Note: This story was dynamically reformatted for online reading convenience. Keywords: mf, first, oral, anal Copyright 2005 Ross James This story and all the others that I will post in the near future are based on the truth. Names, dates, places and other things have been altered for the protection of all involved. If you don't like to read about young people making love and enjoying the bodies God has given them then go away now. This is the story of how I learned how to make love to a (girl) woman. Shiela was her name. I was twelve, a couple of months shy of my thirteenth birthday. My folks had to go out of town for a funeral of a relative I hardly knew. I didn't want to go, so after many calls,they hired one of the girls from the neighborhood to sit with me. She would have to stay over Friday night. I didn't like the idea of a babysitter, but accepted it. She was 15, very slim, with long, dark hair. I had seen her around often enough, she and her friends walking through the neighborhood. I thought she was beautiful. No, in my sight, she was a goddess. Although I had enjoyed fantasies about many young ladies, Shiela was just too far out of reach for me to even dream about her. After the folks left, we did normal stuff like watch TV and later, played monopoly. While we were sitting on the floor, crosslegged, I couldn't help looking up the leg of her short shorts. I could plainly see her mound bulging against the white panties. My erection grew more and more the longer we sat there. With the dim light available in there I thought I could see just a little of the thin material of her panties wedging up into her crack. But I couldn't be sure. "Surfer Girl" by the Beach Boys came on the radio. "Oh, that's my favorite song" She said. "Dance with me." That was the last thing I needed. "Please" How could I refuse such a request. For a slow dance. With a girl. With a beautiful girl. With a beautiful older girl. I got on my hands and knees and stood with my back to her, shoulders slumped trying to find a way to hide my rock hard rod. She came up to me and turned me around with her hands on my shoulders. I put my hands on her waist and slid them around to the small of her back. I couldn't believe the feelings that rushed over me as she came closer to me. Our faces touched cheek to cheek. Her small breasts pressed against my chest. I thought I was dying. While we swayed slowly to the music I tried to keep as much body contact as possible without letting her feel my raging erection. I don't think it worked, because I could feel her up against it. She held me tighter whenever I tried to draw away. At last, the song and the agony ended. We sat back down to play again in the same positions. Once she shifted position and gave me an even more complete view. I could see almost all of her mound through the loosly fitting leg opening. Soon, it became too much for me to bear. I excused myself saying I was going to get something to drink. Instead, I ran through the kitchen, down the hall and into the bathroom. There I tore off my pants and sat down on the toilet. I stroked myself for all I was worth, trying to relieve the pressure building inside me. I was not an experienced masturbator, having developed the proper techinques only a few months before. I had been in there quite a while when suddenly the door, which I had neglected to lock in my haste, opened, and there she was looking straight at me and especially my hard, nearly hairless cock. She said "Excuse me, sorry, I didn't know you were in here." and closed the door. I heard her giggle as she walked away. My excitement withered away in my embarrassment, I returned to our game with a red face. She looked me straight in they eye. "I'm sorry for walking in on you, Ross. I really am. Will you forgive me?" All I could do is nod and feel my face grow hotter. "I have something to ask you." She paused and licked her lips absent mindedly. "Did I do that to you? You know, Turn you on?" I nodded again, unable to look her in the eyes now. But I was looking down into her shorts again. "How?" I looked up slowly into her big eyes. She looked serious, not like she wanted to humiliate me. "What did I do?" She smiled and added. "I need to know.... That information might help me with boys in the future." I overcame my embarrassment a little and grinned an evil grin. Then I pointed toward her crotch. She looked down to see the legs of her floppy shorts hanging open. "Oh, my god!" One hand covered her mouth and the other jammed between her legs to tighten up the openings and cut off my view. Then she giggled and relaxed. "I guess it's too late now." Her eyes sparkled. She looked at me with that same serious expression. I could tell she was thinking hard. "Can I see it again?" Now it was her turn to be red in the face. She looked down at my crotch and held her gaze there, leaving no doubt what she wanted. Of course, the horny young man in me overcame any inhibitions in just a few seconds of thought. At that age, I was willing to do anything that had to do with sex, and especially the opposite sex. I stood up, opened my pants, and pulled my underwear down to free my penis, still limp because of the shock of being discovered masturbating. She sat there and stared at it with her eyes wide and mouth open. "I've never seen a real one before, only little boys. You aren't a little boy, for sure." I didn't know if she was telling the truth or not, but it made me feel better. She was complimenting what may have been all five inches of me with less than two dozen dark curly hairs growing around the base. It started growing and standing up immediately. "Can I touch it?" She asked. I could only nod as I walked over to her with my pants around my ankles. She reached out with her delicate hands and rubbed the shaft lightly with her fingertips. My cock jerked madly in reflex. Instead of the hard pounding I usually needed to make myself come, her light stroking brought me toward the edge even more quickly than I ever experienced. I pulled off my shirt and kicked my pants completely off, standing there proudly nude, even though I was shaking so much I could hardly stay upright. "Can I see you?" I asked. This time she was too shy to say anything. She seemed to think about it for a minute. Then she nodded. She let go of me for a moment and stood. Off came her t-shirt and then her shorts. She stood there, thinking longer, and then popped off her bra and let it fall to the floor. Her breasts were only tiny bumps on her chest, sharp pointed little cones, with nipples that stuck quite a ways. I looked down at her white panties which covered the parts, I had been dying to see. Her pussey seemed to stick out and form a bulge between her legs. Her slim thighs were far enough apart, that even with her knees together, I could see plenty of daylight between them. With deliberate movements, she rolled her panties down and revealed her pussey to me. It had only the slightest little line of dark hair above it and all her charms were visible. I could see her pink inner lips just peeking out. She sat down on the couch and reached out again to touch me. When she did, I felt the pressure building up inside me. Her tender hands clasped my dick like she was praying to it. I shuddered and came like an earthquake was inside of me. Jets of my semen spouted out and landed on her chest, stomach, and thighs. She kept rubbing my penis untill my climax finished. My knees buckled, and I sat down on the floor. She rubbed the sticky white spots around on her chest and held her fingers up to feel and smell my sperm. She looked at me with a question in her eyes. "I didn't know you were old enough to do that." "I didn't know you would help me." I answered. We both laughed. "It's bath time." she announced, like a babysitter again. Then she smiled while looking at the white goo splatterd over her body. "Lets take a shower." She stood up, pulled me to my feet and gave me a big hug, pressing her nipples into my chest and smearing my cum all over both of us. I was in heaven. I didn't want to let her go. She felt so warm and soft. Our bodies made contact from head to toe. I held her close and instinctively kissed every inch of skin of her face, neck, and shoulders that I could reach. Doing this made her hug me even closer and tighter. We went into the shower and bathed each other great care, each studying the others body in minute detail. I washed her bottom tenderly when she bent over and spread her cheeks for me. I kneeled down in front of her and she spread her pussey open for me to wash it. I paid close attention and made sure I got all of it clean while drinking in the lovely vision of her sex. She did the same for me and when it came time for her to wash my cock she had me erect again in no time at all. She took me by the hand and led me down the hall to my bedroom. I could only follow dumbly. When we got there, she turned to me and hugged me close again. She looked me in the eyes and moved her face closer to mine. Eventually, our lips made contact and we began kissing. Another first for me. This was a real kiss. I didn't know exactly what to do, and it seemed like she didn't really know either. But we managed and our instincts helped a little bit. I tasted her lips with my tongue and she did the same to me. The tips of our tongues met somewhere in the middle. When we broke the kiss, I again started kissing other things, her cheek, her chin, her neck, her shoulders, her chest. When I got to her chest, she let out a long sigh. I figured I was doing someting right. I kissed my way down to her breast and sucked a nipple into my mouth. She sighed again and moaned a little. Now I knew I was doing good. I let that nipple go and went for the other one. She pulled my head tightly to her chest. I sucked as hard as I could, wanting to pull it off and swallow it. She was so sweet. She sat down on the bed and I sat down beside her, still sucking on that nipple, with my tongue tickling it. She let out a little growl and lay back completely on the bed. "Ross?" She asked. "Have you ever been with a girl before?" "No, not with a grown up one." I answered. "Have you ever been with a boy?" "Not with a grown up one." she answered me. She new what to say to make me feel like a man even if I had a long way to go to become one. "The boys at school think I'm ugly and too skinny and flat chested." She pouted a little. "I've never even had a chance to kiss a boy. Nobody has ever tried to kiss me." I scooted up the bed beside her. Too bad the boys at school never had a chance to see her like this, I thought to myself. "You are beautiful." I told her truthfully. "I wish I was old enough to be your boyfriend." "You are doing a good job so far." She smiled and reached up to pull me close once again. We lay back and she spread her legs appart as she kissed me. One of my legs went between hers. She hugged me tight and pushed her hips up to grind her cunt against my thigh. Again, by instinct, not knowing what would make her feel good, I pushed back against her pussey with my leg. She started humping my leg harder and faster. I didn't know what to think. She held our kiss and started moaning with our lips together. She reached down and pulled my leg harder against her sex. Then she froze, dead still, her body hard as a rock, pushing against my leg. She didn't breathe. She didn't move. Then she let out her breath in one big whoosh and fell limp. Up until then, I had no idea that girls could climax too, but I figgured that's what happened to her. I began kissing her flesh again. It was so warm and sweet, that I wanted to kiss all of her. I began again with her neck and worked slowly down her sweet body. Sheila just lay there, eyes closed, trying to catch her breath. Eventually, I was above her pussey, my nose in the thin spot of hair. I slowly inhaled her scent, young girl mixed with something new to me, a hint of woman. Perfection. I kissed the little inner lips poking out and she jumped. She spread her legs wider as I kissed them again and slipped my tongue out to taste her. Her pussey opened up and I could see everything. I could see the tiny hole of her vaginal opening. I had heard all the talk, of course, and played with a number of little girls over the years, but I still wasn't sure how to make the best use of it. Again, instinct seemed to help. Her heavy, warm scent filled my nose as I ran my tongue up and down her soft, fleshy parts. When I got back up to her clitoris (I found out about that much later), I sucked the fleshy peak into my mouth, just like I had done her nipples. She spread her legs even further apart and pulled my head to her tightly. I figured she liked that and sucked and tongued it even harder. Shiela started taking heavy gulps of air and then started softly squealing. "EEEeee. EEEeee. EEEeee!"She stiffened and shook again. I kept licking until she pushed me away. I raised up and looked her in the eyes again and could see little tears beginning in the corners of her eyes. "I never thought I could feel so good." She sobbed. "Why do grown ups try to keep us from knowing about this?" I had no answer. I just moved up her warm, perfect body, kissed her again and held her tightly. I let her relax in the afterglow for several minutes, with our bodies together, sharing the warmth, lost in our own thoughts. In a little while we started to playfully roll around on the bed. I wound up on my back with her on top of me. I kissed her some more and rubbed her body all over, at least the parts I could reach. My hands grabbed her butt cheeks and pulled them apart. I slid a finger into her crack and massaged her asshole a little and dipped it down to her vagina bringing up some of her freely flowing lubrication. I didn't know much about that either, but I figured it was something slick like my own pre-cum fluid. It helped me slip a finger into her ass hole a little at a time. I didn't know about pussies that much, but I had a little more experince with butt holes (playing "doctor" and other kid games). Most of the little girls I had played with enjoyed anal penetration a lot more than vaginal, which could understandably be painful. I thought she might like that too. She did. She started moving her hips up and down, seeming to want even more of my finger in her. When she came back down her pussey rubbed hard against my dick, which was crushed against her stomach. This was a little uncomfortable for me, so I reached down and stood it up between her thighs. When I let go, it slapped onto the crack of her warm, wet pussey. She ground her hips into me even harder. She started moving all around and I found it hard to keep my finger in her butt. I popped it out and just rubbed her back for a while. Her up and down movements smeared her slippery juices all over my shaft. She began her high pitched wail and stiffened again in yet another orgasm Her movements caused the head of my dick to rest against the entrance to her warm tiny hole. I felt the head slip in a tight, hot place for a second until her movements took it out again. Her climax subsided and she kissed me while her hips took on a slow rocking movement. With each stroke the head of my dick went further into this warm, wet, tight little hole, and then back out again. I wasn't sure what was happening, but I didn't want to stop it. Without breaking our kiss, she moaned a little into my mouth and kept up the movement taking me a little deeper each time. In just a little while, I could tell that I was burried all the way inside her body. "Ross," She finally broke the kiss. "How many fingers do you have in me?" I held up my hands to show her there were none. "I think we're fucking." She said and increased her movement. "I thought it was supposed to hurt a lot the first time. I just feel stretched. It didn't hurt at all!" I had been completely ignorant about sex earlier in the day, and now my dick was buried deeply inside of this beautiful, older woman who knew just as little as me. I was in heaven. In no time at all the pressure built up in me and I felt that familiar, burning hot feeling. My body erupted in my first no hands orgasm. I must have had a lot of cum built up in me because I could feel our juices dribbling down my balls and onto the bed. I lay there spent while she kept grinding herself against my now bruised and sore pelvis and then she stiffened and shook again. She collapsed on top of me. Holding her, I drifted off to sleep listening to the soft, cute snoring of this wonderful, sweet, beautiful, warm, little woman. I woke up the next morning in the same position with her sleeping on top of me. I had to pee really bad and her weight wasn't helping my bladder one little bit. I gently rolled her to one side and slipped out from under her. I looked down and the vision of this beautiful young lady lying on her stomach, nude, imprinted itself on my brain and my heart. More than fourty years later, I still see her when I close my eyes. I still compare the feel of my lovers with the feel of her body next to mine. I walked quietly into the bathroom and let out a powerful stream. When I finished, I got out a washcloth, saturated it with warm water, and carefully removed the crusty evidence of our loving from my cock, balls and stomach. When I looked up, there she was in the doorway..... again. I couldn't help laughing. She had caught me in the bathroom one more time. "Get out of the way, I gotta pee!" She brushed past me. She slammed down the toilet seat, plopped onto it and let go. I stood there in shock. Another first for me. A grown woman.. girl.. was taking a whizz right before my eyes. Of course, I started getting hard again. She stood up and walked up to me. "Wash me too, please." I warmed up he cloth as she leaned against the counter and spread her legs. I kneeled down in front of her and with one hand, opened the lips of her pussey. Inside, I could see some of my white cum leaking out of her, and around the outside of her thin pink inner lips, and in some of her sparse hair, I could feel the dried out crust of our juices. I washed her carefully, not wanting to cause her discomfort with the rough cloth. When I was done, I couldn't resist the temptation right in front of my eyes. I wrapped my arms around her legs and pulled her pussey to my face. My tongue darted out and slipped into her soft folds. There was just a hint of a new flavor. Some of my essence remained, but it didn't bother me at all. She grabbed me by the ears and stood me up. Then my beautiful Shiela took my hand and led me back to the bed. She pushed me down onto my back and climbed between my legs, my erection only inches from her face. She took my cock in her hands and studied it carefully. She looked like she was thinking hard about something again. Her expression changed to one of determination as she lowered her head and planted a kiss on the head of my dick. I jerked in reaction and giggled. Then she stuck our her tongue and licked it once. Her eyes closed and she seemed to be concentrating on the taste, like someone tasting a fine wine. Her mind made up, she wrapped her lips around the head and lowered herself slowly, until about half was in her mouth, then came back up. "Oh, wow?" I groaned. "That's fantastic. Don't ever stop" "You did it for me. I thought I would do it for you." She paused just long enough to tell me that and then resumed swirling her tongue around my shaft as she lowered her head again. In just a minute or two she swung her body around, never releasing my dick from her mouth. She wound up with her knees on either side of my body and her gorgeous cunt right over my face. I reached up, grabbed her hips, and pulled her down into contact with my mouth. My nosed rested against her fresh, clean, pink, puckered anus. The absence of any odor turned me on even more. I licked the entire lenght of her crack from clit to her sweet tasting ass hole and back. Now I know what the old jokes about sixty nine were all about. In just a few more minutes I knew I was about to blast again. I decided to warn her. "I'm gonna cum!" "No, no, not yet." She released me and lay down on the bed with her knees up and legs spread, holding her pussey lips open as an invitation. "Fuck me this way." She ordered. I wasted no time getting into position between her legs. She took hold of my dick and pulled me to her wet tunnel. I was going out of my mind. This time I could see what was happening. I penetrated her slowly, and pulled back out, going a little deeper with each stroke, just like we did the first time. Soon I was buried all the way. "Fuck me hard and fast!" I did, pulling almost all the way out and slamming back into her deeply. I lay my body down on hers and kissed her with all my heart. She wrapped her legs around me and pushed back with each thrust. A couple of times, I missed a stroke and popped out with my dick sliding down the crack of her ass, smearing our slick fluids from one end of her split to the other. She would just reach down, guide me back in, and start up again. My hands went down to her cute little butt, holding a cheek with each one. I slipped my middle finger into her crack and down toward her anus, now slippery with the juices flowing out of her cunt. I rubbed it with the finger and it seemed to relax and draw the invading digit inside. "Oh, God, Yes!" She moaned and humped at me harder. I pumped the finger in and out of her squeezing hole a few times and then resumed a grip on her butt while pounding my cock into her pussy. One more time, in my enthusiasm, I slipped out and on the down stroke popped the head of my dick into her yielding ass hole. "Oh, God, stop stop stop!" She yelped. "What's wrong?" I asked as I pulled away from her. "No, no, don't move." She grunted. "It's in my ass. Wow! Don't take it out. I've heard about this, but I didn't believe it. You can really do it this way. Cool." I was shocked, needless to say. I hadn't really thought about a dick going in there, but there it was. I pushed her knees up to her shoulders to look. Now I could see all of her wonderful pussey and see my cock surrounded by her amazingly tight flesh. She giggled a little then said. "I feel like I have to poop. Maybe if I push out a little while you push in, it will go easier. Just take it slow." I started a slow in and out just like before and soon was all the way inside her bowels. Her lubrication leaking from her pussey kept flowing and kept me sliding in and out comfortably. I reached down and slipped a couple of fingers in her vagina and rubbed her clit with my thumb. She went off like a rocket. "EEEeeee. EEEEEeeee. EEEeee." she squealed while jerking all over the bed. It was too much for me. My dick swelled and pumped for all it was worth, emptying my balls and pumping my seed into her stomach. Slowly we relaxed from our shattering climaxes. I fell over onto my side as my dick shrunk and slowly slid out of her. When the head passed through her sphincters, they slammed shut and popped me the rest of the way out. I lay beside her completely exausted. Our eyes locked on each other with complete love and trust. She began to speak seriously. "Ross, you know this has to be our secret. If our parents or any of our friends ever found out, we would never hear the end of it." Shiela looked worried for a couple of seconds. "If I'm pregnant now, oh God I hope not, don't worry. I still won't tell on you. But I think I'm ok. I just got over my period a couple of days ago." She smiled sweetly and continued. "We will always be friends. You know we have something special. I was your first. You were my first. They can never take that away from us." "I know." I answered. "I'm too young for you. Your friends would make you miserable if they found out you made out with a little boy like me." "Not so little," She corrected me. "and maybe more of a MAN than a boy. You can make a girl feel special. You know how to make a girl feel great about her body and about making love. AND now I know how I can satisfy a guy without worrying about getting PREGNANT! I owe you more than you will ever know. I can promise that you will never be lonely again. There are lots of girls who are waiting for the right guy to be their first. If you trust me you just might have a job." This stung a little. I knew it couldn't go beyond here. I felt the tears welling up in my eyes. I was in love. With her. I still am. But she made a promise that made me feel a little better. It was over. I knew it. Shiela knew it. We got cleaned up, dressed, and straightened the house. When my folks got home, life was normal again for a while. We stayed friends through the years, but the occasion never occured for a repeat. She found a boyfriend and fell in love. They have been together for nearly 40 years. But she kept her promise. I know she put in some good words for me. I have lost count of the number virgins over the years have honored me with their first time. I made love with them the same way, slowly, carefully, lovingly, while letting them take their own virginity with me as the instrument. I still remember her and think of my introduction to love fondly. Thank you Shiela Comming soon..... Shiela introduces me to Christy Your comments, your own first time stories, or story ideas are welcome. you can e-mail me at "vrgnkisr" (without the quote marks) then put the little "@" thingie then "yahoo" then the dot "." and "com" I had to write it out that way to keep the spam bots confused. I'm sure you can figure it out. Ross James