Chapter 1

11 year-old Teena Keene was planning on having a lot of fun this evening. Her parents had agreed to allow her friend Gordon to come over for a few hours tonight. Since it was Friday night, they were even to be allowed to stay up until midnight in order to watch a movie! Teena and Gordon were best friends, along with her odd-duck best friend 'Stick'. Her real name wasn't 'Stick', of course - it was Sabra, but no one called her that except adults. Despite Stick's belief that she was a true babe, the reality was that she looked like she was built out of two sticks, so that's the name that stuck.

Gordon was due to arrive at 7:30PM and his folks were to pick him up shortly after midnight. Teena was planning on having popcorn made and the movie tuned in on the television so that the two of them could simply curl up in the basement and enjoy the show. They weren't dating or anything just two good friends. This had been planned since the previous week, so the excitement had been building. Stick was supposed to be over as well for a sleepover, but she had to go with her parents to a relative's house that weekend and so had canceled out.

Alas, the best-laid plans of mice and men often go awry. At about 6:30 that evening, Teena's parents got a call that her grandparents needed some help at the farm that evening due to some sort of problem with the animals. Since her 13 year-old sister Jerri was madly in love with their farmhand, Johnson, she invited herself along. Teena did NOT want to go, of course, and began to raise a ruckus, which her parents shut off immediately.

Her mother interrupted her before she had even started to complain. "Teena, you don't have to go." We'll be back shortly after midnight - just watch TV or something. I'm sure you're old enough to be left alone for a few hours without a sitter."

Teena was about to remind them that Gordon was coming over, but decided against it. She had been waiting all week for this and wasn't about to have it canceled out from under her because some cow got sick. Her folks usually left them alone anyway. So she just said "Thanks, Mom!" and found someplace else to be in case they decided to ask her about her plans for the evening.

Her folks and her sister piled into the family car and drove off into the night, leaving Teena home alone. She made the popcorn and got everything set up down in the basement entertainment center. By 7:30, she had everything ready. She was sitting at the window watching when Gordon's parents pulled up and he jumped out of the car and headed up the walk. She greeted him at the door and waved as his parents drove off.

"Hi Gordo!"

"Hey Teena! Ready for some serious zombie action tonight?" Gordon asked as he took off his coat and hat, shaking his dreadlocks loose. Teena always loved the way his hair looked against his chocolate colored skin.

"Oh yeah - even better, we've got the house to ourselves!"

"No way! How'd you swing that?" Gordon asked, dumbfounded. Normally, Teena wasn't allowed to have anyone home if she was alone, and especially never at night. Especially a boy.

"Just by accident. My folks had to drive up to my grandparent's farm and Jerri went along - they won't be home until almost 1AM!"

"COOL! No one to interrupt the movies. Look out Zombies! Here we come!" The two kids headed into the basement to watch the movie. They sat down with their popcorn and curled up together under a blanket as it got chilly in the basement even in summertime, and this was fall weather.

After a while of watching the movie - which wasn't as interesting as the kids had hoped - Teena asked "Why do you suppose they never let you spend the night over here, anyway? I mean, if Stick's over too it shouldn't be a big deal."

"I dunno." Gordon answered, shrugging his shoulders. "I guess they figure that if I'm anywhere near you while you're in your pajamas, I'll be unable to restrain myself and we'll be having sex all night long." And he laughed.

Teena laughed too. "Yeah, my mom FREAKED when she found out I knew all about sex and stuff - I bet she'd go completely nuts if she found out that you'd seen me naked that one time."

Gordon laughed - nervously this time - "yeah, but that wasn't my fault! Your mom told me you were in your room and to go up! How was I supposed to know you were going to run into the room naked!"

"Hey, we didn't have any towels in the bathroom after my shower - I didn't expect to find you in MY room!" Teena answered back, and elbowed him in the ribs.

"Well you sure ran out of the room really fast. But you gave me a heart attack with that scream." Gordon elbowed her back.

"You screamed too!" Teena answered and jumped on Gordo and began tickling him. The two wrestled good-naturedly on the couch swapping tickles for a bit. After a little while of play, Teena shyly asked, "How come you screamed? Am I that ugly naked?"

Gordon blushed about eleven shades of red - clearly visible even in the dim light and through his naturally dark skin color. "No, I loved seeing you like that. You're really pretty - you just surprised me, and when you screamed, I thought I was in trouble for being there and well, it just slipped out."

Now it was Teena's turn to blush. "You liked seeing me naked?"

"Oh YEAH!" Gordon blurted out, then realized that might have been a little too emphatic "I mean, no I didn't mean to, but it was great... I mean... you're really sexy, no... um... I mean, You're really pretty." he finished lamely.

Teena laughed, "It's OK, Gordo, I know you didn't like, peep at me or anything. I thought I was gonna die of embarrassment though. No one has ever seen me naked before. I mean, other than my family, you know."

"Yeah, me either. But boy, you don't have anything to be embarrassed about, that's for sure." Gordon was remembering - vividly - the scene. He had been sitting on Teena's bed after being told that she was in her room. He looked up in time to see Teena hustle into her room, still wet from the shower. He could remember every glistening drop of water on her body from her mussed red hair to her dainty feet. Her breasts were small swellings on her chest and there was just the faintest sprinkling of red hair above the tight little slit between her legs. Then she had screamed and run, giving him a perfect shot of her ass as she ran back out the door. It was an image Gordon kept very fresh with frequent review.

Teena blushed furiously and smacked Gordon. "GORDON!" It was pretty obvious he had gotten a really good look.

"I'm sorry Teena - I really didn't mean to see, but there wasn't any way I could NOT look! You were right there!"

Teena sat and thought - the silence began to be a bit uncomfortable. On the TV the Zombies were regrouping for another attack. "It's not fair, you know."

"What's not fair?"

"Well, you've seen ME naked and I haven't seen YOU naked." Teena giggled at the audacity of her suggestion.

"Yeah, so?" Gordon was beginning to see where she was going with this.

"It's just that to be fair, I should get to see YOU naked. The same way."

"Yeah, right. I'll just strip down, run into the room, scream and run out." Gordon snorted.

"Okay!" Teena agreed.

"I was kidding, Teena." Gordon rolled his eyes.

"I wasn't. C'mon, Gordo! It's only fair. You obviously enjoyed what you saw; give me the chance to see how you look. I bet you're cute when you're naked." She laughed an evil little laugh.

Gordon looked at Teena. It was obvious that she was serious - and he wasn't sure about letting her get a peek at his privates, but she did have a point. But he did have an idea that would either get him out of it or give him another peek..."On one condition, then. You have to be sitting on your bed just like I was, but you have to be naked too."

"Why? You've already SEEN me naked!"

"Yeah, but I wasn't expecting it so I didn't get as good a look as you're going to - this way I get two fast looks and you get one good look."

Teena thought for a second and then decided "Okay, that's fair then. My folks won't be home for another 4 hours at least, so let's go!"

A few minutes later, the two of them were upstairs, the zombies forgotten. Teena pointed Gordon to the bathroom and said, "Go strip down then, I'll yell when I'm ready."

Gordon swallowed hard and went into the bathroom and shut the door. He slowly began taking his clothes off. Looking at himself in the mirror he thought that he wasn't bad looking. He wished his dick were bigger, of course, but it was pretty respectable even at 11. And some hair would be nice too - Teena had some already, why didn't he?

His inspection was cut short by Teena's muffled voice "Okay! I'm ready!"

"Here we go, he thought." And he walked out the door at something short of a trot. He made it through Teena's door and got ready to spin around and head right back out again when he stopped short. Teena was sitting on her bed just as naked as she was a couple of weeks ago when he first saw her nude. To his eyes, she was every gorgeous dream he'd ever had and he just drank in the sight of her. Time ticked on while he just stared, his eyes tracing from the slight swell of her chest to the V of her legs and back again.

Teena was also staring. But her eyes had gone quickly from Gordon's well-defined chest to the long tube of flesh hanging between his legs. She knew what a penis was, of course, but had never seen on in person. She was finding the experience fascinating - the drawings and descriptions didn't do the real package justice. She felt herself getting wet between her legs as her heart rate increased and her mouth went dry.

Finally, she snapped out of her thoughts and said, "Well? Aren't you going to run out again?"

"Huh? Oh! I don't care about that any more. You can look." Gordon decided that he didn't care HOW long she looked at him as long as he got to look back. Her skin was milk-white and even at 11, she had the soft curves that defined a female. He ached to touch her. He even realized he wanted to kiss her. Badly. He walked towards the bed, feeling himself harden with every step.

Teena watched him walk towards her. Her eyes got bigger in time with Gordon's rising erection. She was a bit alarmed - she knew that meant that Gordon was 'aroused' - she was just shocked that SHE could have that effect on a boy. She also realized that Gordon was a lot stronger than she was. She should say something, but he was like a young ebony god striding towards her. His erection was bobbing slightly, hypnotically, with every step towards her. She wondered if he might let her touch it. "Um, Gordon, what are you doing?" she asked, her mouth as dry as cotton.

"I just wanted a closer look - and this way you get a closer look too. Is that OK? Maybe I can sit down next to you?" He sat without waiting for an answer. He pulled his eyes away from her nipples to meet her eyes. They were the clearest green he had ever imagined, and he was shocked to realize that he had never noticed them before. They were very wide - he got the impression that she was almost frightened of him and he didn't want that. He wanted her to feel safe - to like him, to want him there. Keeping his eyes locked on hers, he leaned closer to her and brushed his lips against hers, then pressed them firmly against hers in a passionate kiss.

Teena's heart felt like it was going to jackhammer out of her chest. Her 'boyfriend' Finn had kissed her before, but nothing like this. Her best boy friend was stark naked in her bed - and so was she! - and he was kissing her. And she had to admit, she liked it very, very much. She wanted to kiss him back - so she raised one hand and began stroking his hair, playing with the dreadlocks she liked so much. At her first touch, a small groan escaped his lips.

After a short while, she broke the kiss to get her breath back. She leaned slightly away from him and looked at him, blushing furiously. "Wow, Gordon! I never knew you wanted to kiss me!" She had to say something to ease the tension. She felt a burning need between her legs that she had never felt before. She had been masturbating for a couple of years, but had never imagined anything like this. She knew she WANTED Gordon. She was almost ashamed to admit it to herself, but yes, she wanted Gordon to get on top of her. To take that huge piece of flesh between his legs and to stick it up inside of her most delicate place and then empty his sperm into her body. It sounded so dirty! It had to be wrong, didn't it? She was too young anyway, but oh my god that itch between her legs was so strong - and she could tell she was wetter than she had ever been. She hoped he didn't notice.

"I've wanted to kiss you for a while, Teena. I hated it when you were Finn's girlfriend. I just never knew how to say anything - You're my best friend and I didn't want to screw that up. And I didn't want to screw up our friendship with Stick either. But God Teena, just seeing you like this - I'm so sorry if you didn't want to kiss me, but I had to! I've never seen any girl look as sexy as you."

Teena giggled and pointed at his erection "I guess!"

"Sorry - It does that all by itself Teena, I didn't mean to make you think I was going to rape you or anything."

"It's OK, Gordo... She stroked his hair again. I just never thought I'd make a boy do that. It looks really cool though." She trailed her fingertips down his neck and shoulder and across his chest..."Can I... you know... touch it?" She was shocked to hear herself ask. She wondered what a boy felt like down there, and her mouth had just jumped ahead of her brain. What if he said no?!

"Sure!" Gordon was hoping she'd agree to a similar touch in several areas. He watched as she slowly moved her hand down to his dick. The soft white of her hand was in stark contrast to the dark black of his hard on. When she began stroking him with soft squeezes and gentle pets, he thought he was going to die. He lay back on his elbows and watched her hand trace the outline of his manhood and then cup his balls. He groaned loudly.

"Did that hurt?" she asked, pulling her hand away. The warmth and the mix of hard stiffness within silky softness fascinated her. The way it jumped when she touched it and the velvety softness of his balls were a wonder - more than she had ever imagined.

"God no! Teena, please don't stop - it felt wonderful! I've never felt anything that felt so good!"

"Really? Just this little touch?" she returned to stroking and exploring. Gordon's hips were pumping slowly in time with her caress. She was amazed that she could make him react like this. She was making him feel wonderful just this easily! His hips were moving faster now, and she figured out that he most enjoyed it when she wrapped her fist around it and pumped it up and down, feeling the soft skin sliding over the hardness underneath. She was fascinated by watching his balls as well. At one point they were almost dangling down his legs, and then they tucked up close under his penis as he groaned again.

Gordon was in heaven. He didn't know it, but he was getting close to his first climax. As Teena was stroking him his body reacted in the natural way, his hard on swelling and firming as his balls tucked up, finally pushing him over the edge. He cried out and every muscle in his body stiffened, propelling his hips off the bed and giving Teena a scare. He felt his penis surging and electric shocks went through his mind and rockets exploded in front of his eyes.

Teena watched, amazed, as Gordon had a fit. It took her a little bit, but when a few small droplets of clear fluid leaked out of his penis she realized what had happened. She was surprised - all the books she'd read made her believe that a lot more stuff came out when a boy ejaculated. Of course, Gordon had a 'dry-climax' - his first. But his body was ready for the real thing and had now charged the system.

She took her hand away as Gordon lay back, panting... She watched his penis soften with all the concentration she had given it on it's way up. This was just amazing! She decided that boys were the most complex things on earth. She thought that he probably felt as good as she did when she touched herself at night - and SHE had made him feel that good!