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"Mr. Benson!" she gasped. "Golly! You're enough to drive a girl crazy! We can't now! Ohhhhh, don't stick your tongue in me! You'll get me horny, and we can't fuck right now!"

Al chuckled into her muff and tongue-fucked her tight pussy-hole. "What the hell?" he exclaimed, licking his lips. "Have you been fucking?"

"Never mind that now," Tracy said breathlessly. "You have to tell me something. Why does my mom want me to stay away from you? We all used to be friends. What happened? I don't think she wants to tell me."

"I don't blame her," Al said, stroking her exposed pussy with his fingers. "It isn't something a mother wants to tell her daughter."

"What?" Tracy shrieked. "What's all the mystery about? Tell me, or I'll never fuck you again."

"Okay, you asked for it. Your mother and father aren't divorced. The son-of-a-bitch ran off with my wife! When me and your mother weren't around, they were fucking their asses off over there and in here!"

"Oh, wow!" Tracy gasped.

The wheels turned in her little head. Her eyes registered comprehension. Now she understood a lot of things.

"Oh, wow," she said again.

Then her voice softened and her eyes got sad. "Poor Mom," she muttered. "And poor you."

She slipped off tie counter to her feet. Her heart went out to him. She dropped to her knees on the kitchen floor and unzipped his pants and got his big cock out.

"You poor man," she said sympathetically, and took his prick into her mouth. She sucked him off until she heard a car outside.

She slid her sexy young mouth way down on his rigid prick and swirled her tongue round and round his cock-head. She pumped her fist up and down on his thick cock-shaft as her lips, tongue and mouth took care of his cock-head.

Al groaned deep in his throat and leaned back against the kitchen table for support. He stared down at the golden head of his teenaged fuck mate and gritted his teeth with intense pleasure as Tracy blew him. Then she heard the car outside.

"Oh! I gotta go! Save it for me!"

"Save it!" Al choked. "Why don't you…"

But Tracy was gone. She flew out the door and pranced to her own kitchen, just in time to see her mother and Phil Smith coming in the front door.

"Hi, Mom," she chirped brightly. "How was the movie?"

"It was great. You should go see it. I think you'd like it."

Tracy looked from her mother to Phil, who winked at her. Was her mother trying to get her out of the house? Yes, that was it.

"I'd like to," she said.

"I'll give you the money," Phil said.

Tracy made her eyes big. "Oh, I couldn't let you do that. I'm not supposed to take money from strangers."

A typical mother, Carol broke her own rule when it suited her. "Phil isn't a stranger, darling. I told you he's a friend. And he likes you. Don't you, Phil?"

"Sure do," Phil said with a private grin for Tracy, who smiled back at him. "Here, take ten bucks and have a good time."

Tracy's eyes lit up as she got on tip-toes and gave Phil a kiss on the cheek. Only Phil knew that she felt his crotch and gave his prick a little squeeze.

"See you later," she bubbled, and hurried out of the house.

Why not go to a movie? she thought. It'll give me time to think about Mr. Benson and Mom. They shouldn't be enemies. What can I do about that?

She pondered the problem even as she watched the film. It was boring to her and she wondered if Mr. Benson was watching one of his fuck films. Now that would be exciting!

She was so lost in her thoughts that she didn't notice the man sit next to her. The first time she knew he was there was when she felt something on her thigh. It was the man's pinky! It was creeping over the curve of her thigh toward her crotch!

Her leg jerked a little and suddenly a raspy voice near her ear whispered, "Don't be afraid."

"I'm not afraid," she whispered back, and the hand jumped.

Smiling to herself, she let her thighs open nice and wide. In the dark of the theater she slowly inched her dress up on her legs. The man's pinky touched firm flesh and froze a moment before continuing its slow journey to her pussy.

It froze again when it touched furry hair and a naked cunt. Tracy smothered a giggle and sat very still as several fingers found her pussy attractive. The next thing she knew, one lone finger was massaging her clit real nice.

Her arm was on the armrest between the seats. A big hand suddenly touched hers, then grasped it. Tracy felt her hand being guided in the dark to the right. It was lowered and her fingers curled around a big, thick, wet prick.

She moaned softly and slumped in her seat a little so the man could really get at her cult while she slowly jerked his cock. Now she was glad she came to the movie.

But diddling wasn't enough for her. Her breathing quickened and her nipples tingled, and her clit quivered and she was horny for something more than this.

Having no fear, she whispered to her mystery man, "I'll eat you if you'll eat me."

All she heard was a strange guttural sound, but she took that to mean that he was willing.

"You first," she whispered.

The hand left her cult and Tracy could barely see a dark form slide to the floor and come over between her outstretched knees. Hot breathing burned her crotch for a moment, then a wet tongue licked into her cunt. Her eyes got glassy as the man sucked her clit and tongued her pussy-hole for her. It was very exciting!

Her hands gripped the armrests then and her tits grew very taut in the tightness of her dress as her passion mounted. Her eyes burned unseeingly into the movie screen as she slowly churned her ass in the seat and came wetly on the drilling, probing tongue. She shivered and shook and vibrated beautifully and had all she could do to keep from crying out.

When her little earthquake subsided, the horny tongue between her thighs licked her pussy dry, as if its owner loved pussy-juice. Then the warm mouth kissed her cunt affectionately and Tracy felt good about that.

She waited until the man was seated again, then she copied his performance. She slipped to the floor and, on her knees, crept over between his legs. The man sat very still as Tracy jerked and licked his stony prick.

She held his cock firmly and licked her saucy little tongue all over it, up and down, back and forth. Then she took his prick-head between her lips and lashed it with her tongue until the guy groaned. She smiled on his cock and gave it nice sucks until her mouth got horny. Then she blew him in earnest.

She fondled his hot nuts and bobbed her pretty head up and down, faster and faster, as she began liking his prick. Once her mouth was horny for cock-sucking, there was no beating her. She mooned and whimpered as quietly as she could as she sucked the cock to its greatest thickness and height.

Then she licked and sucked hornily to make it burst. In the end, the man's hands came to her head, he pulled as he thrust his boner up into her sucking young mouth. His balls burst with a fury and huge wads of cock-cream blasted into Tracy's hot young mouth. She moaned and sucked all the cum up out of his hot nuts.

Because he had been nice to her pussy, she was nice to his prick. She licked her tongue this way and that and cleaned it dry of his hot slime. Then he killed his cock-head several times before releasing him.

She sat in her seat again and got her breath back. It felt awfully hot in that theater then. Fanning her face with her hand, she leaned over.

"Would you like some popcorn?" she whispered.

There was no answer, so she asked again. But her scent lover was gone. That saddened Tracy a little, but she got over it. She went and bought popcorn and soda for herself and enjoyed the rest of the movie.

When she got home, she found her mother in tears, sitting on the sofa with her head in her hands.

"Mom! What's the matter? Where's Phil?"

"I threw him out," Carol sobbed. "He wasn't a nice man."