around it!'

I'd have been not only embarrassed by such a comment but highly pissed off, normally.. Especially considering the source-a spindly twelve-year-old kid. But this was hardly a normal time, to say the least. ‘Under the circumstances, it actually excited me to hear the brat talk like that. And the way he was running his band up and down my leg added Mill more of a thrill. Tim was giving it to me real nice at this point, moving his prick in and out just the way I like it, but the additional spice of Petey's unexpected presence made me hotter still.

'Don't let him bother you with all his yapping,' Tim said, breathing hard as he spoke. 'I'd make him get, the hell off the bed if I wasn't so… augh… goddamned horny and hot for your… ungh… hot for your… umm… cunt!'

'Forget about him, lover,' I whispered, wanting to reassure him. 'Just keep feeding me this stiff prick?'

The truth was that I wanted to make sure Tim didn't run him off-the horny little brat was giving my legs such a nice, sensuous massage I wanted him to keep it up. I didn't see how it was possible for Tim not to notice what he was doing to me, but after I told him to forget about the kid, Tim seemed to do just that. I opened my eyes again and looked down over Tim's shoulders to see Petey going to work on himself with one hand and reaching as far up my legs as possible with the other. Just a little more and he would have his hand right between Tim's thighs and mine.

'Oh man, I'm gonna come, I'm gonna, I'm gonna I'm gonna get my nuts off!' Tim exclaimed.

I wished he could last just a shade longer, but he'd done so well that I truly didn't have much to complain about. I started working my ass up and down so I could get my goodies in time, but I wasn't quite fast enough, and he collapsed on me as he groaned and shot off. The ‘wonderful feeling of a pussy full of hot come was pretty fantastic, even if it wasn't as good as coming. He rolled off but I still kept hold of his cock. I played with it while he lay beside me with his eyes closed and took long deep breaths. Its softness didn't bother me any, but I sure wished he could have stayed bard just a little longer. I kept playing around with it, letting the slippery come run all through my band to his balls, but it didn't show any sign of perking up and getting hard again very soon.

I would have been content to just lie and fool around with his cock ‘till it got hard again. I was sure it would come around before too long, Tim being so young and in such good shape. But I didn't have to wait at all. Little Petey suddenly moved up from below and slipped his hand between my legs. Re was much bolder than I had ever Imagined he would be!

My first instinct was to push him away and 2$roll sideways, but when that failed to dislodge the little fucker's hand from between my legs I changed my mind fast. He went straight for my cit and immediately began rubbing real soft and gentle on it with his thumb and forefinger. His obvious experience surprised me as much as it delighted me, but I still wasn't ready to give in to him.

After all, a twelve-year-old lover was ridiculous, I told myself. Fourteen was bad enough, but twelve would really be robbing the cradle.

'Come on,' he whined, almost as though asking for milk shake or candy bar, lemme have a piece, will ya! You let Tim do it to you and. he's only two years older than me.'

'You ought to have your mouth washed out with soap,' I said to him. 'Give you a piece, indeed.'

I wasn't as outraged by his words as I was pretending to be, but I did think it was awfully cheeky of the kid to talk to me in such a familiar way.

'Okay,' he chirped brightly, 'I'll let you wash my mouth out with soap if you'll let in a wash out something of yours… your pussy, with my tongue!'

What sass! But I did have to give the kid credit for a little wit. Back when I was his age, any boys I knew would have been scared to touch a girl, much less talk about it to one the way he was doing to me.

What's more, he promptly demonstrated that he meant what he said. Without even missing a beat, Petey crawled up and plastered his mouth on the wet, red lips of my pussy. He kept his fingers going on my clit and sucked the soft flesh of my outer slit. As hot as I was from not quite making it with Tim only a few minutes before, the attention little Petey was giving me was something I could hardly afford to reject.

I made a sighing noise in my throat in spite of myself, and as be kept up the tongue action I found myself getting nice and wet again.

'Look at him go,' Tim said, rolling onto his side and watching us. 'Guess he likes the taste of my come, huh 7'

I would have thought that Tim would have been angry with Petey for taking over where he left off right in front of him, but it was more as though he was just a little spiteful.

Then he said, 'Don't you, Petey? Don't you? Pull your face out of, her cunt long enough to tell her how my come tastes, will ya? Tell her how it feels to lick my come out of her hole!'

It was more bantering than malicious, making me think the two of them might have been together with a girl before some time or other. His words seemed intended to mock and insult the younger kid, but not to vent any real spleen.

By this time, he was getting so hot I felt his cock rubbing up and down my shins and ankles. He still had all his clothes on, including shoes, shirt and pants-but his fly was open from when he had been playing with himself, and his little prick was red and shiny and hard as a ten-penny nail.

He made no effort at all to answer Tim's badgering comments. He would have had to take his mouth away from my muff to do that, and he showed absolutely no inclination to do so.

I couldn't help telling him how he was making me feel, even though I felt like a dirty whore for speaking such words to a young kid like him.

'That's the way, honey,' I whispered to him, 'give me a good licking. Umm, Jesus, but that feels good. Tongue it out good for me. Give me a whole cuntful of that hot little tongue, will you… eat me out all the way, suck my snatch ‘til I come… oh, don't stop… don't stop ‘till I get my goodies!'

The kid was beside himself with desire just as I 2$was. His hand fairly flew as he jacked himself off I reached down and covered it with my own.

'Here, sweety,' I said. 'Let me help you out there. Let me work on that thing for you.'

He gladly removed his hand and grabbed a tit, reaching over his head and blindly groping for it without even raising his face from my snatch for a second.

'You horny little devil,' I said, 'I'll bet you didn't think I knew how to jerk you off, did you?'

His only response was a sucking noise and increased activity inside my wet fuckhole.

'There, you like it like that?' I went on, softly sliding his loose foreskin up over his fat little knob and back again. He was uncircumcised, so he had plenty of smooth, stretchy skin for me to play with.

'Here sweetie, let me get you going.'

I let my finger, go a little faster, still careful to give him plenty of pressure without going overboard and squeezing it too hard or too fast.

'Like this, sweetie? Like it when I, do this for you?'

I allowed my fingers to travel a bit farther down each time, so that I was gradually giving his scrotum an affectionate stroke every time I moved my hand.

'And how about this?'

I went still lower and handled his balls lightly, letting him know how good a woman can make a male feel if she takes her time and knows what she's doing.

'You sure do sound like you're getting awfully hot, sweety… are you about to shoot off?'

Again his only answer was a slurp slurp slurp between my slippery-hot pussy lips. I opened my thighs and closed them again, getting a nice, grip on his ears and hugging his cheeks tightly against my damp akin. Now the kid was beginning' to huff and puff some, just like Tim had been ‘doing before he shot off.

'Don't hold it back, let it come. Go ahead and let your little cock shoot off!'

At that instant I felt the hot spray of come fly all over my hand. I've always thought that ‘having a man shoot off on you where you can feel it was one of the most arousing things in the world, and this was no exception. Even though Petey wasn't old enough to shoot off as much as older guys, the heat and thickness of his pure white discharge gave me a marvelous sensation as it covered my hand and splattered onto my, wrist. It was almost as good as when Tim had gotten off his rocks into my cunt, where it's more expected. Petey had hi~ eyes closed when he did it, and was scrunching them shut as though in pain. But I knew it wasn't pain at all, but simply the intense pleasure of coming that made him do it.

I stroked his balls some and patted his little cock as it got smaller, then drew my sticky wet fingers to his nose. The smell of his virile young love juice was so lovely in my nostrils that I wanted him to smell it too. He was

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