Chapter 1

The teacher entered his homeroom which accommodated 27 Grade 2 students. Seventeen of those were 7 yr old girls and the rest were boys. Allen Withers was a tall, medium built, handsome black man. The 29 yr old enjoyed it here at Laird Memorial School. He taught mainly Literature and Geography to Grades 2 and 3. They were all pretty good kids as this was a decent neighborhood without much violence or drugs.

Withers instructed his class to read several pages from their Literature book before he would give them a quiz. He sat in his chair and noticed a piece of folded paper sticking out from under the comer of his keyboard. He opened it to find a lovely drawn heart with 'I LOVE YOU' written in the middle. It was unsigned. He waited a couple of seconds then quickly raised his eyes and caught little blonde Mae Chambers looking right at him. She dropped her eyes and a little blush appeared on her pretty face.

Withers actually felt surprised at his reaction to the note and the blush from the student. The lovely girl definitely had a crush on him as many young girls do with their teachers. He was a handsome, virile man who had no problem getting dates or satisfying his partners. He had watched a few little ones more closely then he probably should have. He had thought about how their immature little bodies would look, feel and taste. He did love to eat pussy!

He thought that he would play a little game with the young student. Withers went on with the quiz and continued the lesson until the bell rang to end classes for that day. He knew that Mae lived within walking distance of school and that she had a single parent, a nurse that worked pretty long hours. He could see that she was dawdling as the other students moved out. He held a finger up to her and she blushed again. He waited till everyone was well clear of the door. He got up and locked it. This action was not lost on Mae as she wondered what he was going to say.

Withers motioned for the girl to come stand in front of him as he sat in his chair. Her long blonde hair framed a very lovely face with a pixie nose, lovely smile and sparkling blue eyes. Her legs, shown under her short, navy blue skirt, were not skinny as much as they were slender.

Chapter 2

Withers held up the note and looked sternly into her eyes.

"You wrote this didn't you?"

She squirmed on the spot and blushed again. Her "yes" came out in a whisper.

"I don't believe I heard you little miss Chambers!"

"Yes, yes teacher, I wrote it." She looked down at the floor.

"I don't like students lying to me."

"Sir, I'm not lying. I wrote it between classes and put it under your keyboard."

"I'm not saying that you are lying about writing it. I'm saying that you are lying because you don't really mean what it says."

Mae was stunned for a few seconds. "But Mr. Withers, it isn't a lie. I really love you with all my heart! You are so nice and handsome and caring!"

"Really and just how do you intend to love me? Are you going to blush and giggle every time you see me, like a little child, or are you going to LOVE me properly?"

"I, I don't know. I want to love you whichever way you want me too. I'm not a child! I do love you and I'll prove it! You can kiss me if you want." Mae said defiantly.

Withers laughed right in her little face and she immediately deflated.

"I could kiss babies if I wanted too for the amount of enjoyment that would give me. I want someone to show me REAL loving and who can give me pleasure. I don't think you either can or are willing to do that!"

"I'm not sure what you mean but I do love you, really I do. I will do anything you ask to please you. I don't know what to do, so you will have to tell me."

A little tear trickled from the corner of her left eye.

He sat there wondering why he was even doing this. Was he insane? Did he want to go to jail? The young girl would probably rat him out in a second. Any judge would look at his black skin and her little blonde head and throw the book at him. There was absolutely no sane reason why he uttered the next words.

"If you honestly love me and want to please me, take off all your clothes or leave this room immediately!"

Chapter 3

Mae didn't whimper or say a word. A couple of more tears fell as she unbuttoned her blouse and pulled off her undershirt. Her flat, bare chest held two tiny nipples. Her lovely skin was so pale and unblemished. Her eyes were still downcast as she unzipped her skirt and let it drop to the floor. She hesitated and them put her thumbs to the waistband of her plain white panties and peeled them down her legs. She stepped out of the circle of clothes, gathered them up and placed them on one side of his desk. She was red as a beet and a few more tears rolled down her cheeks as she held her clasped hands in front of her little bald cunny!

"Spread your legs wider!" Mae complied.

He reached out and took her hands away. He placed a finger at her bald slit and moved it up and down slowly. She still wouldn't look at him. He was grinning. I think I can make a little sex slave out of this beauty. How good it will be to fuck her! He found her tiny little bud and pressed on it eliciting a small gasp from her lips!

Withers pulled the 7 yr old closer between his legs and turned her sideways and moved her legs apart again.

"Bend forward and rest your arms and chest on my leg," he instructed the preteen.

Mae did as he ordered which caused her small butt to poke out. He stuck his middle finger in his mouth to get some spit on it and them put it to the tiny ass pucker and forced his finger in all the way it would go. Mae gasped then groaned at his anal penetration. Everything was so new and almost scary for her. She had only been alone with him for ten minutes and she was naked and had a finger rubbing her front while a BIG finger was in her bum! What else could she possibly expect for him to acknowledge that she really loved him?

She was experiencing some very strange but highly pleasant feelings. She found her little hips pushing back a bit as his finger went in and out of the tiny back passage. She wasn't sure what he was touching at the top of her little slit but it was making her feel like she was on fire in her tiny 'gina'!

Withers cock was almost bursting out of his pants. He was slim built but had a very big cock, just over 9 inches and thick. He smiled thinking of how tight she would feel on his cock as he took all three of her cherries. It wasn't a matter of IF; he was going to fuck this little gem in every one of her holes. He felt as turned on, if not more, than when he had been with the sexiest of older women.

Chapter 4

Mae finally looked at him and saw his big smile. She mistakenly thought that it was because he really liked her. She didn't have any idea of the evil thoughts in his mind or his plans for her little immature body. She had come to believe that he just wanted her naked and to touch her. She didn't mind his touching now as he was giving her pleasure. She would be willing to do this anytime he asked to keep him happy. Her little pixie face looked at him and spread into a delightful smile.

"I do love you, Mr. Withers. See I'm showing you my love by getting naked and letting you touch me. That proves it!" Mae said.

"I'm starting to believe you but a woman must do much more to please her man. I mean you do really want to please me in everyway possible so that we will be together other times or we can just finish off now and you can go home." Withers said knowing she would take the bait.

"Oh no, Mr. Withers. I'll prove my love in any way you want. I need to be together with you. I dream of you at night. Please just keep telling me what to do. I'll learn, honest I will!"

"You will learn some words first! Your slit is your 'pussy' or 'cunt'! What my finger is touching there, and I know you like it, is your 'clit'. Back there is your 'ass' and I'm working my finger in your 'asshole'. What a man has between his legs is called a 'cock' or 'prick'. Do you understand me? I don't want to hear any little girly words ever!"

"Oh, no Mr. Withers whatever you say."

"Tell me how much you like what I'm doing Mae."

"'I love you playing with my cunt and, aaaah, I forget."

"Clit".

"Yes, I love you playing with my cunt and clit! You make me feel very hot there. Your big finger up my ass makes me feel full. I love what you do to me Mr. Withers."

"Very good Mae, I bet you would like to see my hard cock, wouldn't you Mae?"

Mae had no idea what it would look like and she certainly had not expected to possibly see her teacher naked!

"Yes, yes, I would like to see your cock."

Withers was still playing with the girl, with his fingers, and he could feel wetness in her slit. Her ass was clenching so hard on his finger. The child was getting turned on.

"Stay bent over like you are but reach over and undo my belt and then open my pants and pull down my zipper." Mae immediately followed his directions.

"Reach you hand into the hole in my briefs and pull out my cock."

Mae stuck her little hand in there and came up against a rod of burning hot flesh. She looked into his eyes and he nodded to her to go ahead. Her little hand could not encircle the thickness of his shaft so she really had to tug hard to get the very big cock through that hole.

Chapter 5

The big hunk of hard, black meat was just inches from her eyes. Her eyes expanded that much you would think that they would pop out of their sockets!

"Oh my, Mr. Withers! That is sooooo big. It's amazing. The skin is so hot and soft but it's so big and stiff at the same time!"

"What is it called Mae?"

"It's your cock!"

"That's right and my cock likes your little hand. I'm going to show you how to stroke your lover."

Mae gave a huge smile when he said, 'lover'.

He placed his large, black hand over her tiny, white one and moved up and down showing her how to please him. He did this for a couple of minutes then let her do it herself and he went back to fingering her clit and ass.

Mae was filled with wonder. She had his big cock in her hand! It was huge! She was so excited to be pleasing him. He did say that he was her lover! She looked at him with joy in her little heart and he smiled back. He knew he had her and she would not deny anything he demanded from her little body!

He was making her bounce in his two hands. He kept working her noticing how she was getting really wet in her tiny cunny. Mae felt all those super sensations in her pussy and ass. She knew that something special was happening but didn't know exactly what it was. Tremors were building up and seemed to completely take over her mind and body.

She started to shake and she started to scream but he put one hand over her mouth so that if there was anyone in the hallway. They would not hear her cry out. She was bucking up a storm on the finger in her tight ass. Her little hand was going very fast on his thick cock! Her orgasm was starting to fade slightly when her turned her face around and pushed his big cock past her small lips. He unleashed a big pent up load.

He gritted his teeth so that he would be too loud.

"Swallow little lover. Swallow my love juice. Prove your love!"

She was so surprised that she swallowed as he spurted rope after rope down her no longer virgin throat!

Her face was a bit of a mess. He reached into a drawer and came out with some tissues and cleaned her off. He then wiped his big cock as it slowly softened.

He picked her up and sat her on his right leg, leaned forward and gave her a very long and tender kiss. Little Mae almost swooned and he had to hold her up.

"Now aren't you glad that I got you naked and taught you things that lovers do. Didn't you like all those wonderful feelings? What happen to you is that you had an orgasm. We call it cuming!"

"It was all so fantastic and exciting. I do love you. I will always prove it to you anytime and anyway you want. It liked having your cock in my hand and I didn't mind swallowing your juice!" Her blue eyes sparkled.

An hour had passed since he had made her strip. It was Friday afternoon.

"When is your mother working tomorrow?"

"She's day shift so she heads out to the hospital about 6:30am and gets home just after 8pm."

"Do you stay home by yourself or what does she expect you to do?"

"I can stay there or go over to my older friend's house. She's Vanni Esposito in Grade 3. You teach her.."

He did indeed. Vanni was a little Italian girl with dark skin and long dark hair. She was a little looker!

"Tomorrow after lunch, I want you to come over to my place. I know that you only live about 15 minutes away."

He scribbled his address on a piece of paper and gave it to her.

He held up her heart and said, "I shall have to frame this and put it on my bedroom dresser."

She lit right up and hugged him hard and then kissed him.

"I think you had better put your clothes on before leaving."

Mae laughed and started to dress.

Chapter 6

It was straight up 1pm when the doorbell rang. He lived in a tree lined street that had privacy fences. People knew that his was an elementary school teacher. He doubted anyone would raise an eyebrow that a student had come calling. He opened the door and the little blonde bundle rushed in. She was wearing a nice blouse and jeans.

"I could hardly sleep last night! I thought of you and all the exciting things we did. I do love you Mr. Withers."

She was hopping from one foot to the other in her excitement.

He put his hands on her slender shoulders to settle her down a bit.

"When we are away from school and alone like this, you may call me Allen, okay little lover!"

She almost burst with joy and hugged the tall man's legs.

"I bet you don't want to waste a second do you?"

She shook her head to show her eagerness with a huge grin plastered on her pixie face.

"Okay. My bedroom is up the stairs right at the end on the right. Let's see how fast you can run up there, get naked and be lying on the bed!"

He swatted her little bum and she giggled and took off!

She was naked and lying there with her legs open and pointing at his dresser.

"You did frame it. Oh, I love you Allen!" She pointed to the heart she had drawn for him.

Her body spread out like that gave him a better look than he had yesterday. He felt his cock beginning to rise, as he again surprised himself that this tiny girl made him horny. He slowly took off his clothes and then lay next to her. Without any instruction from him, her tiny hand took his cock and began the jack-off motion she had been taught yesterday. He was soon totally erect and rock hard! Mae grinned!

"Very good little one, I have a treat for you."

He rolled over on his knees and spread her slender legs even wider. He rested on his elbows and put his mouth directly to her little slit and gave his first lick.

A loud "aaaahhhhhhh" escaped from her lips as her eyes went big as saucers again!

This time he started his tongue at her bum hole and slowly dragged it up through her slit to her already hard little clit!

"Ahhhhhhhhhhhhhhhh Allen, your tongue is soooooo hot down there. I love how you love me!"

He paused for a few seconds to wet his big finger and resumed to lick her pussy as his digit pushed past her viselike sphincter muscle and into her bowels. Her hips came up off the bed and she was moaning and grasping his hair. He spent considerable time on her clit and was rewarded when she bucked and bucked, finally cuming!

"Lover, aaaaaaahhhhhhhhhhhhhhhh, I'm cuming so hard. Please love me. I'm yours. Whatever you want just keep making me cum!"

He did keep up his actions but this time with another finger up her butt trying to stretch her. She quickly climaxed again. He fell back on his knees, grabbed a pillow and turned the 7 yr old onto her stomach with the pillow raising her little hips. He got a tube of lube and spread it over his cock and her rear entrance.

Chapter 7

Mae was on a cloud from her two successive orgasms. Little aftershocks rolled through her body with their so warm sensations. She barely registered being turned over or having a cool slippery substance being pushed into her bum over and over again. The first she did feel of something changing was his mushroom headed cock pressed against her barely stretched bum hole. Allen pushed and pushed to try and force his large cock past her barrier.

Mae screamed at the top of her lungs. A telephone pole was being forced into her little butt and she HURT!

"Allen, what are you doing? No, stop! You are hurting me so much. Please lover." She was crying from the intense pain.

"Don't call me lover if you aren't prepared to take whatever I give. You just said a couple of minutes ago 'whatever you want' didn't you? Haven't I already made you cum twice? Do you want all the pleasure?" He snickered as another inch was pushed into that tight virgin butt!

Little Mae didn't know what to do. Yes, he had put her right up there on a cloud this afternoon. She felt all those lovely sensations and wanted them to go on forever. She hadn't expected that he would want to shove that monster black cock up THERE! She was stuck between a rock and a hard place. She craved his love and knew if she refused him anything, he would drop her like a burning piece of coal. She gritted her teeth and tried to stifle her sobs.

Geez, he thought, I don't know if this was such a great idea. She's almost breaking my cock. Shit, he felt the tearing in her ass and her new wail. Pulling back slightly he saw blood on his cock. Fuck it; he pushed back a little harder as she screamed again.

Mae knew something was wrong! She felt something give inside her ass and liquid immediately slosh around there. She didn't know it was her blood and thought at first that he had cum thereby ending her torture. When he pushed in again, he seemed to go deeper with the new lubrication helping him to overcome her resistance. A few more shoves and he realized that he could go no further even though several inches of his cock remained outside.

"You've got what you can take Mae, I won't push any deeper. I'm going to fuck you now and you are going to make me fill your ass with cum, aren't you lover!"

Mae nodded still sobbing from the pain.

"Mae, I want to hear you say it. Tell me, I want you to fuck my ass with your big cock until you cum! Say it loudly Mae!" Allen commanded.

The 7 yr old cleared her throat. "I want you to fuck my ass with your big cock. I want to make you cum lover!"

He didn't mind the changes she had made. What a great video this would be with her getting fucked this way and begging like that. He filed that thought away for another day.

"Play with your clit Mae."

She sneaked her hand past the pillow and found her little love spot!

Allen was pulling back to her entrance and going back in the fives inches that she could take. The way she had stretched around his thick cock was amazing especially with the color contrast. His very large black prick stretching that little white bum! He felt so horny and picked up speed.

Mae grunted every time he pushed inside spreading her walls. Her finger was playing with her bud and some of the feelings from her earlier orgasms were coming back. He knew he couldn't hold it and didn't even try.

He burst his nut and poured a pint of cum up that stretched bloody hole!

"Ahhhhhhhhhhhhhhhhhhhhhhhhhhhh, fuck, fuck, yeahhhhhhhhhhhhhhhhhhhh!!!!!!!

Love it, love it, love it, yessssssssssssssssssssssssssssssssssssssssssssssssssssssss!!!"

All Mae heard was 'love' and her happiness overcame the pain in her ass. He loved her!

His mighty cum bath up her bowels and her fingering actually brought her off!!

"Lover, I'mmmmmmmm cummmmmmmmmmmminggg too! Yessssssssssssssss!"

Allen was amazed that this little girl could actually cum after what must have been a very painful ass fuck! He chuckled and held her tiny hips as she bucked with her cum.

Chapter 8

Withers pulled out and saw the globs of blood mixed sperm trickle back out of her butt! Her pussy and young thighs were also blood streaked. He reached to the side of the bed and pulled up a bunch of tissues and placed then over her butt hole.

"Mae, you have a little bit of bleeding because it was the first time. Don't let it frighten you as it is normal. Go use the washroom and then come back out with a wet cloth."

When she got off the bed, he noticed that there were spots of blood on the pillow case. He grinned as he threw it on the floor. That was one of the best fucks of his life; certainly the tightest and it wouldn't be the last. He was going to use that sweet ass again and again plus bust her remaining cherry.

He cleaned her up when she came back out. The little girl was walking funny and had a bunch of toilet paper held to her bum. He went and got a wad of gauze, tape and healing cream and fixed her up. They lay together kissing and fondling for almost another hour. Mae was going to stay overnight with her friend Vanni. She would see him in school Monday morning.

Withers called the register on Monday morning and had a hard time not staring at Mae. He got the impression that she was trying to avoid his gaze. Once when she did look up he raised his eyebrows, as if in a question, and she quickly looked down again. When he finished the register, he knew that he would not be back in that classroom until the final two periods of the afternoon. He left for his next class assignment very puzzled indeed.

His puzzlement increased in that morning third period. He was teaching Literature to one of the Grade 3 classes. 8 yr old Vanni Esposito was looking at him in a very strange way. At times she seemed to be blushing right through that olive colored skin. He knew that she was Mae's friend. The girl, while good looking for her age was barely an average student at best. She was only a couple of percentage points above failure. In fact, if things didn't change, she would fail.

The answer to his questions came when the bell to start lunch rang. He headed back to his own classroom to put his books in his desk. Little Mae was waiting by the door and she waited till he closed it before she started to cry.

"Okay, what's the matter little one?"

"Please don't be mad at me but Vanni knows we did something. Not that we love each other but that something happened."

"How and what does she know?"

"You know that I went to her place Saturday night. We were in bed fooling around and I was on my stomach. I must have been bleeding again as there was blood on the bottom of my pajamas. She pulled my pants down and saw the gauze and tape. She was going to tell her mom about my bleeding but I pleaded with her not too. We went in the washroom and she cleaned up the mess and washed me. We flushed the gauze down the toilet."

"Go on."

"She demanded that I tell her what happened. I told her that I was worried about my grades and offered to let you touch me to get higher marks. I didn't tell her about you being my lover. I said that you had a real big cock and I tore a bit when you went inside. I told her if she whispered a word, I would never talk to her again. She said she wouldn't."

"So, she isn't going to tell. Is there something else that made you cry little one?"

"Yes, now she wants you! You know to do stuff so she can get better grades!"

"Really, she is willing to have sex?"

Mae nodded and tears started again.

"What is the problem?"

"I love you and don't want to share!"

He laughed and rubbed the top of her head.

"As you know, there is plenty of me and I'm sure you want time to heal anyway. Listen little lover. Anything that I do with her will just be sex. It won't mean a thing."

"It won't. You can do things with her, but still love me?"

"Yes! You made up a great cover story Mae. I'm proud of my little lover."

He kissed her and she smiled.

"Tell you what, you go right to lunch and talk with her in private. Tell her to meet you here at the last bell. You and I will test her together to see if she can earn good marks."

Mae felt happy for the first time in 24 hours and left skipping down the corridor.

Withers was chuckling to himself as he headed towards the Teacher's Lounge.

Chapter 9

Vanni was waiting outside the door almost before the bell finished ringing. She must have flown! She was impatient as the students slowly left the room until only Mae and Mr. Withers were left.

"Vanni close and lock the door." The teacher instructed the 8 yr old.

He pointed to a spot in front of him as he sat in his chair.

"Tell me why you wanted to be here. You do want to be here, don't you?"

"I, ahh, well, Mae was with me the other night and I found out she did things with you to get better marks. I REALLY need better marks as you know. I told Mae that I would let you do things with me."

She was nervous as hell, biting her lips and wringing her hands as she awaited his decision. Vanni was a very decent looking girl, more mature than Mae at 8 years old. She was filled out a little more than the 7 yr old with a pretty face and bee stung lips. Her long dark hair and deep brown eyes a result of her heritage which was Italian with some mixed North African blood somewhere along the way.

"What do you mean do things with you and be specific?"

"I, ahh, well whatever you did with Mae. I don't know exactly what it was but you were doing things with her bum."

"What kind of things.

"You know sex things."

"So you are willing for me to do sex things with you whenever and however I want?"

"You mean it will be more than once?" Her voice went high and her eyes got big.

"You want good grades from me, considering you are a poor student that will have to be the deal. We don't start unless you totally agree with Mae here as a witness."

The preteen looked at the floor biting her lip and thinking things over. Mae looked at Withers, had her fingers crossed and winked.

Vanni slowly made eye contact. "I've never done anything with a boy and I certainly haven't done anything with a man. Will you made me bleed?"

"Girls, no matter what the age, usually bleed the first time although poor Mae bled a lot more than most!"

Vanni tried processing that info for a few more seconds. She was shaking her head and mumbling to herself. It was like she was trying to build up some courage. She knew that without his help, her grades would dip even lower and she would be in BIG trouble. It was not a happy girl who looked back at him and then to her little friend.

"Alright!" She uttered the single word and almost groaned.

"Alright what?"

"I will do sex things whenever and however you tell me."

Mae looked at her older lover, pumped her little fist and mouthed the word. "YES!"

"Good Vanni, you made the right decision. Now take off all your clothes!"

"Here?"

"Didn't you just agree to whatever and however I want? You can still back out. There is the door." He said pointing to the locked door.

"Vanni shook her head and started to unbutton her blouse.

Chapter 10

The now naked Vanni stood there as both her little friend, Mae, and her tall black teacher, studied her petite body. Mae got behind her friend and pushed her between the teacher's spread knees. He rubbed his hand over her flat chest, nipping at her little nipples barely sticking out their little nubs. His hand trailed down to her vagina. He pushed his finger all along her little slit. She gasped at his touch.

"Spread your legs so he can get a better feel."

This came from Mae whose blue eyes were sparkling at seeing her friend being molested by her lover. Withers pressed a little deeper into her slit, moving up and down and then pressing his thumb against her hard bud!

Mae had put a finger in her mouth and covered it in her spit.

"Bend forward a bit." She instructed.

When Vanni responded, Mae spread the girl's cheeks with one little hand and pushed her tiny finger up the girl's butt hole.

Vanni was started by Mae getting into the act. She had agreed with Withers but where did Mae fit in.

"Mae, why are you doing things? I'm your friend."

"It was me that set you up with Mr. Withers and this is my bonus! I get to play with you too, don't I Mr. Withers?"

"You sure do Mae, whatever you want. See one of these days, you might bring someone to me Vanni that needs my help. You can then play with them too. It's a fair deal I think."

Withers had been actually surprised when Mae jumped right in there. He thought that the girl might be hesitant to do anything considering the brutal ass fuck she had received on Saturday. Another idea just crossed his mind. He didn't like spending too much time in the locked classroom but he did want some relief. Vanni looked like she was going to be a delightful little fuck down the road. Right now, the teacher had an oral lesson for her.

He told Vanni to undo his pants and pull them down along with his briefs. She did as she was told and her eyes and mouth opened wide when his half hard piece of black meat sprang towards her.

"Oh my Gawd!"

Mae laughed. "Doesn't he have a gorgeous cock?"

Vanni was almost as surprised with her little friend's use of the 'dirty' word.

Chapter 11

"Get on your knees but keep your little butt raised as much as possible. Mae, you can play with her cunt, clit and ass as much as you please."

Vanni's head was spinning with her teacher's coarse language. Mae had giggled as she still worked a finger in Vanni's ass and was now pressing another finger up and down her moistening slit.

"Now give me your hand. You must learn the proper way to jerk a man off."

He placed her little hand on his almost hard cock. After a few seconds feeling him in her hand, she looked up at him in awe but didn't say a word. He showed her how to do a proper stroke and left it to her as his cock grew larger in her hand. The larger and harder he grew, the wider her eyes became.

He placed a hand behind her head and moved her closer to his cock.

"I want you to start licking all along the shaft from the base right to the tip."

Vanni just looked at him for a few seconds, sighed and stuck out her tongue. She made little tiny licks for almost a full minute. She paused and grinned. It was like she had just decided that it didn't taste bad and wasn't going to kill her. She resumed her licking with a lot more conviction. She made full strokes of her tongue while still moving her hand up and down.

Withers had settled back a bit in his chair, enjoying her mouth and smiling at little Mae who was having lots of fun with her fingers. He was surprised that he suddenly felt some affection for the little 7 yr old that he had treated so rough. She was just beaming at him as she worked on her friend.

He felt it was time to get into the major part of the lesson.

"You are doing well. Now you have to take my cock as deep as you can in your mouth. Bob your head up and down as you lick and suck."

Strangely enough, Vanni didn't even hesitate to open her mouth and do as he instructed.

"She's getting wet back here," Little Mae announced with great glee.

The 8 yr old was working well on his cock She even tried taking him deep and gagged but she didn't complain and sucked him down as far as she could.

Withers was getting hot very fast. Only a few days ago, he would never have expected being in this type of situation with one of his preteen students. He had dumped a load of cum in one girl's mouth and ass fucked her now he had the second one naked and sucking his cock while the first one participated! He was living a dream!

"That's right; suck me as hard as you can. I'm soon going to cum in your mouth and you must swallow every drop you can."

Vanni licked the part of the shaft that was in her young mouth and her cheeks bulged with the size of his hard meat. She was getting to like this oral action and she really liked what Mae was doing back there playing with her. She was wet! She was tingling in such a delightful way!

Withers watched her little head bob up and down on his cock, faster and faster. He was moaning and trying to hold back just a little longer. Suddenly, a muffled cry came from deep in the girl's throat.

"She's cuming on my hand!" Mae squealed in amazement.

The throat contractions, from Vanni' s cum, triggered his cock to burst and Withers tried to stop from roaring too loudly.

"Shit, little girl, what a great mouth! Ahhhhhhhhhhhhhhhhhhhhhhhh, thank you Mae for bringing her to me! Yeeeeessssssssss What a cum!"

Vanni swallowed his sperm the best he could and even licked his shaft clean. He told Mae to sit on one leg and Vanni on the other. He kissed them both.

"You did right in bringing her here Mae. Vanni, you should be glad that Mae shared with you but this has to be kept very quiet. I want to see both you girls at my house Saturday afternoon for more fun. I know that's not a problem for Mae. Are you still game Vanni?"

Vanni gave him a big smile.

"This is really exciting. I can't wait to learn what happens next"

Mae looked at Withers, winked and gave him a knowing smile.