouse down, so that she just had her bra on, on top. I could see her nipples poking through the sheer fabric of the bra, and it looked darker there, too. I looked down at my nipples and they were hard, too. Janet dropped her blouse on the sand, then started unbuttoning her cutoffs. They were old men's levis, it looked like, so they had a copper button at the top, then a zipper. After she unsnapped the button, she slowly pulled the zipper down, and I could see part of her panties, but only right at the bottom of the zipper, so I guessed they were bikini style panties.

Instead of finishing that, though, Janet then bent over so that her bottom was sticking right out at us, and unfastened her sandals and pulled them off. I looked at her bottom while she was doing that, nobody caught me sneaking a peek, and I could see the outline of her panties through the material, and I could just imagine what she'd look like without them on. That started to get me excited, and I wiggled around a little. That must have caused Kim's hands to slip, cause then they were on my breasts, just lightly, like she hadn't noticed they'd slipped. It felt good to me, so I didn't say anything, though her fingers kept accidentally rubbing up against my hard nipples. That felt good too.