Chapter 1

Jace hadn't stopped thinking about her session, last Saturday, with Dave. It was making the eleven year olds head spin. The modeling was so much fun. The sex, yes, that's what it was, had taken her breath away. Dave's tongue and fingers working her virgin pussy and ass. She had now experienced what Dawn had told her about, mind blowing orgasms. She had fainted, hadn't she! Then there was the $100.00 she had earned and hidden away in one of her old stuffed animals. She didn't like keeping things from her mom. Jace's dad had left her mother just after Kitty, the mother, had gotten pregnant. Kitty worked very hard, along with Dawn's mother, Selma, at the large food market in the mall. Her mom was only 32 yet looked almost 50. She dressed very conservatively, rarely wore makeup and had close cropped hair. She was also very tall and thin which added to the worn out look.

A smile slowly crept across Jace's face as she remembered sucking off Dave's big cock and swallowing his come. That's something she had one up on her older friend Dawn. Dawn had sucked off two guys her own age, while Jace had sucked off a MAN!

"What are you grinning about?" asked her best friend. The two girls were just out of school and walking towards their street. They lived only a few houses apart. "You've been acting a bit strange the past couple of days, continued Dawn, and are you okay?"

Jace wanted to blurt out all the juicy details right then and there however she had promised Dave to keep it their secret for the time being.

"No, just thinking about something mom said," she replied.

"Are we going down to the mall?"

"Not today, I'm going to do some extra study that Ms. Pike said I should do, "said Jace.

"You are doing extra study! That's a good one. Oh well, I'll see you tomorrow morning," said Dawn, waved to her friend and turned left heading for the mall a few blocks away. Jace continued on towards Dave's large house as per their arrangement.

Dave had also been very preoccupied since Saturday. He spent several hours on Sunday with his digital editing suite taking the best angles from 4 cameras plus some footage from the changing room. He made it about an hour video and burned it on a DVD. He copied it to his best buddy, and fellow child lover, Bill. He then uploaded the chips from the still camera and took the best 100 shots. Of course he kept in some of the regular shots for show purposes but most were when Jace had been either semi or full nude. There were several pictures of her playing with herself and a couple of great shots where she had passed out after her first orgasm.

There was something about the young girl that deeply attracted him. He hadn't even fucked her yet but she almost fully occupied his mind. Dave had sex with a few dozen young girls over the past few years. Mostly they were 9-12, his favorite age group; however there had been a few a young as 6-8! The largest number of them was girls he had recruited through his studio. Then, there were more then a dozen that had been shared with him by Bill and other friends just as Dave had shared some of his more willing girls.

Chapter 2

The doorbell rang and there was Jace, in school dress, standing on the doorstep.

"Come in my beauty," said Dave. She did and as soon as the door was closed she hugged him and he bent down and gave her a long slow kiss. She practically melted in his arms.

"Wow, I haven't stopped thinking about what happened since I left here Saturday. In some ways, I still can't believe it," she said excitedly. "I want to do more, much more."

"Are you talking about more pictures or the nice things you learned about your body?"

"Both." "Can we do more today?"

He laughed. "Yes, my very beautiful and sexy lady. We will do more pictures and I have a surprise. How about I get you a soda while you go in the studio and put on the negligee, garter belt and stockings I've laid out for you."

"What about panties," she asked.

"You can if you must however I don't think you really want to, do you my sexy sweetheart?"

She grinned, and gave him another hug. She then headed out to the studio while Dave went to get her another doctored soda.

When he got back, she was still in the changing room. He pushed aside the curtain and handed her the soda. She looked slightly embarrassed as she had just stepped out of her clothes.

"Don't be embarrassed, remember you are beautiful and you were already naked with me. Models have to spend lots of time either semi-naked or naked changing for shoots with other models, photographers, agents and more around. You can handle it," he said. "You drink your soda, put on the outfit and I'm getting some of your pics ready to show you plus a surprise."

He left the room and got out an album which had about 30 of the more tame pictures in it. He also uncovered the huge LCD screen and inserted a DVD in the player that held a short montage of Saturday's more exciting moments.

Jace stepped into the room looking like a very sexy vision. The garter and stockings accented her slender, long legs and the bare pussy. The negligee was just a thin covering that didn't really conceal her budding breasts or the nipples that stood out like rubber erasers. She was still carrying the part full can of soda. Dave suggested she finish it before getting down to business.

"Are those my pictures?" she asked, pointing to the album in his hand.

"Yes, come sit on the bed and have a look."

Jace sat on the edge of the bed, finished her soda, and took the album from Dave's hand. She carefully looked through the pictures. The first dozen featured her in the classroom clothes, a few more in the cheerleading outfit, all of which were taken after she took off the bloomers. She now realized that most had her tight panties on display and her puffy vulva was quite obvious. She started to get that familiar tingle between her legs.

"How do you like them so far?" asked Dave. He had noticed the flush creeping up her neck and her ass starting to squirm on the bed.

She looked up at him with a big smile and responded, "You make me look good".

"Sweetheart, I keep telling you that it's your own beauty and you are very sexy. Wait till you see some of the others. Go ahead, turn the page."

Jace did and these were now photos taken on the beach scene with the sheer top and thong. There were frontal pictures and then with her showing her ass. It was quite obvious that pretty well everything showed even with the brief covering. Now her pussy was starting to leak for real. She turned to the last few pictures which had her naked on the bed, playing with herself and the final one of her after fainting, spread wide and a pool of her juice flowing from those pink lips.

"Oh, my, I...I.... wow... people can't see these!" she cried almost in anguish.

"Why would you say that? I told you what was needed to be a model and you know you enjoyed doing it. Don't you agree that you look very sexy?"

"Well, I mean..... I guess so... it's just I'm still a bit shy about being so skinny."

Dave gently reached down and stroked her almost hairless pussy. He lifted his finger before her eyes and said, "Look, you are already wet. Don't try and tell me you don't get off on doing the pictures."

Jace hung her head. "I do get wet down there, I admit it and I like being with you."

"Don't say down there, it's your pussy or your cunt just like I have a cock. You are growing up so use the right words." "Okay, let's get some work done."

Dave had her go back to the blue screen for a bunch of poses which quickly led to her removing her top and playing with her nipples. Then she was on her back, spread wide, holding her lips open so you could see the soft pink interior already dripping. Dave told her to get on all fours, spread her cheeks, wet a finger and penetrate her pucker.

"Great, he said, now let's quickly get another outfit." He had her change the color of the stockings and garter belt and this time put on matching panties. He had her start again, with the same series of poses in front of the white screen. The panties were soon off with her playing with her pussy and ass. Dave knew she was almost on the brink but needed to keep her hot without relief.

"Let's get another outfit for the beach," he said.

"Dave, I'm so wet! Can't we, you know, let me cum?"

"Hey, you are getting paid good money and work comes first, little lady," he grinned.

She put on the new swimsuit that Dave chose and went to the beach set. Dave took almost 30 more photos as she quickly got rid of the flimsy garments. He had her spend more time fingering her ass then he suggested a quick break.

Chapter 3

Jace lay back on the bed still nude and immediately started to rub her clit. Dave took off his own clothes and lay down beside her.

"Are you going to have sex with me now, you know, make me cum like on Saturday? I'll gladly suck on your cock if you want." Said the little preteen eyeing Dave's growing erection.

"Soon, but I have some questions while we play a bit," responded the horny man.

"Oh, poo."

Dave gently put his finger to her pussy gathering up her juice and rubbing it around her pretty rosebud. He did this a few times until she was well slicked. Then he started easing his middle finger up her ass. Jace quickly began to moan as he went deeper and her hand went faster on her clit.

"Tell me about Dawn. Twice you mentioned doing things with her."

"That's a secret and a bit embarrassing. She would kill me if I told!" cried Jace.

"Are you embarrassed about Saturday or what we are doing now," Dave gently asked.

She was quiet for a few seconds. "You are a man and Dawn is a girl. I like what she and I did but I know what they call girls that, you know, do sex stuff with other girls."

Dave told her that sex was as normal as breathing and much of the phobias about different sex were created by either unhappy people or neo-religious fanatics. She didn't quite understand everything he said however was happy that Dave understood she could enjoy things with Dawn and didn't have to feel ashamed.

"Dawn's mom goes out usually once a week for all night. Mom calls her a slut even though they are friends and work together. Dawn has a sleep over with me whenever her mom is on an all-nighter." She went on to say that there were some nights that Selma just spent a few hours with a guy in her own apartment with Dawn still there. Dawn had heard the sounds of sex and a few times managed to spy on her mom, catching her blowing guys, guys eating her, and having both her hairy pussy and big ass plundered!

"Dawn talked about it a number of times on the sleepovers. One night, I told her that what she was saying was giving me a funny feeling between my legs. That was last year when I was ten." Her friend described how that was a sexual feeling that meant Jace was turned on and needed relief. Dawn had convinced Jace to take off her sleepwear and Dawn did the same. They played with each others nipples and their pussies finally discovering their clits. Neither girl had succeeded in the early times in cumming. Still, they loved playing with each other every time there was a sleepover. It was several months later that Dawn announced, with great flair, that she that given blowjobs to two of the guys in her class on a dare. Both girls were starting to fill out, especially Dawn, who already had hair on her pussy and a nice set of tits.

"She's a lot more mature then me. I wish my breasts were as big as hers and that I had hair. I still look like a baby," she said mournfully.

"Honey, I love the way you are and if you had any more hair, I would shave it off as I love bald pussies," said Dave.

She looked at him with such obvious adoration in her eyes. Dave leaned forward and started kissing her full on the mouth. With her hand rubbing her clit and pussy and Dave's two fingers stretching her asshole, she quickly came to a climax. Dave held her and continued to use her ass as he felt little aftershocks run through her body.

Dawn finally looked back in his eyes, gave him a big kiss and said, "I love you so much."

"I love you too sweetheart," said Dave and wondered for a second if it was really true!

Chapter 4

A few minutes of just cuddling and Dave announced, "Now for the special surprise I mentioned when you came in." He leaned over and picked up the remote that he had placed next to the bed. He clicked the power button and started the video clip. The large screen burst to life with the montage of scenes from Saturday. They started with the cheerleading, on to the beach scene, Jace playing with herself on the bed and then being eaten by Dave with his finger jammed up her tiny ass. The end highlight was Jace with Dave's big cock in her mouth, sucking away, and finally swallowing his load!

Jace watched it all in shock. "How, where, why did you do that?" sputtered the little girl.

"I always do videos to back up my photo work Jace". You might act surprised but you are so wet right now that you are excited!"

"I know I'm wet but why didn't you tell me?" she said still with some anguish.

"You were very nervous as it was and I didn't want to put any extra pressure on you. Plus, a video shows MUCH better just how good you are."

Jace was quiet as Dave still worked her ass and she felt her own hand slowly go back to rubbing her own clit. Dave turned the screen back on and pressed PLAY. The video came back on and Jace was riveted to the action while her hand rubbed faster and Dave worked his two fingers even harder into her preteen ass. Just as Jace started swallowing his load, on the screen, she started bucking on the bed and opened her mouth to groan louder and louder until she screamed out her climax........"aaahahhhahh... aaaaaahhh,  Daaaveeee.... I'm ccccummmmmmmmmmmminnnng!" She bucked and bucked so hard that Dave was amazed. He was right! Jace was going to be something special.

He quickly rolled over on top of the little girl, his cock rock hard and dripping pre-cum. He scooped up some of her pussy cum, spread it over his prick and found her opening. Dave pushed forward and quickly reached her very tight hymen. Jace felt her pussy lips stretch and then a pain as his prick bumped her hymen a couple of times.

"What...What are you doing?" she cried in shock.

Dave wanted to breach her while she was still in the afterglow of such a strong climax. He didn't answer right away but took his fingers from her ass, grabbed her legs, spread them wider and lunged! He felt her cherry and he abruptly pushed through at least three inches.

Jace felt sudden splitting pain in her pussy. She had been rolling on waves of passion with the man she loved. He had just said he loved her and now this! Her eyes, which had been shut during her orgasm, now flew open as she stared at the man lying on her.  Dave had stopped doing deeper just kept rotating a bit to stimulate her clit. He told her to look down between her legs. She did and saw his big cock between her widely stretched, no longer virgin pussy.

Tears started to stream down her face. "You just said you loved me. How could you turn around and hurt me?" she pleaded.

"I do love you and I'm both making you a woman and mine. The pain will only last a couple of minutes. It happens to all girls their first time unless they have lost their cherries some other way.' He gently explained and kissed her again and again.

After just a few minutes, the pain was receding and Dave felt her body began to relax. "Wipe away your tears sweetheart; you are soon going to be screaming again with joy."

Jace was doubtful however she wiped her eyes as Dave began slow movement once again, in and out, gradually going deeper until he hit her cervix. She jumped a bit at that but he quickly pulled back and knew how far he could go without causing her discomfort.

He kept moving in that deliciously tight, slick channel. He had looked down and saw that there was blood on his engorged cock and red streaks on her lovely young thighs. It wasn't the first blood shed on this bed, by a long shot; however he still had this feeling that Jace was something special for him. He wanted her to enjoy this to the fullest so he kept working hard to make her come.

Jace was now almost out of her mind with pleasure. The pain was long gone. Dave's cock stretched her wide and she felt so full. She had a brief thought that she might not to be able to walk after as her legs would want to stay wide open. Dawn had told her that this was fucking........... I'm actually being FUCKED, she thought to herself, and not by some schoolboy but a real man, a handsome man, a man who told me he loves me!

The passion flowed throughout her body. Her hand had snuck back down to her clit and she began to rub it hard. Faster and faster she moved beneath Dave, her hips bucking up off of the bed. She knew it was about to happen and so did Dave. She arched up and started to cry out as the pleasure reached her peak and she exploded off the bed!!!!!!!! "Oh my gawd!!!! I'm cumming!!!!!  Dave....I'm cumming so harrrrrrddddddd!!!! Aaaaahhhhhhhhhhhhhhhhhh!!!!" Then she collapsed.

Dave stopped to catch his breath, his cock still buried deep within her little cunt. He was amazed that this 11 year old beauty had come so hard. She had lifted his 200 lb. frame off of the bed in her climax! He knew right at that moment that he really did love this kid!

He waited just a couple of minutes, and before his cock could soften, he began to build up a rhythm again. Jace felt his movement and looked into his eyes.

"I love you Dave".

"I love you too Jace. Play with your clit again as I need to come baby."

Dave's cock kept sawing in that still tight young cunt. Six of his eight inches kept pounding in there as he quickened the pace. Several times, he bumped the opening of her cervix however Jace barely winced. She was busy rubbing her little clit as she felt her pussy juice flowing out making it easier for Dave's cock to fuck her!

He could feel the tightness beginning in his balls. "I'm going to cum baby, I'm going to fill up your baby cunt with my cum!"

Jace played with her clit even faster. She felt the sensations in her own body that told her she was also about to explode. Her body bucked, Dave plunged harder, they moved together towards a super climax!!!!

It was hard to tell who was screaming louder as both exploded at the same moment!! Dave felt his balls erupt and spurt after spurt of boiling hot cum raced into the tight space of her pussy, overflowing out past her pussy lips to soak the bedspread! "Shit....fuck.... gawd... that's soooooo gooooood!!!!!! Sooooooo gooooood!!!" yelled Dave.

Jace was equally overcome having the best climax of her brief sexual experience. She felt Dave's hot cum inside her pussy. This triggered her orgasm. Again she bucked hard off of the bed, her pussy juice, his cum and traces of her virgin blood joining the mess on the blanket. She screamed out a long, "aaaaaaaahhhhhhhhhhhhhhhhhhhhhhhh!!!!!!!!!" and quickly fainted.

Chapter 5

Dave had rolled off her sprawled body. He just looked at her in wonder. I do love this little girl he thought. He gently stroked her nipples, looking all over her slender little body her face still flush with the passion of their sex, or was it lovemaking? Jesus, he thought, I have sex with little girls, I'm not supposed to fall in love with one. Still thoughts kept swirling around his head about this beautiful little preteen and what she meant to him.

He got up off the bed, picked Jace up in his arms and left the studio. He headed to his room and the bathroom there where he started to fill the large Jacuzzi. He placed the young girl in the water as he turned on the jets and climbed in bedside her.

Jace woke up to find herself in the large tube and the pleasant feeling of jetting water. She looked up at Dave who had her cuddled in one arm.

"Gawd, I feel so fantastic. Did that all really happen or was it as dream?" she asked.

He laughed and gently eased a finger all the way up her recently opened pussy. "See, you are a woman now, my woman if you want to be,"

She quickly rose higher in the water, placed her arms around his neck and kissed him hard on the lips. "I'll be whatever you want me to be," said the little angel. She kissed him again and then just cuddled letting the jetting water sooth her tired body.

Jace let go with a small chuckle. Dave squeezed her and asked her what she was thinking.

"Oh, I was thinking about Dawn and how I always felt she was so much more mature. She's still a virgin and plays with guys her own age. Now I've lost my virginity to a real man who loves me," she laughed again.

"Are you sure she's a virgin?" queried Dave quietly.

"Yes, like I told you she sucked off a couple of her classmates but that's it. When we are together, we play with our breasts and pussies. We have never eaten each other or played with our bums."

"Would you like to do more with her? Would you like to have her eat you and stick her fingers up your ass? Would she like to model with you?"

Jace thought about it for a moment. "I know she would love to model because she would be soooo jealous if she found out I was and she wasn't included. She started playing with me and so I think she would want to do more things. I know she would love to make money as her mom spends most of what she makes on clothes for herself and booze. Dawn isn't very happy with her life. Money is just as tight with us but my mom doesn't waste the little we have and I love my mom very much," she said everything with a rush once she started.

"Well, we could try it. Ask her in private and tell her $100.00 for a trial session this Saturday. Does she have periods yet?"

"No, she's filled out more but hasn't started her periods yet," was the reply. "Dave, do you want to have sex with her, is that why you asked about her periods?"

"Would that make you upset if I did? You will have sex with her, would it make you jealous?" queried Dave.

Jace thought about it for a couple of minutes. "She's my best friend and you are my lover. If that's what you want, it's okay with me, really."

Dave smiled leaned over and started kissing her and rubbing her nipples. Jace's hand grabbed his cock.

She laughed, "You sure do want to have sex with her, and you're hard!"

"Right now that's for you my dear. I know you are still sore but would you like to suck it?"

He got up on the edge of the tub and the young preteen knelt between his knees and started to tease his dripping wet prick. She softly held it in her hands moving up and down as her little pink tongue flicked over the tip of his cock. She was looking up at his eyes and her tongue and little hand worked on him. He was getting so hard, his thick 8 inches starting to slide more into her mouth as she opened her lips wider. She sucked and sucked her hand moving in rhythm.

"Geez! It's only your second blowjob and you're like a pro already. Go honey go!" exclaimed Dave.

She briefly stopped, took her mouth off the cock, still stroking with her hand. She grinned up at him. "You like?" she asked in a little teasing voice.

"Like, like! You little mink! Don't stop sucking!" He demanded.

"Say please suck my big cock Jace". She teased again with an impish smile.

"Is that so, okay please suck my big cock, you little slut!" he laughed then grabbed her by the ears and shoved his cocked until he hit her throat. She started working him hard and it didn't take long before he felt his balls exploding. He pulled his cock out of her sucking mouth and sprayed rope after thick rope all over her pretty young face and chest. She caught some of it in her open mouth and had him watch her lick her lips and swallow.

He grabbed her under the arms and switched places, placing her young body up on the edge of the tub. He quickly pushed open her slender legs and dived into her pussy. He pushed his thick tongue deep within her newly opened channel. He rubbed her clit and worked two fingers up her still slightly stretched ass. It didn't take long before Jace was bucking in his face and came hard again.  They hugged each other, finished washing and dried each other's bodies in huge, fluffy bath towels.

They went back out to the studio where they retrieved their clothing. Dave took out his wallet and gave her two $100.00 bills. She got on tippy toes and kissed him again.

"Okay, you talk with Dawn; tell her she can earn $100.00 on Saturday if she is interested and to keep her mouth shut." He handed her a card with his phone number. "Call me if you make arrangements. If she doesn't want to do it, you come over anyway so we can spend time together." They kissed and Jace left for home.

Once again, Dave checked all the cameras to make sure every bit of action had been captured including the camera carefully hidden in the bathroom.

Wow, he thought to himself, can it get any better than this? He answered himself by looking forward to Saturday.

This story is a work of fiction.  Names, characters, places, and incidents either are products of the artist's imagination or are used fictitiously.  Any resemblance to actual events or locales or persons, living or dead, is entirely coincidental.