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"Oh, Paul. Paul!" Her voice was quavering, and he could feel her hot tears on his shoulder.

"What's wrong, baby? Did I hurt you?"

"Oh, no! Not at all! I'm crying because it felt so good! Thank you, PAUL! Thank you so much!"

He slipped his hand out of her hot Wet crotch and bud her close in a two armed embrace. He was really impressed by the intensity of the little girl's passion. Re was also powerfully aroused; and he could feel his stiff cock rubbing against her naked loins.

"If you really, want to thank me…!" Paul said taking one of Lisa's hands and guiding it his groin.

Lisa gasped when she felt the length and girth of Paul's cock. "Oh! You're so big! Does it feel good when I rub it?"

"It sure does. Let me show you how!"

"Oh, please do!"

Paul wrapped her slim fingers around his cock right below the swollen knob. Putting his hand over hers, he showed her, how to slide the akin up-and down.

"Is that right'?" she asked.

"Great!" He took his hands away and relaxed and stroked the little girl on the ass while she jacked him off.

"Kiss me!" she whispered.

Their lips met, and then opened, and their tongues met. Paul extended his tongue and caressed the inside of the young girl's mouth while she manipulated his hard cock.

"You make my dick feel real good!" he told her.

"It's fun to play with it!" she giggled. "Did it make you horny to play with my pussy until I had an orgasm?"

"It sure did!" Paul admitted. "That's, why my cock got so big and hard!"

Lisa was jacking very sweetly and tenderly, and Paul's penis was twitching with good sensations. His balls were tightening up with pleasure and he decided they could use some stimulation, too.

"Use your other hand to tickle my balls!" he suggested.

The little girl willingly complied. She put her soft hand around his quivering nut-sack, fondling and rolling his balls. She kept rubbing his cock at the same time, and Paul was soon squirming with delight.

"So you liked your first orgasm, huh?" Paul whispered.

"Oh, yes!" Lisa reflected for a moment, her eyes thoughtful, her hands busy on Paul's sex organs. "If somebody had told me before what it was gonna be like, I wouldn't have wanted to do it! But now I can hardly wait for the next one!"

If Lisa's cock play lacked experience, she made up for it with sweetness and enthusiasm, and soon Paul was feeling his belly churn with excited tension.

Paul soon realized Lisa had a natural talent for sex play. She paid attention to his responses, and concentrated on those movements that seemed to give him the greatest pleasure.

He showed her how to fill her palm with saliva from her mouth, to lubricate her strokes. He taught her to refine her technique by giving a little squeeze to his swollen knob at the top of her stroke. He showed her the place on the bottom of the knob where all the nerves meet.

"You mean right here?"

"Oh, yes, yes! That's it, baby! Right there, rub it hard! Oh, you make my cock feel so big!"

Paul's nuts were throbbing with pleasure, and little spasms were lurching through his long dick. A clear liquid started leaking from the pies-slit at the very tip.

"That's not come, is it?" Lisa asked.

"Not yet!" Paul gasped. "But it means I'm getting close!"

"I want you to have a really nice orgasm!" Lisa said. "Is there anything special I should do?"

"Oh, yes!" Paul said. "There's a special place, right at the base of my cock, between my balls! When I start to come, you can tickle firmly right there. That'll really make me come hard!"

Lisa was really enjoying jacking Paul off. She threw the sheet back so she could watch. She was amazed at how big and red his swollen dick was.

"I can't believe you put this huge cock inside girl's pussies!" Lisa said. It's so long, and so big ground! Doesn't it hurt them terribly?"

Paul laughed. "Not really! In fact, just the opposite! I've never had one yet that, didn't tell me she thought it was wonderful!"

Lisa leaned over Paul's groin and let a big drop of spittle fall from her lips to the twitching red knob of Paul's cock. Her hands looked very small, wrapped around the thick shaft! Paul moaned and squirmed as the little girl's loving manipulations brought him closer and closer to coming in her hand.

"Paul, what if you and I wanted to fuck! How could you get this giant peter inside my little slit?"

Paul had not even allowed himself to consider the possibility of actually copulating with Lisa. As soon as he even started thinking about it, he knew it was a powerful idea, because his cock swelled up even harder, and his balls started twitching with passion.

"Well, baby, I don't really know!" he moaned.

"Haven't you never fucked a virgin before?" she wanted to know.

"I've fucked a couple that said they were! But they were… they were both about nineteen. Or at least seventeen. They were older than you."

"Oh!" Lisa jacked his cock for a moment in silence, and Paul was afraid he had made her feel bad about being young again. "Well, wouldn't you like to fuck me?" she finally asked."

"Oh, Lisa!" Paul moaned. "Yes, I guess I would! In fact, to be strictly honest, I guess I'd have to admit I'd probably like to fuck you almost more than anything else in the world!" he confessed, to both of them.

"But, we couldn't, huh! "Cause I'm not old enough!" she persisted.

"Oh, I don't know, baby! If we were very patient, and very gentle, we could probably do it!" Paul closed his eyes and tried to imagine slipping his hard organ into Lisa's tight twelve-year-old pussy. Surprisingly, it wasn't very hard to imagine at all, and the more, he thought about it, the easier it got!

Squirming with sexual pleasure, Paul opened his eyes and looked at the beautiful little girl who was jacking him off, about to make his semen erupt. She was so lovely, with her straight long blond hair, her round childish face, her perfect slender little body, with round full buttocks and long slender legs.

Lisa's immature little breasts jiggled as she whipped her hand up and down on Paul's throbbing red hard-on. Her nipples were erect with general sexual excitement. She had not bothered to pull her little panties back up, and they were still rolled at the tops of her lovely thighs.

Paul stretched out one hand and lazily petted, the little girl's naked buttocks while she masturbated him. He loved the soft smooth feel of the skin on her perfect ass. He loved the way her soft hand whipped his swollen shaft into a frenzy of joy, making it twitch and leak. His balls bounced and rolled sensuously in the palm of her other hand.

"Oh, baby, that's fine!" Paul gasped. "Your hands on my cock are so great! You're gonna make me squirt my jism pretty soon!"

Lisa giggled and increased her speed. "Shall I tickle you between the balls now."

Without bothering to wait for an answer, Lisa pushed between his testicles with her gentle finger, sending chills shivering through Paul's crotch.

Paul's hips started jerking up and down with involuntary spasms. His ass and balls tightened, and the base of his cock vibrated with intense sexual sensations.

Lisa read Paul's signals perfectly! She allowed more saliva to drip from her mouth onto Paul's cock-knob, and jacked even faster. Something made her try squeezing a little harder too, and she was instantly rewarded for her effort when Paul's cock convulsed in her hand, and started leaking still more fluids.

"Aaahh-aahhh-ahhh!, Oooooohhhhhmmmmmm!" Paul groaned.

Probing gently between his shivering testicles, Lisa's finger finally located Paul's prostate, his prime pleasure point. As soon as her fingertip contacted the kernel-sized pleasure node; Paul's whole body started jerking and twitching. Lisa giggled and massaged it tenderly with her finger, at the same time gently squeezing the Slippery knob of his cock.