"Hey, you can't come in here!" Billy exclaimed, "I'm taking a bath!"
"So!?" said Karen, eyeing the naked boy sitting in the tub, attempting to hide his pubic area. "I'm your baby sitter tonight, and I have to make sure that you get clean. The last time I was here when you took your bath you were still dirty when you finished!"
"I'll wash real good this time, you don't have to watch me!" the embarrassed boy said.
"I not going to watch you Billy, I'm going to WASH you!!" the thirteen year old girl said.
Billy just sat there with his hands between his legs covering his little penis. "But you're a girl!" he said shaking a little.
"And you're a boy, so what? Do you think I've never seen a naked little boy before? I've seen you without any pants on before."
"Yea, but that was years ago!" Billy argued "I'm ten years old now!"
"Well that's not MY problem, kid. If you knew how to wash yourself properly, I wouldn't have to do this!"
Billy said, "I'll wash real good this time!"
"Listen, I'm washing you, and that's final!" Karen said sternly, "You might even like it."
So saying, Karen started to undo her blouse. Billy just watched her, not believing his eyes as she opened the front, revealing her bra covered titties.
"I figure, if I'm going to give you a bath and get wet anyway, I might as well take one at the same time."
Billy swallowed hard as he watched Karen remove her top and toss it on the floor.
"What are you staring at?" she said coyly "Haven't you ever seen a girl's tits before?"
Billy shook his head "N-no," he said, "Not an older girl's"
Karen's small pear sized tits barely filled her bra. She was a slender girl, with light brown hair that hung down to her shoulders. Her skin was smooth and creamy, and her legs were long and starting to take on the shape of a woman's. Her hips also had started to fill out, but she still had an almost boyish build to her.
She had been waiting for a week to get Billy in this position. This was the second time she had baby sat him, and she had some definite plans for him this evening. Even though she had known the boy since he was three, lately she had developed a longing for him. She wanted to see him naked, and to caress his young body, and maybe even get his boyish cock into her teenage pussy. She knew if she played her cards right, Billy would be willing enough.
Billy, meanwhile was trying to figure out what was going on. He had always liked Karen, and the last time that she babysat him, she was great. But having her come into the bathroom while he was in the tub was something he hadn't counted on. And now here she was stripping right in front of him! He noticed that his penis was starting to get that funny feeling again, it was starting to stiffen and stick up.
Being ten years old, Billy was starting to have erections more and more frequently now, which bothered him. He didn't understand why sometimes his dick got hard, but he new it felt good to touch it when it was. A couple of times he and his friend would pull each other's pants down and compare their 'equipment' and during one such time recently both he and his friend had erections. They gently stroked each other, but nothing came of it.
As Billy continued to watch, Karen reached behind her back and undid the catch to her bra. Slipping the garment off, as she dropped it on the floor beside her blouse.
"Do you like my titties, Billy?" she asked the young boy.
Billy's mouth had gone dry, and all he could manage to do was nod his head.
She could see Billy's hand moving, gently stroking himself between his legs. She was glad that watching her undress made him excited. He had stopped protesting her presence and was now accepting, if not necessarily enjoying having her there.
Smiling at him, Karen now unsnapped and unzipped her jeans. After kicking off her shoes, she tugged them down to her ankles and stepped out of them. She was now only in her pink panties standing over the tub, looking down at the now trembling boy before her.
Billy had black hair and a thin build. His skin was lightly tanned from the summer sun, and she could see around his waist the line where his skin was still light from being hidden behind his shorts. He was still rubbing himself slightly with his hand, and staring at the now almost naked girl before him.
Karen slipped her fingers in the waistband of her panties and slowly slid them down her legs. Billy watched as the first light brown hairs of Karen's pubic area started to show. Still being rather young, her mound was rather sparse. The curly little hairs did little to hide her puffy cunt lips.
"I d-didn't know you had hair on your thing, Karen." Billy said finally.
"It's only been there for a little while. It'll keep growing now until you can hardly see my slit." Karen explained. "Do you have any hair around your pee-pee yet?" She asked.
"No" Billy said
"Well, give it a couple of years, and we'll see what happens." Karen said. "Now, lets get you washed."
So saying, she climbed over the side of the tub and sat down, cross- legged in the tub facing Billy. Taking the wash cloth and the soap, she proceeded to wash his chest and arms.
"You shouldn't be rubbing your pee-pee like that, Billy." Karen said putting her hands down to his crotch. "I'll take care of that for you in a few minutes."
Billy just blushed and allowed her to move his hands, exposing his now rock hard little penis. Karen looked intently between his legs at his stiff little organ. It was about three inches long, circumcised, and about as large around as her thumb. Billy's small balls were held tightly together by his pink, wrinkled scrotal sack.
"My, but you have a cute little dick, Billy," Karen said, "Is it always sticking up like this?"
"No," Billy replied, slightly embarrassed "Just once in a while. My mom says it happens because I'm excited about something."
"I see" Karen said, taking the soap and wash cloth and beginning to wash his chest and arms.
"Why don't you wash me while I wash you" Karen suggested, handing the soap to Billy. "You can start with the same place I'm washing you."
Taking the soap, Billy lost no time in lathering up Karen's chest and tits. His hands explored the soft flesh of her young breasts, sending chills down he spine. As he gently massaged her, Billy noticed that her nipples were getting hard. He also noticed that when he rubbed them, Karen would shiver.
"I like it when you rub my breasts like that Billy." Karen said. "I think it's about time to wash your bottom, though. You boys always seem to get extra dirty down there. Now turn around and kneel down so I can do a good job."
Billy complied, and soon was presenting Karen with his small white bottom. Karen soaped him up, then gently massaged his twin globes of flesh, occasionally slipping a hand between his legs and rubbing his cock.
Billy jumped each time he felt her touch his genitals. Karen put her hand on his back and held him down as she finished 'washing' his young bottom.
"There now, that wasn't so bad, was it." Karen asked
"No", the boy replied, turning again to face her "It felt funny when you touched my balls!"
"Don't I get to wash your behind too?" the boy asked anxiously.
"Well, OK. Karen said, turning around to give him access to her plump bottom.
Billy feasted on his baby sitters bare behind as he massaged her button. He had never been this close to a naked girl before, and was fascinated by her. In the position she was in he had clear view of her pink pussy. There were very few hairs around the lips, and he could see the inner lips poking out just a bit between the puffy outer ones. It looked very different from what he remembered seeing when he and his friend Sally, who was 9 at the time they had played doctor.
Doing the same thing to her as she had done to him, Billy slipped his hand between Karen's legs a few times, and was rewarded with a slight jump from the girl. He noticed that his penis was still rock hard, and feeling very funny right now.
Soon Karen turned around and said "OK now, Billy now we're going to take care of getting that hard little thing between your legs clean. It looks very dirty to me, so I may have to rub it a lot."
So saying, Karen took the washcloth and started massaging Billy's quivering erection. Each time she would stroke him, Billy would moan a little and arch his back.
Billy was entirely engrossed in the feelings between his legs now. He had never felt like this before. Even when he and his friend had rubbed their dicks together, it had not felt like this. He could feel a tickling in his stomach that started to grow with each stroke of Karen's hand.
After a couple of minuets of rubbing him, Karen decided to stop, so that he wouldn't come before she was ready. Telling him that his bath was over, she got out of the tub, quickly toweled herself off and then told Billy to get out and she would dry him off. Still feeling the effects of Karen's attention to his penis, Billy slowly stood up, and allowed Karen to help him from the tub onto the bath mat. He stood there while Karen expertly rubbed him down, again paying special attention between his legs.
"I see your pee-nee is still sticking up, Billy." Karen said. "Does it hurt?"
"No" came Billy's reply "but I don't feel so good right now."
"Well, maybe I had better put you in bed right now and we'll see if that helps, OK?"
Billy nodded his head and Karen started to lead him from the bathroom.
"What about our clothes, Karen?" Billy asked as she opened the bathroom door.
"We're the only ones home, silly." Karen chided "So what does it matter?"
Billy accepted this and followed her, naked to his bedroom. Turning down his bed, Karen helped Billy climb in. She looked at the cute naked boy and said.
"You know I think I can do something that will make you feel much better. But you can't tell your parents anything about what we did, OK?"
"OK, Karen" Billy said, "What are you going to do?"
"I'm just going to suck on your dick a little bit, it will funny for a while, but then you should feel real good, OK?"
"You won't bite it or anything, will you?" Billy asked, a little scared.
"No, I wouldn't do that." Karen assured him. "Now you just relax, and let me see what I can do."
With that, Karen climbed onto the bed, spread Billy's legs apart and put her face down close to his throbbing little member. Taking it between her thumb and forefinger, she gave it a few gentle strokes, and then pushed it slowly into her mouth.
Billy gasped as he felt his penis slide into Karen's warm and willing mouth. He had heard of people doing things like that but had never thought it would happen to him. As his stiff cock slid in and out, he felt the tingling in his stomach start to grow again. Soon he found himself panting, and slowly moving his hips back and forth. He liked the feeling that he had between his legs, but he was scared that somehow it wasn't right. He was scared that someone might come home and catch them, or that maybe he was getting sick, but still he did not want the feeling to stop.
Karen felt the boy's cock throb in her mouth as she worked on it with her tongue. She could feel Billy starting to move under her, and feel his penis pulse occasionally as she sucked. She flicked her tongue out and licked his small balls, and felt him jump slightly. When it felt like he was about ready to come, she removed her mouth from his cock and slid up next to him on the bed.
Spreading her legs, she guided his hand between them and showed him how to massage her slit. Billy caught on fast, and soon had two fingers pumping in and out of Karen's wet cunt. Karen meanwhile gently rubbed his now pulsating penis, being careful not to bring him to orgasm.
When she was ready, she took her hand from his crotch, grabbed him by the shoulders and pulled him over her. Looking down between them, she saw the head of the boy's cock glistening with saliva lewdly pointing up at her. Taking hold of it with one hand, she guided him into position, and then inserted the head of it in the entrance of her love channel. She indicated to Billy that he should thrust his hips forward, and felt the boy's cock enter into her as he did so.
Billy felt his young cock enter Karen's slit. It was warm, like her mouth, but it felt even better. There was no resistance for him since he was still small, but she was tight enough to stimulate him. Karen motioned to him to keep moving his hips, so he complied and was delighted by the feelings that it produced. Soon he was jabbing his hairless love tool in and out of her cunt like an old pro. Occasionally it slipped out, but Karen's hand was always there to guide him back into her.
As he continued to fuck his baby-sitter, Billy felt the feeling in his stomach and balls grow. He felt like he was going to go crazy if he continued, but if he slowed down, Karen's hand would be right there on his bottom urging him to keep going. He heard Karen keep saying "Good boy, that's right keep going, I love having you in me!"
Karen, meanwhile loved the feel of Billy's boyish cock sliding in and out of her wet pussy. He was just the right size so he wouldn't hurt, and she could still feel good. After he got started, Billy was pretty good at screwing. She took his hands and put them up to her tits indicating that he should play with them. Billy complied, and soon had his mouth on her left breast, driving Karen crazy. Karen was having the time of her life being fucked by this ten year old boy!
Suddenly Billy moaned as he felt his whole body start to tingle, and he felt the muscles in his groin start to pulse, like he was going to the bathroom, but not quite. His penis jumped up and down three or four times inside Karen's cunt, then relaxed. At the same time, Karen felt the release of her own orgasm and pulled Billy close to her to get as much of him into her wet vagina as possible.
They laid there and rested for a while, with Billy's cock still imbedded in her pussy. After a few minutes, Karen told Billy to roll off of her, so she could get up. Billy complied, feeling his now semi-erect penis slip out of Karen's cunt. He rolled over on his side in the bed, and put one hand down to feel himself.
Karen got up, went over and got Billy's pajamas and underwear and started to dress him. She slid his underpants over his legs, then telling him to lift his bottom, she pulled them up to his waist.
Billy looked up at her, clad only in his briefs and said, "Can we do that again sometime, Karen? That was fun!"
"If you want to, honey," Karen said, "But right now, you had better get some sleep. You look like a very tired little boy."
So saying, she put her hand between his legs and gently massaged the small soft bulge of his penis. Billy smiled, closed his eyes, and went to sleep.