M/fffff, voy, shave, ws, pedo, etc.

   THE CARE-TAKER Another fantasy from Pedros.....

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

  
---------------------------------------------------------------------------
------------------------------------------------------------ "Joe is a
caretaker at an exclusive girls' boarding school.  When asked to fix some
plumbing in the change-room, he makes a surprising discovery.  Very soon he
has his own private Peep-show; and what he sees is beyond his wildest
dreams.  He hatches a plot that will lead to him having each of the girls
he spies on for his own perverted pleasure...."

   Enjoy :-)









   Part 1



   Joe Hobson shuffled his way along the corridor, his gammy leg (an old
war injury) causing him to shuffle, even though he was just on forty.  He
could hear the noises from cleaners in the classrooms each side of him but
he gave them none of his attention.  He glanced at the clock on the wall as
he passed.  Four fifteen.  They should be just about ready, he thought to
himself, his excitement mounting.  He only hoped he had put it in the right
spot.  He was pretty sure he had.

   Joe was Caretaker at the Wilson Young Girls'College, at least, this part
of the College which catered for the girls from ten to thirteeen years of
age...the 'Middle' part of this private school catering to boarders from
very rich families.  The College was divided into three sections and Joe
thought he had been extremely lucky to have been allocated this section. 
He thought he had been lucky to score the job here in the first place...he
had really belaboured the point of his wartime service and the headmistress
had taken pity on him.  He had been given this section, he thought, because
the girls here were less vulnerable than in the younger or older sections.
At least, that's what he reckoned they'd thought.  Thank God!!!!

   He turned right at the end of the corridor towards his storage room, a
pokey little room with no windows.  He had hated it when he had first been
shown it and told it was 'his office'...until he had made his discovery!

   Over the holidays, he had been asked to repair tiles in the girls'
change-rooms.  When he was in there, he had suddenly realised that his
store-room backed onto it, on the wall opposite the open shower cubicles,
the wall that had a vanity bench and hand-basins along it.  His penis had
twitched as he had had a sudden idea about what he could do.  He had
immediately gone searching for the school plans on the pretext of needing
to know where all the pipes went and spent the rest of the day working out,
measuring, marking, until he had found the exact right spot.  At least he
hoped it was the exact right spot.  He was on his way to find out!  His
breathing quickened.

   He had found a place where he reckoned he would have an unobstructed
view of what took place in the change-rooms from his room, then he had
removed a brick out of the wall between his office and the change-room and
covered it with a one-way mirror.  He had suggested to the headmistress the
girls could use a mirror at the handbasins in their change-room and,
fortunately, she had agreed.  She was unaware it was to be a one-way mirror
and that it backed onto his room.  In his room, he had hung a pin-up board
over the hole and no-one was any the wiser.  His heart pounded as he neared
his room.  He opened his door, entered his office and locked the door
behind him, not turning on the light in spite of the darkness.  He was
officially off duty so should not be disturbed for at least until dinner.
He went straight to the pinup board and removed it.  He couldn't help
giving a soft moan as he gazed through the one-way mirror.

   There were five girls in the room, all nude and they were so close!.  He
knew these five.  They were the ones he had expected (hoped!) would be in
here.  They were members of a clique - at least four of them were.  He knew
they practised basketball together until around four fifteen each
afternoon, then showered and changed for dinner straight afterwards.  The
fourth girl was new and had joined their small group only today.  They were
all boarders and he knew their first names from hearing them talking and
calling to each other as they played.

   His eyes dragged over their bodies, his penis rising in his trousers. 
Three of the girls were in the shower, their bodies glistening with water
and soap suds.  He gazed at each of them, his eyes searching their nubile
forms.  The first looked to be around thirteen and was quite well developed
for her age, her breasts gently rounded, her nipples puffy and bright pink.
Her name was Jenny.  Water ran from her nipple points in streams and Joe
could see they were stiff.  She was lathering her hair, her arms upraised
and he could see the gentle swell of her belly and the bulging mound
between her legs.  She was hairless, under the arms and between her legs.
He was surprised as she looked certainly at a stage when she should have
had pubic hair - not that he minded as he saw the ruffles of her labia
peeking out of her pubic swelling.

   In the shower recesss beside her was a girl who looked around eleven or
twelve, her body slender and her breasts just swollen nipples on her chest.
Her name was Chrissy and she had a very pretty face.  She had yet to
develop her womanly shape and her groin was hairless, her slit a deep
groove in her pubic swell.  Her legs were long and slim.  Her body
glistened under the cascading water and Joe let his eyes wander slowly over
her as he unzipped himself and worked his penis out.  He was as solid as a
metal rod.  His eyes roved to the next stall.

   Another young girl, Sarah, was under the shower.  She was even younger
looking than the previous girl, her body smaller and more chunky.  Her
breasts were gentle rises on her chest with tiny pink nipples at the top of
the swelling.  Her navel was deep set in an attractively rounded belly
which curved inwards at its base before swelling out to a plump, bald pubic
V.  Her sex was a prominant cleft in her flesh and Joe watched avidly as
she ran her fingers between her thighs and touched herself between her
legs. He caught a glimpse of a rather pronounced clitoris as the youngster
spread herself with her fingers and washed the water into her.  Joe wrapped
his hand around his dribbling shaft, feeling his pre-cum ooze slickening
his hot flesh beneath his fingers.  He slowly rubbed his foreskin up and
down his hard meat.  A movement to his left dragged his eyes from the girl
he was ogling.

   A tall, leggy blonde dropped her panties and turned nude towards the
mirror.  Joe caught his breath.  It was Julia Martins and she was
beautiful. She was only around thirteen or fourteen, but her body was ripe.
Her breasts were rounded and heavy, their undercurve full and her nipples
stiff and jutting with dark fawn aureoles.  Her belly was gently rounded
with a shallow navel, a pale line drawing one's eyes from that indent
downwards into her fleshy pubes.  Joe's eyes devoured her, his penis
throbbing as he imagined it touching this girl's beautifully bare pubic
mound and rubbing into the moist valley between her swollen labia.  The
girl stared straight at him through the one-way mirror, touching her lips
then caressing her hands down over her breasts.  Joe waved his penis at her
and grinned.  What would she do if she knew there was a man watching her
and jacking off his big cock only a few inches from her naked body, he
wondered?  Probably enjoy it, he thought, his eyes travelling all over her
bareness.  He was surprised she was hairless.  With her development, he
would have expected a patch of pubic hair hiding her sex.  But, fortunately
for him, there was none and her pussy was there for him to see.  He worked
his trousers down and stepped out of them, baring his body from the waist
down.  He wore only his torn tee-shirt, and his socks and shoes.  He felt
good, standing before these girls like this.  One day he might even get the
courage to....Nah!  He was too scared.  He'd content himself with watching
like always.  The girl turned her head towards the last girl and said
something and giggled, her breasts quivering.  He'd have to make it so he
could hear them, he thought as he looked at the last girl - the newest one,
Mary.

   She had her back towards Joe and was taking off her panties, her rounded
buttocks spreading slightly as she bent forwards.  Joe got a glimpse of her
labia sticking out from the puffy bulge of her pubes and a flash of her
dark anus before she stood back up, turning to put her panties on the bench
behind her.  Joe's cock twitched.  She was as gorgeous as her companion. 
Her breasts were full and her body willowy slender but Joe's eyes were
drawn to her most obvious difference to the other girls.  Between her legs
was a triangle of hair, dark like her head hair and thick enough to hide
her sex from his eyes.  The other girl noticed it, too, and pointed at it.
She called to the girls in the showers and they all looked, turning off
their showers and coming out of their stalls.  Joe's eyes didn't know where
to look first, confronted by the bare flesh so near to him.  He fondled his
dangling testicles as he gazed from one girl to the next, his mouth dry and
his heart pounding.

   The girls were all looking at Mary's pubes and obviously commenting on
her hairiness, pointing out their own bare mounds to her and they seemed to
be having a heated yet goodnatured discussion.  The girl with the growth
seemed to be protesting while the others touched her and opened themselves
to her eyes.  Joe was gazing at each of them, looking at the bright
pinkness inside the cunnies that were opened, watching fingers touching
others private spots and seeing the play becoming more and more sexually
explicit.  The five girls were all giggling and he could see their nipples
stiffening and clits and labia swelling as they all were becoming aroused.
Then the blonde girl, Julia, said something that excited the others and
they took the pubed one by the arms and led her to the bench that ran at
right angles to the mirror and directly in front of it.  They made her sit
astride it and Joe's legs went wobbly.  She was facing him, her legs spread
each side of the bench and the crimson slash of her sex was now visible as
her pubic hair parted.  Chrissy and Jenny held Mary's arms and Sarah was
stroking the inside of the girl's thigh, her fingers going to the very edge
of her pubic hair.  He saw Julia go over to the change-room door and lock
it, then walked back to her belongings right past him and he watched her
breasts tremble as she stepped.  He went as close as he dared to the mirror
to see what she was doing as she rummaged in her bag.  Then she came out
with a spraycan and something in her other hand.  She held them out for
Mary to see and the girls all burst out giggling, their naked bodies
shining and beautiful under the glare of the fluorescent lights.  Joe could
now see quite clearly what she was holding.  It was a can of shaving cream
and a safety razor!  Joe suddenly realised what they were going to do and
he gasped as his penis began the tingling towards its climax.

   He didn't want to come yet!

   He stopped stroking himself but it did no good.

   He jerked as he began squirting his seed, his penis throbbing and
pulsing as it sprayed long streaks of his semen outwards, splashing onto
the wall and dribbling down in greyish blobs.  He stumbled forwards on
weakened legs as his climax peaked, stopping only when he was pressed
against the wall, his sperm sticky on his skin as he squashed against it,
his penis still pulsing more cum from him.  He gasped erratically, his
thoughts jumbled, his vision blurred.  For a brief, panicked moment, he
thought he was having a heart attack!

   But his body came back under his control as his climax slowly ebbed and
he leaned weakly against the wall.  Wow!  He had never had one like that
before!  And it was only the first day of his voyeuristic adventure!  He
wondered if he was up to further explorations.  Slowly he raised his head,
straightening himself up as he did so, his hands rubbing his semen over his
still stiffened penis and up over his belly.  He gazed once more through
the mirror.

   Julia was now kneeling beside Mary who had been drawn backwards onto the
bench, her legs still spread either side of the wide seat.  Her breasts
jutted upwards, her nipples hard peaks at their tips.  Her pussy was now
pointed straight at Joe and his eyes riveted to the moist centre so
unknowingly exposed to his view.  Sarah's hands were at the edge of Mary's
sex, gently moving her cuntlips by stroking her fingertips from the vaginal
opening to her thigh.  Joe could see the girl's large clitoris distended at
the tip of her labia and his hand wrapped once more around his still
engorged penis.  How he would love to suck on that!  He gazed in
fascination as Julia began lathering the hair on Mary's mons, spreading the
white foam down around the girl's pussy and between her buttocks.  The two
girls holding Mary's arms let them go and raised her buttocks to allow
Julia to reach under to her anus.  Their hands then went back to her
breasts and fondled them as Julia showed Mary the razor.  Joe could see
that Mary was trembling, her belly rising and falling rapidly as she
breathed, her body showing her excitement and arousal.  The other girls
were whispering and giggling, their hands stroking and touching Mary and
each other as they watched their leader begin to shave their newest member.

   At the first touch of the razor on her lower belly, Mary flinched, her
thighs tightening.  Joe's penis was throbbing again and he slowly stroked
the shaft, his sperm letting his hand slide easily over his hardness.  He
watched as Julia began to remove the hair from the spread-eagled girl,
Sarah, Chrissy and Jenny watching and assisting.  Sarah had got a cup of
water and Julia swished the razor in it to clear out the dark crinkly hair
she had removed.  Each swipe of the razor exposed a pink line of bare skin
in the white patch of shaving cream.  Mary's mons was soon naked, a bare
mound rising from the base of her belly, a patch of ruffled shaving cream
bearding between her legs and hiding her genitals.  But not for much
longer. Julia began working around the girl's more intimate parts,
carefully grazing the razor over her sensitive skin, removing the fine
hairs around her pussy.  The other girls pulled Mary's labia out,
stretching it across her sex so Julia could shave down each side of her
groin.  Mary was writhing beneath her friends' ministrations and Joe could
see her belly and thighs tightening as her arousal increased.  His eyes
stared intently at her pussy, so slowly being bared and exposed to him.

   Then the girls eased Mary's legs up and back, raising her buttocks off
the bench and exposing her anus to their eyes and fingers.  Mary covered
her face in embarrassment; but was giggling none-the-less as she was
intimately exposed.  Julia drew the razor down the crease between Mary's
buttocks and around her dark anus, letting it tease the edges of the girl's
sphincter.  Joe's hand began massaging his thick glans and felt his penis
tingling.  When Julia finished she turned the razor around and gently
probed at Mary's anus, letting the tip enter through the tight ring.  Mary
squealed and jerked, pulling herself away, her feet returning to the floor
as the girls laughingly restrained her.  Julia rinsed the razor and Sarah
came over to the sink and washed out the cup, filling it with more water.
She took it back and proceeded to wash Mary's now naked sex.  She was
slightly reddened around her labia where her hair had been removed and her
pussy reminded Joe of one that had been well-fucked.  As they washed her,
Julia and Sarah spread her open and pressed their fingers into her.  Mary
squirmed as they probed her but the other girls kept her on the bench,
squeezing and stroking her breasts and nipples until she was writhing and
thrusting up at them in orgasm, collapsing back limply in exhaustion when
it had subsided.  The girls all laughed and fondled her more intently as
she came, satisfied at what they had achieved.

   The girls then sat back and admired their handiwork, giving Joe an
unhindered view between Mary's legs.  The girl's cunt was distended, her
labia and clitoris swollen and she was glistening with moisture.  Her bared
pubes were white against the tan of her surrounding skin and highlighted
her new nudity.  She finally tried to sit up, but the girls protested,
pressing her back down on the bench.  They began explaining something to
her and Joe saw her eyes widen as she shook her head and tried again to sit
up.  Again she was pressed back and Julia went up to her head and spoke to
her.

   Damn!  Joe thought.  I'll have to make it so I can hear!  He could only
try to guess what they were saying while his eyes feasted on the five of
them and his hands continued to fondle himself.

   Finally Julia seemed to have made her point to Mary as they had stopped
talking.  Joe watched intently as Julia turned to Sarah and spoke to her.
The young girl knelt down beside Mary's thigh and, as Joe caught his
breath, she leaned forward and pressed her mouth to Mary's shaven pussy and
kissed it.  Then Chrissy and Jenny took their turn, kneeling beside Mary
and pressing their open mouths to her cunt.

   Joe almost came!  He could taste the fresh, musky taste of the girls on
his own tongue - could feel the slick moist silky skin against his own
lips. His breathing was ragged and his penis even more swollen and
sensitive.  His eyes never left the scene before him.

   When the younger girls had finished, Julia straddled Mary's face, the
girl looking straight up under the blonde's bare pubes.  Slowly Julia
lowered herself, her knees bending outwards, her hands pulling her labia
apart to spread her vagina.  Joe's heart pounded.  It was so incredibly
erotic!  Lower and lower Julia went until her spread sex was only
millemetres away from Mary's lips.  She held herself there, unmoving, for a
long moment.

   Joe saw water glistening and Mary tried to jerk her head away from
between Julia's legs.  But she was trapped under the blonde.  Suddenly a
jet of water squirted out from between Julia's labia and sprayed over
Mary's chin and breasts, splashing over her body and trickling beneath her
onto the floor.  Joe saw Mary's body arch upwards as she was drenched in
urine but she couldn't escape the flow.  Julia lowered herself onto the
girl's mouth, still urinating, her hands holding Mary's chin and keeping
her mouth open and beneath her.  He could see the overflow running out the
sides of Mary's mouth, but could also see the girl swallowing, her throat
convulsing as she took the blonde's water into her.  He couldn't believe
it. He pumped his penis faster as he gazed on this bizarre and exciting
action.  He was going to cum again, before the climax the other side of the
mirror, but he couldn't contain his needs any longer.

   Julia finished and stepped back to allow Sarah to take her place,
holding Mary's face still, her mouth open.  The younger girl copied her
leader and began pissing as she straddled herself over her 'victim', her
urine wetting Mary's hair and face before squirting down over her nude
body. Then it was in her mouth, Sarah lowering herself until she was
squatted on Mary, the older girl's nose buried between Sarah's buttocks.

   Joe could hold back no longer and he groaned as his body stiffened and
that familiar ache began deep in his balls.  He savoured every sensation as
his semen rose up through his shaft and pulsed out onto the wall in front
of him.  His climax was deeper, yet less powerful, than before, his
ejaculations thicker and slower, his sperm sticking to the wall like creamy
glue.  His whole body shuddered and jerked with each spurt but he kept his
eyes glued to the girls before him.  He saw Jenny replace Sarah, squirting
her yellower fluids onto and into Mary.  Then Chrissy followed her.  Joe
saw it all through a haze of sexual fulfilment.  It was like his most
erotic dreams coming true.  He stroked his slowly softening tool, squeezing
along its spongy length to drag every drop of his semen out to drip onto
the floor beneath him.  He'd have a bit of cleaning up to do - but, Fuck!,
it was worth it!

   In the change-room, the girls were moving again and Mary was sitting up
on the bench.  She was drenched in urine, her hair dripping and streaks of
shine traversed her body as it ran down her bare body.  She shook her hair
and ran her fingers back through it, pulling a face and turning to Julia,
who was talking to her.  The other girls were lying on the flooor in a part
cross, their heads touching at the centre.  Julia took her place with them
and they all spread their legs wide and lay still.  Curious now, Joe gazed
at them wondering what ritual was going to take place.  He looked at Mary
as she wiped her hands sensuously over her body, gazing down at her bare
pubes with a look of delight on her face.  She touched herself, pulling
herself open, looking up to see herself in the mirror.  Joe could see her
sex so clearly - he WAS the mirror.  He could see her clitoris, her swollen
bud large and protruding from beneath the fold of skin at the top of her
cunt.  He could see her labia, crinkled and puffy with arousal.  He could
see the moist dark entry into her vagina, glistening with urine and
lubricant.  He ached to touch her...to smell her...to taste her...to fuck
her!  He fondled his heavy, softened penis.  How it would feel sliding into
that cunny!

   Mary stood up, Joe's eyes following her lustfully.  She walked to the
mirror, stepping over the legs of the girls lying on the floor.  Joe
unconsciously put his hands out to touch her breasts as she stood before
the mirror, only inches from him, and gazed at her totally bare body.  As
Joe's fingers touched the back of the mirror he jumped, pulling them back
as though it burnt.  Jesus!  he thought.  What if they could see where he
touched?!  He focused his eyes back on Mary, but she was oblivious to
anything but the sight of herself in the mirror.  She turned slowly around,
giving Joe a close look at her beautiful form.  Then she gave a start and
Joe realised one of the girls had spoken to her.

   Mary left the mirror and went to where the girls lay spreadeagled on the
floor.  She knelt between Sarah's legs, her hands on the young girl's upper
thighs.  Solemnly she leaned forward and kissed Sarah's bare sex, sliding
her tongue from between her lips and licking around the youngster's pubes.
She was side-on to Joe and he saw her tongue slip in between Sarah's slit
probe into her.  Then Mary withdrew and, still kneeling, eased her way over
Sarah's leg to kneel between Chrissy's legs.  She did to Chrissy what she
had just done to Sarah.  The girls on the floor made no movements, just lay
still as Mary continued around the cross repeating the kissing, licking and
tasting of each girl's hairless pussy.  After she had performed the ritual
on Julia, giving Joe a delightful look at her anus as she knelt to her task
facing away from him, the girl stood up.  She moved carefully to the centre
of the cross the girls made and stood above their heads.  Slowly she
squatted, looking down at the four upturned faces looking up into her cunt.
She settled herself above them and Joe watched in fascination, his penis
once more starting to stir.  He took hold of it, letting it swell in his
grasp but not masturbating the hardening shaft.  He thought he knew what
was going to happen and he held his breath in anticipation, his eyes
fastened to Mary's spread sex.  And he wasn't wrong.

   Suddenly Mary smiled and water splashed out of her onto the girls below
her.  Throwing her head back and putting her hand to herself, she sprayed
her urine over them in delight.  The girls below her drank her fluid and
spread it over themselves, their bodies writhing in ecstacy on the soaked
floor.  They were all masturbating and Joe saw them arch as they reached
their climaxes.  They were certainly sexy sluts, he thought!  And so young!
It was astounding and beyond anything he had imagined when he had set the
mirror up.  He knew he was going to carry this further...was going to have
these girls for himself.  He had to!  The sluts knew what it was about.  As
young as they were.  He could lead them further along their path of
debauchery and perversion!  The thought made him fully hard and he waved
his cock at the now quiet girls before him.

   "This is for you all!" he grunted softly, suddenly realising how he
could get to have each of the youngsters he was watching...and with no
danger to himself.  The thought was exhilerating and he began jerking
himself again.  The little sluts would soon be playing with this willingly,
he thought as he watched them get up and move into the same shower stall.
He felt himself coming as he saw them fondling and fingering each other as
they washed, kissing and sucking breasts and clits, licking cunts and
arses. He would soon be doing all that!  Soon they would be his!  He cried
out as he spurted his third load of sperm onto the wall and floor before
him.  Very soon!

   Very soon!





   Part 2

   During the next week, Joe hatched his plan.  He watched the girls each
afternoon, jacking off as they played around naked in the shower room. 
They fondled each others' bodies, putting their tongues and fingers into
their bald pussies, nibbling on each others' breasts or nipples or clits
and Joe got to explore their most intimate parts through the one-way mirror
with his eyes.  He loved the way they all very quickly got shiny wet
between their legs, especially Julia Martins, their 'leader', who seemed to
be wet all the time.  She usually took her panties off facing the mirror,
one leg up on the bench and looking at herself as she eased them away from
her bare sex.  Joe knew her cunt intimately, its delicate labial folds, the
bright crimson innner sanctum, her large clitoris and the creamy lubricant
that was visible in all her folds and crannies, glistening under the
fluorescent lights.  She often stroked herself or put her fingers inside
her vagina, smiling sexily at her reflection before smearing her juices up
over her belly and full breasts.  Then she would slowly turn and walk
seductively into the shower stall and begin fondling whichever girl was
occupying it.  She was certainly the leader of the group and the other
girls seemed to do as she wanted.

   Joe almost jerked himself silly watching their sexual play and imagining
them doing those things with him.  Several times he almost touched the
mirror in excitement, but managed to restrain himself at the last minute.
After the second afternoon, he had worked out his plan.  He set up his
video camera and began videotaping the girls' activities, most nights
masturbating in his room as he replayed the afternoon session, editing the
more explicit parts onto a master tape.  By the following week, he was
ready to put his plan into action.  He had tidied up his 'office' and
brought in an old but servicable sofa, a television and video player and a
couple of comfortable lounge chairs and fitted them into the large room
with his desk and office chair.  He hung a couple of pin-up pictures of the
type usually found in garages on the walls and he was ready.  Because of
the school holidays, few staff and students were still at the school and
Joe didn't anticipate any problems.  His office and section of the school
in which it was situated were rarely frequented even during school time and
would almost certainly remain deserted during vacation.  If he was ever
needed, he was usually contacted via the phone, or the intercom service.

   Joe knew 'the gang' (as he had become to regard the group of girls)
spent a lot of time talking and relaxing on the lawns and he ambled down
that way near lunch-time.  He arrived just as the girls were making their
way off the lawn to go to the dining room.  He waited on the path they had
to use, making out he was checking on the roses that bordered the path.  He
smelled the girls as they drifted past him, their perfume and the
underlying sensual muskiness from their bodies heady and even competing
with the scent of the roses.  As luck would have it, Julia was the last in
the group, having stopped to get a stone out of her sandle.  The other
girls were well past him and turning the corner of the building as she
hurried up the path to catch up to them.  Joe stepped back into her way,
making her stop.  She looked at him in surprise when he turned towards her.

   "Hi, Julia," he said, letting his smile put her at ease.

   "Hi, Joe," she answered brightly.  "I almost bumped into you."

   "That would have been nice," he quipped, his eyes going deliberately to
her full breasts then back to her face.  "I sort of hoped you would," he
added.

   Julia looked at him slyly.  She was certainly quite a forward young
miss, Joe thought.  She looked down at her breasts and smiled back up at
him; but she said nothing.  He saw the pouty lips formed into a slightly
bemused, yet provocatively challenging way that suggested she dared him to
find her considerable charms not exciting.  When he made no response or
comment, the young girl's expression changed to one of arrogant disdain, as
though he was unworthy of her and she went to brush past him.  Joe grabbed
her arm as she did so and pulled her closer to him, her breast pressing
firmly against his upper arm.

   "What's the hurry?" he asked her softly.  "You and I need to have a
little chat."

   "What?  What do you mean?  What do you want?" Julia asked, her voice
showing first her quick anger at being touched by him, then questioning,
some of her arrogance disappearing as she felt the firmness of his grasp.

   Joe slowly let his grip relax, but kept her against him.  "Believe me,"
he said.  "We need to talk."

   "What about?" she responded, curiosity now in her tone.

   Joe smiled.  "Its quite important and for your own good.  But not here.
Not now.  Come to my office after lunch.  By yourself."

   Julia looked at him suspiciously.  "Why?  What do you want?"

   Joe let go of her arm but kept the smile on his face.  She was intrigued
and he knew it.  "Just be there," he said.  "I reckon you might regret it
if you don't," he added confidentially.

   "Really?" Julia replied, the arrogance again evident in her voice.

   "Really," Joe said definitely.  He looked at her and was pleased to see
her look away.  She was concerned, disdainful, intrigued, nervous, all at
the same time but he knew she would come.  "Go off to lunch," he said. 
"And I'll see you in an hour or so."

   Julia dragged her eyes back to him.  She was suddenly uncertain,
unnerveded by the janitor's confidence.  What could he want?  She felt
confident she could handle whatever it was, though.  He wouldn't dare make
a pass at her!  Would he?  She could handle that as well, though.  She
turned away from him and began walking on towards the dining hall, her
thoughts trying to decide what to do.

   "Don't forget to come by yourself," Joe said as she began to walk away.
"Don't tell your girlfriends, either," he cautioned.  "This is for you
only." He couldn't tell whether she agreed or not as she gave no indication
before turning the corner of the building.  But, knowing and observing her,
he was confident he had intrigued her enough and set up a challenge she
would not refuse.  With a shiver of delicious anticipation, he headed off
to his office to prepare for an interesting afternoon.



   ****************



   "Aaah!  Come in, Julia, come in."

   The young girl walked confidently into his office, her gaze taking in
the interior at a glance.  Her air of confidence faltered, just slightly,
as Joe shut the door, enclosing them both in the windowless room
(windowless as far as she could see, anyhow).  Joe clicked the lock and
Julia's eyes looked uncomfortable, but she kept up her appearance of
self-assurance.

   "What do you want?" she asked.  "What is this mysterious 'chat' we need
to have?"

   "Relax, Julia.  Sit down." Joe indicated the sofa and smiled as the girl
sat down, his eyes catching a glimpse of her white panties beneath her
short skirt as she did so.  The sofa was low enough to raise her knees
higher than her backside and Julia had almost no way of covering herself
modestly.  She rested her hands in her lap to hold her skirt down and
leaned forward to watch the caretaker.  Joe let his eyes take in the smooth
flesh of her exposed thighs, ensuring she saw where he was looking, then he
sat on the arm of the sofa.  "I'm sure you'll get a kick out of our
discussion," he said slyly.  "But first I want to show you something." He
reached for the remote and pressed the play button.  Julia's eyes swung to
the television.

   "You gonna show me dirty movies?" she asked noncholantly.  "I've seen
lots of them already.  If you think you can....!" Julia's voice faltered as
the picture appeared on the screen.  She stared at the girl in surprise. 
It was herself.  She was nude, pulling her bare pussy open towards the
camera!  Her friends were watching her...looking at her moist inner flesh.
They were also naked and were touching her and each other!  She recognised
the change rooms, remembered the situation...but how was it filmed?  By
whom?  She looked from the screen to Joe and back again.  For once she was
lost for words.

   "How?...Who?..." she finally managed to ask, her voice for once without
her usual arrogance, soft and nervous.  She looked at the caretaker.

   Joe slid the board covering the one-way mirror aside and Julia realised
it gave a view into the change room.  She realised Joe had watched and
filmed them through the mirror.

   "You dirty old man!" she began, rising up from the couch.  "I'll
report....wha...!"

   Joe pushed her roughly back down onto the couch and stood in front of
her.

   "You'll do nothing!" he told her.  "How'd you like the Principal to see
this...or your parents?"

   "You wouldn't dare!" Julia said, hautily.  "You'd get into trouble
yourself, you old perve!"

   "Wouldn't bother me as much as it would you," Joe responded.  "You've
got a lot more to lose than me.  But let's not get upset.  I'm sure we can
settle this friendly, like.  I didn't do it to get you girls into trouble."

   "Well what did you do it for?" Julia asked, her voice calming slightly.
"Why show it to me?  Why not just keep it to yourself and jerk off over it
whenever you want?"

   Joe smiled.  "I want a bit more than just something to jerk off over,"
he told her, sitting on the arm of the couch.  "After seeing your pussy and
watching you and the other girls, I've thought of better things we can do."

   "What do you mean?" the girl asked him, but he could tell from the
quiver in her voice that she knew what he meant.  He didn't reply.  Julia
blushed.  "You mean....?" her voice trailed off.

   "Don't fret, honey," Joe said more gently.  "Let's just watch a bit more
and then we'll talk." He slid onto the couch causing Julia to slide away
from him.  He saw her eyes go back to the television screen and he smiled.
He had her.  He stiffened as he watched the five girls frolicking and
giggling in the change room, watched them fingering and licking each other,
sucking each other's breasts, nipples or clits, rubbing against each other
and doing everything except fuck.  He heard Julia's breathing become more
ragged and noticed her press her hand harder into her lap as she watched
herself and her girl-friends.

   Finally the screen faded and Joe used the remote to turn the video and
television off.  They sat in silence.  The room was humid and the young
girl's smell wafted up into Joe's nostrils.  She was as aroused as he was.
Julia was the first to break the silence.

   "Uh...wow!" she exclaimed.  "That's pretty sexy stuff, isn't it?" She
smiled nervously.  "What do you intend doing with it?"

   "That all depends on you, Julia," Joe said.  "You do what I ask...  and
we do nothing with it.  You don't do what I ask...and copies go to your
parents and to the school council and principal.  As simple as that.  Two
choices."

   The young girl's face blanched and she licked her lips nervously, her
eyes staring at Joe.  "Uh...I guess I've really only got one choice,
haven't I?  Wha...what do you want me to do?" Her eyes flickered to his
groin and back up to his face and Joe knew she knew what he wanted.

   "Well first, I want you to relax, honey.  I'm sure you've had sex with a
boy, judging from what I've seen and I just want to experience what he did.
Am I right?"

   Julia gave a slight smile and visibly relaxed.  "Yeah," she said, her
voice becoming sultry.  "I've done it with guys a few times.  When I go
home.  There's a couple of guys down the street who, you know, take turns.
They get me to...suck on their...cocks and swallow..." She blushed as she
remembered.

   "You like that?  Having guys take turns?  Sucking their dicks?  Eating
spunk?" Joe asked her.  She was sexier than he had imagined.

   "Sure if they're hunky guys.  I guess I like sex anyhow," she responded.

   "Then you won't mind it with me?" Joe asked.

   Julia looked him up and down, then smiled up at him.  "It depends," she
said.

   "On what?"

   "I like big things."

   "You mean big cocks?  Is this one big enough for you?" Joe said
grinning, unbuttoning the front of his overalls and letting them drop.  He
had only a short tee-shirt underneath that left his lower body bare.  His
erection thrust out from his pubic bush, the glans swollen and shiny with
pre-cum.  The girl's eyes dropped to it, her face instantly flushing.

   "Oh!" she exclaimed as she gazed at the huge organ.  "Oh, wow!  Its
huge! I didn't know they grew that big!  Unnh..I don't think...." her voice
trailed off.

   "Bigger than the guys you've screwed, huh?" Joe said, a touch of pride
in his voice.  The girl was hooked, he thought to himself.  His stomach
fluttered at the thought of fucking her.

   "Sure is!" she breathed, her eyes unable to drag away from his manhood.

   "Take your clothes off, honey and let me have a close look at you." Joe
stepped out of his overalls, leaving the shortened tee-shirt on.  In spite
of his age and gammy leg, his body was still good, his skin smooth and his
muscles firm.  His balls dangled heavily between his thighs and he
scratched them, raising the large nuggets in the palm of his hand.  Julia
licked her lips as she watched, slowly standing up from the couch.  Her
fingers unbuttoned her blouse and Joe saw the gentle swell of her breasts
slowly exposed.  He leaned his buttocks back on the edge of his desk,
causing his penis to jut out prominently and quivering as he watched the
girl strip.

   Julia wore no bra and he stared at her breasts as she took off her
blouse.  They were quite full, topped with crinkly, pale pink nipples that
were already stiff.  They trembled slightly as she moved and Joe could
already feel them in his mouth, imagining the taste and texture of the hard
nubs as he sucked and teased them.  His fingers clenched as he imagined
fondling those full orbs.  She had yet to develop the fuller curves of a
woman, but her breasts were still quite large mounds on her chest, with
aureoles and nipples the pink of young adolescence.  Julia undid the button
on her skirt and dropped it to the floor where it puddled around her feet.
Joe gazed enraptured at her almost nude body.  He had seen her so many
times through the mirror and on his video screen, but it was nothing like
having her so close to him as this, nor as thrilling as being able to hear
her shallow breathing, smell her delicate female odours, see the trembling
of her skin and to know he was soon going to feel and fuck her.

   "Your panties, babe," he breathed, his penis throbbing.  "Take off those
panties so I can see that pussy for real." He slowly stroked himself,
precum now oozing from his cock.  The young girl slipped her fingers under
the sides of her panties and slowly bent forward from the waist, drawing
her panties down her thighs as she leaned towards Joe, her face slowly
lowering towards the end of his penis, her eyes glued to the hard rod.  She
let her panties drop from her knees and slowly stood back upright, her
tongue running around her lips.  He saw her breasts quivering with her
shallow breathing and he knew she was as hot as hell.  His eyes slowly
caressed over her nudity.  Damn!  She was beautiful!  Her honey coloured
skin shone under the light, a fine sheen of sweat coating her from the
rising temperature in the small room.  He took in her breasts, much fuller
than most young girls her age, the nipples now crinkly and jutting from her
excitement.  Her belly was gently rounded, her navel a little hollow on her
smoothness.  His eyes followed the faint line that led downwards over her
lower belly, curved over her plump mons then faded into the folds peeking
from her bare pubes.  She stood with her hands by her sides, her legs
slightly apart and he saw the indent of her sex between the smoothness of
her fleshy mound and his fingers ached to touch her.  But not yet, he
thought.

   "Sit on the desk," he told her and she did as he asked.  "Open your
legs. Oh yes!  Lean back a little ...  a bit further ...  yes ...  Jesus!
What a beautiful cunt.  Mmmmm...babe.  Are you and I gonna have some
pleasure!" Joe put his hands on Julia's smooth thighs and gently pushed her
legs wider apart.  His eyes were riveted on the young pussy spreading open
between them.  Her smell wafted up from her sex, a delicately pungent scent
that he could almost taste.  Fine strands of silvery dew glistened as her
pussy lips were erotically parted as he pushed her legs even wider and he
could see shiny grey cream nestled within the folds uncovered, signs of her
arousal.  He leaned forward, his heavy breathing loud in his ears.  Her
scent enveloped him as his head moved above her thighs, her sex open only
inches from him.  He saw her clitoris, its reddened tip poking out from
beneath its sheath at the top of her labia.  Slowly he lowered his head
towards the shiny bud, his tongue coming from between his lips and swiping
gently over the tip.  Julia gave a cry and her body jerked as he suddenly
nipped the hard flesh between his teeth and rubbed his tongue over the
sensitive tip.  He pulled on her clit before lifting his head away,
stretching her until she lifted her hips towards him.  Her sex was open and
her smell filled his nostrils.  His lips were coated in her musk honey.  He
licked them, her taste delightfully tangy and virginal.

   "You like that, don't you, babe?" he said, his fingers moving in to
stroke and tease her moist centre.  He pressed his finger into her tight
hole and Julia squirmed.  "You like my finger in you?  Wait 'til you get my
cock." He rotated his finger inside the hot wet passage of her vagina, his
finger squelching in her flowing juices.  Julia writhed as he frigged her,
his finger slipping along the ridged, firm slick inner flesh and pushing
its complete length into her until he came against the hardness of her
cervix.  The young girl was gasping and bucking as he probed her and he
pressed his other hand against her fleshy mons.  Then he slid his finger
from her and ran his hands up over her bare pubes, over her taut belly and
took a breast in each hand, squeezing and kneading the firm mounds.  His
thumbs rubbed across her stiffened nipples.

   "You certainly are a little sex-pot, aren't you?" Joe's voice was hoarse
from desire and he squeezed the young girl's breasts.  His penis was
resting on the table between her legs and he moved forward until it touched
her sex.  Julia moaned as she felt its thickness at the top of her thighs.
She wriggled her buttocks trying to bring his manhood into firmer contact.
Joe let himself press against her for a moment, his pre-cum slick knob
feeling the heat emanating from her centre.  Then he pulled back and stood
up, his hands resting on the top of Julia's thighs.  He looked down on her
splayed body.

   When Julia realised he was not continuing, she opened her eyes and
looked at him in surprise and confusion.

   "Is...is something wrong?" she asked hesitantly.  "Have I...am I....?"

   "Nothing's wrong, babe.  Its just your time to please me," Joe said, his
eyes probing her naked body.  "You're going to suck my cock," he told her.
"And if I like it, I might fuck you." He turned her around on the desk
until she was lying along its length, her face turned towards him.  Keeping
a hand in the moist heat of her upper thighs, he moved until he was
standing directly in front of her face, his penis pointing straight at her
mouth.  She stared at it, her eyes wide, her breathing shallow and trembly.
He saw her lick her slightly parted lips and he smiled.  She was going to
do everything he asked of her.  She was his!

   He eased his hips forward until his large glans was a hair's breadth
from her lips and he watched her eyes widen and her mouth part.  He
glistened from pre-cum and he wondered how she was going to react to its
taste.  He had no time to wonder long, though, as Julia's tongue slowly
protruded from between her lips and touched his slick bulb, sliding
unhesitatingly around the deep pink flesh.  Her lips followed, opening to
slip over him, her tongue sliding up beneath his shaft as she took his
penis inside.

   Joe groaned.  This kid was good!  She suctioned on him as she moved her
mouth backwards and forwards over the end of his shaft, her tongue in
constant motion around his increasingly sensitive glans, teasing his slit
and wiping underneath his coronal rim, bringing him very quickly towards
fulfilment.  He jerked inside her, feeling himself banging against the back
of her throat.  He expected her to gag but she only brought her hands
against his lower belly and kept him from thrusting too deeply.  Her thumbs
caressed his dangling testes and inner thighs and Joe gasped in surprise.
She had certainly done this before and no doubt!  He felt his scrotum
tighten and the tingling in his penis grew to almost unbearable heights. 
He felt his spasm start deep inside him and he grabbed Julia's head and
dragged it hard against him.

   "Ohhhhh Fuckkkk!!!" he cried as he burst inside her mouth.  Spasm after
spasm racked him and he jerked and thrust deep into the girl's throat.  He
was only vaguely aware of her muffled cries, too lost in his own orgasm to
be concerned about anyone else.  Thick sperm pulsed up and out of his cock
and he let himself be taken over by the sensations of pleasure that washed
through him.  His whole body trembled and shoook and his muscles quivered
with the release of tension.

   His whole fantasy was coming true.  The youngster, her face pressed hard
against his belly, her naked body jerking and writhing on the table before
him, was his to do with as he pleased.  And she would bring him the others.
Younger ones.  Un-developed, immature, bald pussies and no breasts.  For
him to fuck and play with!  Any time he wanted!  It was incredible.  And
far easier than he had ever hoped.

   These thoughts raced through his head as his climax slowly subsided, his
awareness coming back into the reality of his situation.  He became aware
of Julia's struggles and the muffled groans and gasps she was making and he
released the pressure against her head so she could draw back from him.  He
saw her eyes flushed with tears and she gasped loudly, spluttering and
choking as she jerked back from him.  His sperm dribbled from her mouth and
she coughed, spraying her spittle and his semen over the desk.  He grinned.

   "Bet you haven't had it like that before.  That's what a real man is
like!  Better than the boys you've done it to, hey?"

   Julia could only look at him as she tried to get her composure back. 
Joe grabbed her breast and kneaded the firm flesh.  Her nipple was as hard
as could be.  She enjoyed it, he realised.  In spite of his roughness and
nearly choking her.  He dropped his other hand between her thighs, poking
his finger into her moist vagina.  She was creamy wet, his finger slipping
into her with no resistance.  The young girl groaned as he pressed it right
to its full length and wriggled it inside her.  His penis was still
semi-erect, dribbles of sperm coming from its swollen knob.

   The girl ceased her coughing and looked up at him, her eyes red.  She
looked rather stunned, but he could also see the look of sexual lust in her
features.  He slid another finger into her and pressed his hand firmly over
her sex.  "You're all wet for me," he grinned, his fingers squelching
inside her as he moved them around her hot tunnel.  "Wanting my cock, huh?"

   His penis stiffened again and he grasped it with his other hand, moving
the slick knob towards her sex.  Her eyes fastened on it and she licked her
lips.

   "No!  I don't think I can...  It...it...its too b..b..b..big!" she
protested as he rubbed it over her wet entrance, the spongy knob forcing
her swollen labia apart.  Her hands came down to press against his lower
belly to push him back from her but he just laughed and grasped both her
wrists in his other hand and pressed harder against her opening.

   "Bigger than those boys you've been playing with, for sure.  But your
pussy will take it, honey," Joe said, slowly forcing her open by pressing
his cock in harder.  He paused and looked at her.  "Or would you rather
have it up your backside?" he asked.  "Some girls really like it that way."
Julia shook her head frantically as the caretaker slid his penis down and
pressed in against her anus.

   "No!  Please don't!" she cried, her body jerking beneath him.

   Joe slapped her on the buttock and grinned.  "Okay, honey.  Up your
pussy it is."

   He moved his erection back up to her sex and began pressing himself into
her.  Julia squirmed and groaned as her young vagina was forced wider and
wider, the thick man meat squeezing its way into her.  The tightness of her
passageway sent tingling waves through the length of Joe's cock and into
his belly then up and down his body making his knees weak.  He had never
imagined a young girl could be so enjoyable.  He had hoped!  But this
exceeeded all of his expectations.  And the sounds made by the youngster as
he pressed deeper and deeper into her young body only increased his lust.
He felt so powerful!  She behaved as though he was splitting her apart, her
muscles spasming and her cries rising as he filled her.  He rasped himself
backwards and forwards in her tight hole, his glans squashed within her
ridged vaginal walls and he could feel her ridges stroke him, bringing him
unbearable pleasure.  He grunted as he thrust jerkily, his body
uncontrollable and unable to hold back.  His orgasm began deep inside, deep
in his lower belly.  His balls tightened beneath him and he pushed deep
into Julia, his hands grasping her thighs and pulling her tight against
him. He held still, his ejaculation coursing its way speedily through his
tubes, his pleasure indescribable.

   And then he came!

   He cried out as a powerful spasm wracked his body and he heard Julia
scream with him.  His penis seemed to swell to twice its size and a white
hot stream of semen spurted up its length and into the girl's waiting womb.
Again and again his body spasmed, each time forcing him deeper and harder
into Julia.  She writhed and bucked on the table before him, her hands
clenching and unclenching with each thrust of his hardness inside her.  His
fingers dug into her thighs, holding her down as he emptied himself into
her, his body trembling and quivering with his release.

   After what seemed minutes, he finally ceased and his body relaxed,
suddenly weakened by the power of his orgas and he lowered himself over the
supine and still girl beneath him.  He was surprised to feel her arms go
around him and her hands gently stroke from his buttocks up the length of
his back.  He ran his hands over her body, down her sides, over her hips
and onto her sweaty bare pubes between his body and hers.  He felt himself
still inside her, her labia swollen and puffy around his thick, spongy,
detumescing shaft.  He dragged his hand up between their naked bodies to
her breasts and gently squeezed her mounds.  He nipples were now soft.

   "Mmmmmm!  That was nice," Julia murmured in his ear, her hands pressing
against his back.  Her voice was husky and low.  Her comment surprised Joe
and he drew back from her.

   "You liked it?" he asked her.  "I knew you would, baby."

   "Mmmmm!" she responded, opening her eyes and staring up at him.  "You
are so big!  So hard! ...  So powerful!"

   Joe grinned.  "You won't want those little boys any more, will you?  Not
after having a real man's dick up your pussy."

   Julia shook her head.  "You'll have to do me more," she murmured,
fluttering her eyelashes and grinning sexily up at him.

   "Not so fast, young lady," Joe said.  "We have an agreement to settle.
No more fucks for you from me until you agree to my terms." He gently eased
himself out of her hot vagina and stood up between her widespread thighs,
looking down at her splayed before him.  He put his hand on her bare pubes.
"As much as I enjoyed your pussy, sweetheart, I said I wanted something
from you.  Or have you forgotten?"

   Julia looked surprised and uncertain.  "Wha...wha...What do you mean?  I
thought ...uh...I mean...we had...?  I don't understand...."

   "That fuck was just the beginning, babe.  I said I wanted you to do
something for me or I'd send copies of that video...and the one I've just
recorded..." He pointed to the video camera on its tripod in the corner of
the room.  It was aimed towards them and the red light indicating it was
recording blinked at Julia.  She stared dumb-foundedly up at the man.  "I'm
sure your folks would love to see that one!" he grinned.

   Julia didn't know what to do.  Before she could do anything, however,
Joe stroked her sex gently, causing her to lose track of her confusion as
he caused tingles around and inside her.

   "We can do this as much as you want, honey.  And it feels like you want
it a lot," he said, his finger probing around her folds and over her slick
skin.  "But I want you to arrange for one of your young friends to come to
me.  To do what you're doing.  To let me play with them like you do in the
change-rooms."

   "What?" cried Julia as his words sank in.  "How?  When?  What makes you
think ...Ohh!!!"

   Joe stopped her by pinching her clitoris between his thumb and
forefinger and rolling it gently.  "You are the leader, babe," he said to
her.  "You lead the changeroom antics and those girls will do what you say.
They look up to you.  And they enjoy what you all do together.  I just want
to be part of the action." He looked at her.  "You'd be able to arrange
that.  I know you will.  I know you want more of this." He took his
dangling penis and brushed it against her inner thigh and up over her moist
sex.  "I mean," he continued, "If you don't get me the young ones...you
don't get this." He paused, pressing the softened head of his penis against
her clitoris.  "And your folks get to see how 'experienced' their little
girl is in sex things."

   Julia looked up at him, her eyes reflecting a mixture of fear, anxiety,
uncertainty and lust...mainly lust.  Joe knew he had succeeded.  He knew he
had gone about his plan the right way to achieve his goals.

   "What do you say?" he asked her, his penis stiffening once more as he
thought of the young girls soon to enjoy his attention.

   Julia felt, then saw, Joe's erection rising up between her upper thighs
and she gazed at it licking her suddenly dry lips.  The dirty old man!  she
thought.  But...Oh!  How she wanted his cock inside her.  How she wanted to
lick it and bite it and suck it and make it spurt.  How her fingers ached
to hold it, to fondle those huge balls and feel the man thrusting in and
out of her, touching her breasts, licking her....  Her whole body ached for
him.  As old and as lecherous as he was!

   "I'll try," she said hesitantly.  "I'll really try."

   "Good girl.  I know you will.  Maybe I'll let you play with this a
little bit more before you leave.  But remember," he cautioned as Julia sat
up and took hold of his erection in her sweaty hands and began stroking its
length.  "If you don't succeed, you don't get this any more.  Deal?"

   "Deal!" Julia said as she brought her mouth towards the flared red
glans.



   The End............there may be more.........





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