(c) Copyright 1997 Red Rose  ALL Rights Reserved

This story may not be reproduced in any form for profit without
the written permission of the author.  This story may be freely
distributed with this notice attached.  The author may be contacted
at mzmysty@aol.com.

Standard disclaimer:

This story involves a minor having sex, if you have a problem with that,
don't read it.  The story is fantasy, no relation to persons, places, or
events, past or present.  And no, I don't have any pics!!!

Marilee pt 1

Written by:  Red Rose

Marilee was 10 yrs old.  She was small for her age, standing only
4'1" tall, and weighing only 60 lbs.  Her hair was black as coal, her
eyes the color of the sky.  She had a cute upturned nose, and full
lips.  A very pretty girl.  She met her new foster parents that
Saturday, and immediately she liked them, especialy her foster
dad.  He was tall, blonde, green eyed, and slim.  Neither of them
understood when she licked her lips what she was thinking about.
They bundled her into the car and started out for home.  Marilee
was looking forward to this, she even hoped it would last longer
then her last foster home, but she doubted it.  Marilee was a
handful.  She didn't mean to be, really she didn't, it's just that
people did not understand her.

They arrived at the house and carried  her bags inside.  It was a
nice house, big with lots of room.  The furniture was nice, and a bit
oversized, but Marilee liked it.  The whole house was pretty, every
room.  When they got to her room she stood in the doorway and
stared.  It was beautiful!  Soft pink on the walls, cream color and
pink in the bedspread and drapes, cream color carpet, it was just
She ran into the room and threw herself on the big bed.  It was
bigger then a twin, and it had a canopy over it.  She'd always
wanted a canopy bed!  She sat in the middle of the bed as her new
foster parents left her to get comfortable.  Marilee looked all around
the room.  There were a lot of stuffed animals, and some dolls, a
table held some games and a puzzle.  Over in the other corner
there was a desk and chair, and oh my god!  There was a
computer!  Marilee had learned to use one at the orphanage
school, but she never dreamed she would have one to use that she
didn't have to share!  She was excited, she was happy.  Then a
cloud crossed her little face as she thought, "I'll just have to make
myself be good, be real good!  I can't do the things I used to do, I
have got to be good!"  She flopped back on the bed and fell

Jake and Sue liked their foster daughter.  She was cute, bubbly,
intelligent, anything a person could ask for in a daughter.  They
were excited.  Never having had children this was a first step
towards adoption.  Jake and Sue were in their late 30's and had
tried for years to have a child, now was the time to adopt before any
agency thought them to old.  That's why they took a foster child.  It
would help in their application for adoption, and it would give them
an easy foot in to sharing their world with someone else.  They
chose Marilee because she seemed old enough not to cause to
much change in their life all at once.

For weeks the three of them just got to know each other, got
comfortable as a family.  For the next several months all was well.
Jake and Sue just loved the little girl, and she in turn grew to love
them.  She was an easy child to care for, generally independent,
and taking care to clean up after herself.  A good girl.

Marilee was happy in most ways, but not all.  She had been with
Jake and Sue 7 months and tomorrow was her 11th birthday.  She
knew they planned a party for her, intending to have some of her
new school friends over, and a few from the orphanage.  Marilee
was excited.  This was her first ever birthday party!!

The party went well.  Marilee made a hit when she wore a pretty
blue dress, kind of short, but very frilly, pretty. She was the star of
the party.   All the kids had a ball, cake and Ice cream were had by
all.  They played games and even danced a bit.  Then it was
getting late and the kids had to go home.  Marilee wanted to ride
with Jake as he took the kids home, but she also wanted to help
Sue clean up.  She was grateful for the party and it had been so
much fun!  Sue did not want to spoil the girls birthday by having
her clean up, so she told her, "Marilee, you go with Jake to take
your friends home.  I can clean up here."  Marilee grinned then
stopped and looked at the mess.  Sue told her "it's your birthday!
Go, enjoy it!  I can take care of this!" and she kissed Marilee on the
forehead.  Marilee hugged her and then ran to the car with the
other kids.  Jake kissed Sue and went to the car.

Jake had just dropped off the last child from the party and Marilee
climbed into the front seat with him.  They were on a lonely gravel
road and he kept his attention on his driving.  Then Marilee
snuggled close and said,
"Thank you for the party!  It was great!"  Jake smiled at her and put
his arm around her.  "We enjoyed your party as much as you did
honey, and I am glad you are happy."  Marilee leaned against him,
warm in his hug.  Inside her a war was going on.  Oh how she
wanted to....NO!!  she told herself...NO!!!  But Marilee try as she
might, could not stop her hand from sliding into Jakes lap.

Jake felt her small warm hand in his lap and he froze.  Marilee
began to rub his cock through his jeans.  "Marilee!!"  Jake yelled,
"What the hell are you doing???"  Marilee got hold of his dick and
she squeezed it.  "I'm trying to get you hot so you'll fuck me!" she
said.  Jake slammed on the brakes and pulled the car off to the
side of the road.   "FUCK YOU???  YOU'RE TRYING TO GET ME
TO FUCK YOU!!!???"  he yelled as he pushed her hand away, and
turned on the dome light.  He took his arm from around her and
pushed her away from him.

"Just what the hell do you mean young lady?"  he demanded.
Marilee sat next to him and said, "I want you to fuck me.  I have
wanted you to fuck me ever since I came home with you!!  I've tried
to be good and not fuck you, but I can't!!!  I like fucking and I want
you to fuck me!"   Jake cringed against the car door and gaped at
her.  "Marilee, you are only 11 today, how the hell do you know
about fucking?"  Marilee grinned at him and said, "I started fucking
when I was  4.  I like fucking!  It's been so long since I had a big
hard cock!  Won't you fuck me daddy Jake?"

Jake looked at the pleading young girl.  She was indeed beautiful,
more so now then ever.  He found his eyes traveling her young
body.  He saw no sign of womanhood save that her waist was
curving, and her hips rounding.  To his horror, his cock began to
harden when he thought of her little pussy.  Was it hairless?  Was
it pouty?  He groaned.   Shit!  Marilee took advantage of his shock
and slid close.  Immediately she had his zipper down, her hand
sliding into his pants.  She grasped his cock and cooed  "oooo it's
so big and hard!  You do want to fuck me!  You do!"  She said.
Jake had not moved, not a muscle.  God but her hand felt so good
wrapped around his cock!

Marilee leaned down and took his cock into her mouth.  Jakes'
whole body tensed as he felt her soft warm lips envelope him.  He
looked down and saw his cock as it began to disappear between
her lips, felt her tongue as she licked him.  He groaned.  He could
not stop her, did not want to stop her!  "Oh God Marilee!!" he
sighed.  She moved her head up and down, drawing his cock all
the way out from between her lips, then sliding it back into that
warm wet mouth as far as she could.  Jake was amazed that she
was such and experienced cock sucker!  Throuh his jeans she
began to rub his balls and nothing mattered to Jake any more,
nothing save Marilees lips on his cock!  The idea  that they could 
be caught, out here on the road, added to the excitement!!!

Marilee made little slurping noises as she sucked him.  Her head
was bobbing up and down in his lap.  Jake put his hands in her
hair and held her head, pushed her mouth down a litlte furnther
onto his cock.  "YES!!  SUCK MY BIG COCK!!  SUCK DADDY'S
COCK!!"  Marilee moaned and sucked him harder.

Jake couldn't take much of that and he reluctantly made her stop.
"You want me to fuck you Marilee, then you'd better get out of your
panties, now!" he groaned.  Marilee smiled at him and knelt on the
seat.  She lifted her dress and hooked her thumbs into her panties.
She began to wiggle out of them, taking her time, lowering first one
side, then the other.  She drove Jake insane.  Now that he had let
this start, he would finish it!  Finally her panties slid past her
mound and he got his first glimpse of her pussy.  Small, pouty, and
oh god, hairless!  Jake drooled at the sight of it.  When she had
her panties off he pushed her down on the seat and spread her
legs wide.  He dove between her legs and licked her little slit.  She
moaned and sighed as his tongue probed between the folds and
found her clit.  He licked it, slowly, his tongue gliding across the
hard little nub and then dipping into her pussy.  He tasted her
sweet juices, licked them up.

Marilee moved her ass, fucked the probing tongue.  "Fuck me 
daddy Jake!  Oh please fuck me with your hard cock!"  she purred.
Jake drew back from her and pushed his pants down.  Marilee got
a good look at his cock.  It was about 7" long and fat.  He knelt
between her legs, pushed his cock against her.  "Yes, daddy, fuck
me!!!" she cried.  Jake leaned down, his hands on the seat above
her head, and thrust his hips forward.  To his intense delight and
surprise, his cock began to slide easily into the small girl, yet her
pussy was tight, really tight.  He groaned as he felt it latch onto
him, squeeze him.  Marilee began to bounce her ass, thrusting her
pussy onto his cock.  Together they moved until Jakes big cock
was buried in her tight, hairless little pussy.  He looked down to see
she had taken it all, every inch, and now she rode it like a girl

Jake began to drive his cock into her, harder.  Marilee moaned,
wiggled and begged, "FUCK ME!!  OH YES!! POUND THAT
COCK IN MY CUNT, FUCK ME!!!"   Jake was in heaven, or at least
his mind was.  He began to slam his cock into the young girl, hard,
fast.  He grabbed her feet and put them on his shoulders and now
his thighs slapped against her tight little ass as she slammed his
cock deep into her cunt.  "YESSSSSSS OH YESSSSSSS,
THAT'S IT!! FUCK ME HARD, FUCK ME!!!" she screamed.  Jake
moaned and gave one final thrust.  The head of his cock was
buried against her cervix as he exploded, sending gobs of his
sticky white cream into her little girl womb.  Marilee still rode his
cock, grabbing his hips and pulling him in tighter.  "I'M CUMMING
and he felt her pussy spasm on his cock milking the very last drop
of his sperm into her belly.

When it was done, Jake pulled out of her.  Before he could get his
cock in his pants Marilee was on it.  She sucked the softening
member into her mouth, licked it, kissed it, then licked it again until
all the cum was cleaned from his cock.  Jake lay back and let her
have her way.  When she finally realeased his cock he put it back
in his pants and turned to her,  "Marilee, what we have just done
was wrong!  I should have been stronger and made you behave,
but god forgive me, I couldn't.  I wanted you too.  Now we have all
kinds of problems!"  Marilee looked at him innocently (believe it or
not) and asked, "What problems?"  Jake shook his head.  "Marilee,
I am married, you know that!  This would hurt Sue if she found out!
Not to mention I could go to jail!!!"   Marilee knew this, but she
wasn't worried.  "I won't tell if you don't tell!" she said.  Jake put his
head in his hands.  "You don't understand Marilee, now that I've 
fucked you, I want to fuck you again, and again!  I won't be able to
stop!  The only thing to do is to send you back to the orphanage!"

Marilee cringed as if he had struck her.  "NO!!! NO DADDY JAKE,
DON'T SEND ME BACK THERE!"  He moaned and pulled her into
his arms and said, "I don't see how I can't!"  Marilee cried and
hung onto him.  "I won't tell, I promise!  I wanted you to fuck me!  I
won't tell anyone and Sue doesn't have to know!  Maybe mama
Sue would even like to join us!"  Jake pushed her away to look at
her.  He looked her in the eye and asked, "What did you just say?"
Marilee huddled back away from him and repeated softly ,"maybe
we can get mama Sue to join us?"   "You mean, join us as in be in
bed with us and, and, ahh, you and her, with me?  Marilee, what
do you know about that kind of thing?"  Marilee looked at him and
said, "I've been in bed with foster parents before, BOTH of them."
Jake groaned again.

He took out his cell phone and called Sue,
"Sue, I'm going to take Marilee to the show, if you don't mind.  She
wants to see the movie about the toys, you know the one.  Is it
okay?  I mean do you need us?  Would you rather we come
home?"  He listened a minute then said ok and shut off the phone.
Marilee looked at him and said, "I've seen that movie!"  Jake smiled
and said, "Yes, I know you did that's why I picked it.  You'll be able
to answer questions about it if Sue asks.  We aren't going to the
movie, we are going to go somewhere and talk! Now, put your
panties on before you get cum all over the seat!"  Marilee giggled
as Jake turned out the dome light and stated the car.  He drove
them to a seedy motel where he knew he could get a room for just
a couple of hours.  He wanted to learn more about Marilee!!

Jake stopped at a liquor store, god knew he needed a drink.  How
often does a man fuck an 11 yr old girl??  He checked them into a
little place about 20 miles from the house.  He signed in alone,
then got Marilee from the car and they went inside.  The room was
small and dingy, with a king size bed in the middle of it.  Marilee
ran to the bed and jumped on it, like any kid.  Jake closed and
locked the door.  He opened the bottle and took a long pull before
sitting on the bed with Marilee.

"Okay now, little girl, I want you to tell me about yourself, I mean
really tell me.  I want to hear all the secrets you haven't told me in
the past 7 months!  Starting with, who taugtht you to suck cock
and fuck?"  Marilee crossed her legs and looked at him
thoughtfully.  "You won't believe me if I tell you!"  Jake raised an
eye brow and told her, "Spit it out kid, I want to hear it all, every bit
of it!"  Marilee sighed and began.

"When I was 4 I found out I liked playing with my thing.  Back then
I didn't know it was called a pussy, or vigina.  I liked putting my
fingers in it and playing with it.  I liked rubbing it on things, it
felt so good!  I don't remember any one touching me back then, it
was just something I found out on my own.  I liked it, so I did it,
alot.  Sometimes it just felt so good I couldn't stop!  The more it felt
good, the more I rubbed it.  One day there was a little boy running
around the orpanage and he didn't have any clothes on.  I saw his
little thing and I went after him.  I can't explain it daddy Jake, but I
just knew it would make me feel good!  I caught him and pushed
him down.  I pulled my panties down and sat on him.  His thing
was right on mine and it was so warm and felt so soft and good !  I
rubbed my thing on it until I felt real good, then I let him go.  Grown
ups always told me I was bad for doing that, for rubbing my thing
on stuff, or playing with it, but when they caught me with the little
boy, I got a spanking.  I was careful not to let them see me after
that, but I didn't stop."

One day  a new man came to run the orphanage.  He caught me in
the coat room, playing with my thing and instead of being mad, he
watched me.  I stopped and started to get up, afraid I was going to
be punished but he told me, "no Marilee, you can play with
yourself, it's ok.  I just want to watch you ok?"  A grown up was
going to let me play with myself, wanted to watch?  I don't know
what you call it, but that made me feel real funny, like real tingly
inside.  I sat back down and put my hand back in my panties.  The
man's name was Mark, and he was nice.  He watched me for a
minute then he got down on the floor with me.

I didn't know what he was going to do and I was scared, but he
said, "Shhh Marilee, I'm just going to help you.  I want you to feel
good.  Let's take off your panties so I can see your pussy."  That's
when I had a word for my thing.  Pussy.  I let him take my panties
off and his face got kind of funny, red.  "Your pussy is so pretty 
Marilee!  So pretty!  You should make it feel good!"  Then he
caught my hand and put it on my pussy telling me, "rub it Marilee,
play with it!"  I did.  I liked it, I wanted to do it, and this man was
making me feel good by watching me.  Then he took my hand and
made me point my finger, then pulled my hand back to my pussy.
"Push your finger in your pussy Marilee, push it in and feel inside."
I did that too, and you know what daddy Jake?  That felt real nice

Mr Mark met me in the coat room lots of times after that and he
always showed me different ways to feel my pussy that made me
feel good. I liked him and I liked him teaching me and watching
me.  One day I told him I liked to rub my pussy on things too, and
from then on he brought me things I could put between my legs
and rub against.  He loved watching it all.  I was playing with my
pussy once and it was feeling so good I had my eyes closed.  I
opened them once and saw him sitting against the wall, his thing in
his hand.  It was so big, daddy Jake!!  He was rubbing his thing
and I stopped playing with my pussy and moved to watch him.  He
let me watch.  I saw his hand sliding up and down, saw him
squeeze it once or twice.  I heard him breathing funny, and saw his
thing jump in his hand.  "This is my cock Marilee.  When I rub it
like this it feels real good, just like you little pussy feels when you
rub it.  You know, if you rubbed my cock it would feel even better!
Just like it would feel better to you if someone else rubbed your
little pussy.  Would you rub it for me Marilee?  Rub my cock and
make me feel real good?"  I nodded and took his cock in my hand.

It was warm and hard!  Real hard.  He stopped breathing when I
put my hand on it and I thought I hurt him.  He maoned and I knew
he was ok.  My hand couldn't go around his thing so he told me,
use both hands Marilee, both hands, and rub it for me!"  I took it in
both hands and he helped me move them up and down.  I liked
the way it felt in my hand, liked the way I could feel it move.  Then
all of a sudden he yelled and jumped.  He held my hands on his
cock and I saw this white stuff come out of it.  Lots of white stuff!
When it stopped coming out he let go of my hands and told me,

"You are a very special litlte girl Marilee, you made me feel so
good!  That white stuff is called cum, and it comes out of my cock
when it feels as good as it can.  You made it feel that good Marilee
when you rubbed it for me!"  I was happy he felt good, and I was
proud that I helped him make the white stuff."  she paused.
Jake was sitting on the bed, afraid to move.  His cock had never
been so hard in his life as it was right now.  Any movement might
make it hurt!  He took another swallow from the bottle and Marilee
asked, "Are you ok daddy Jake?"  He nodded and told her, "Go on
with your story Marilee, tell me everything!"  She nodded and

"Mr Mark was always nice to me and he started taking me into
his office instead of the coat room.  I let him start playing with my
pussy and he was right, it did feel better when someone else
rubbed it!  I liked it, daddy Jake, I liked it alot.  One day we were
playing and he took his pants off and sat in his chair.  He told me,
"come on and climb in my lap Marilee, it's time you learned
something new."  I loved Mr Mark and I went to him.  He took my
panties off before he pulled me into his lap.  When I sat down I felt
his big hard thing against my pussy.  I started rubbing my pussy
on his cock.  It felt so good!  I told him how good it felt and he
smiled at me.  "Marilee, I want to put my cock in your little pussy.  It
might hurt you some, but I know you will start to like it soon.  Will
you let me put my cock in your pussy?"  I told him ok.  He lifted me
up and made me stand on the chair and he took his cock in his
hand.  "ok now Marilee, sit down, slow.  I'm going to hold my cock
so it goes in your pussy."  He held it and I started to sit down.  I felt
it touch my pussy and felt his fingers as they pulled my pussy
open.  I sat down more and felt his thing as it pushed at me.  "OH!!
It's to big!!"  I told him.

Mr Mark held me tight and said, "It will go in a little bit Marilee, we
just have to push harder."  I felt him move and push his cock at me
harder, and then he pushed me down.  Oh daddy Jake!  It hurt, it
hurt alot and I yelled.  Mr Mark put his mouth over mine and kissed
me as he pushed me down again.  I cried daddy Jake, cried a lot
'cause it hurt bad.  But he didn't stop.  He moved a little while, real
slow and easy and some of the pain went away.  Then he made me
look down.  I saw his big cock in my pussy!  He looked so big and
hard and I could see it sticking in me!

I got that funny, tingly feeling inside again and I wanted more.  I
started to move and try to make his thing go in me more.  It hurt!!
but it felt good too!  I remember I cried and moved and moved and
cried.  I couldn't stop moving, I wanted his cock in me even if it
hurt!!  Mr Mark hugged me tight and told me, "my big cock is in
your baby pussy!  I'm fucking you Marilee, fucking your little pussy!
You like it don't you?  You like big cock in your tiny cunt!!"  I
nodded as I looked down and watched my pussy on his cock.  I
liked seeing it, I wanted it, all of it and I didn't care if it hurt!  I
started to bounce on his cock, tried to get more of it in my pussy,
but I couldn't.  I started to cry cause I wanted it all in me and it
wouldn't go!!

Then Mr Mark reached down and put his fingers on the bump in
my slit, and played with it.  The really good feeling started and I
loved it.  It felt better and better, and oh how I wanted more!  Then
Mr. Mark made a funny noise and said, "I'm shooting my cum in
your belly Marilee, shooting my hot white cum in your baby pussy!"
and I knew he got the good feeling too.  We fucked alot after that,
and the more we fucked, the more I wanted to fuck!!"

Jake sat there almost numb from her story.  God!  If she spoke the
truth she'd had a big hard cock in her cunt when she was only 4
yrs old!  And she had loved it!  He took a swig from the bottle and
thought about the way she had fucked him.  He believed her,
believed she had wanted to fuck.  The way she had come after him
he could certainly believe she also loved it!  He looked at her now,
and saw her big blue eyes fixed upon him, waiting for some
reaction.  The look on her face was one of fear, one of
uncertainess.  He couldn't stand it.  He reached over and pulled
her to him.  He held her, held her tightly and whispered, "Oh
Marilee!  You beautiful girl!"    She melted into his arms.  He knew
then that he would never send her back to the orphanage.

He gently pushed her away from him and told her, "tell me more
Marilee, tell me everything, I must know all you have done!"  The
little girl sat across from him and began again.

"Mr Mark taught me alot.  He's the one who taught me how to suck
cock.  We were in his office one day and he had just fucked me.
His cock was still a little hard though and he said, "my cock still
wants you Marilee.  You can help it get hard again, if you want to."
I asked him how I could do that as I reached for it.  He smiled and
told me, "you can lick it, maybe kiss it for me."  I looked at his big
cock and said, ok.   I knelt between his knees and he put his cock
to my lips and told me to kiss it.  I did.  It tasted kind of salty and
he told me that was 'our cum' mixed together on his cock.  I liked
that !!  I started licking his cock, up and down and all around.  I did
everything he told me to do.  I licked his balls too.  Then he had me
kiss his cock, right on the end.  He liked that alot and told me he
did.  That's all we did a few times, then one day he wanted me to
put it in my mouth and suck on it.

I opened my mouth for him and he slid his cock in.  It was big and I
had to stretch my mouth wide so he could get it in.  I couldn't take
alot of it in my mouth, but I did my best to please him.  He watched
me, watched his cock go in my mouth.  His cock grew bigger and
bigger as he started moving it in and out of my mouth.  "Suck on it
Marilee!  Suck on it!!"  I did and he yelled.  Then the next thing I
knew he had shot his cum in my mouth.  It surprised me, but it
tasted good to me, so I sucked  and sucked and sucked until he
made me stop.  No more cum was coming out of his cock.  I really
liked sucking his cock and I did it all the time.  Sometimes it was
best when I sucked him real good, then he had me open my
mouth real wide and he would rub his cock until he started to cum
then he would let it squirt in my mouth.

I was 8 when some people wanted me to be their foster daughter.
I wasn't sure of them but Mr Mark told me I had to try and find a
family.  So I went with them.  I missed Mr Mark and I cried alot at
first.  Then one night I woke up and found my foster dad Larry in
bed with me!  He had his hand in my pj's and was playing with my
pussy.  I didn't stop him, I liked it to much.  I had been sad cause I
thought Mr Mark was the only grown up that would play with me.
Now that I knew Larry would it wasn't so bad to be there.  Daddy
Larry started fucking me right away.  He loved it that I wasn't a
virgin.  I asked what that meant, and he said, "a virgin is a girl that
has never been fucked."

One night I was sucking daddy Larrys cock off real good for him
when mama Dee caught us.  Boy, she threw a fit!  She yelled and
hollered, called us bad names and everything.  I figured I was
going to get a whipping like I used to get before Mr Mark came.  I
was right, and I was wrong.  Mama Dee picked up the belt from
daddy Larrys pants and she slapped my butt with it.  She yelled,
"you want to suck his cock you little bitch?!?!?  Then suck it, suck it
good!! I'm going to beat your ass until you suck his cum out of his
big cock!  Suck it!!!" she screamed at me and hit my butt with the
belt again.  I cried, cried and cried, but I took his cock back into my
mouth and started sucking.  It was harder then ever!  I could feel it
move under my tongue!  Mama Dee slapped me a couple more
times with the belt and then I started to feel good, my pussy ached,
tingled, I was going to cum too!  When daddy Larry yelled and shot
his cum into my mouth mama Dee slapped me real hard with the
belt and grabbed my pussy.   I felt so good!!!  Oh daddy Jake, she
made me feel good when she squeezed my pussy!

Things were different after that.  They didn't send me away, instead
mama Dee started coming to bed with daddy Larry and me.  One
night we all lay in bed and mama Dee slid down and put her mouth
on my pussy!  I mean she started licking and sucking it, just like Mr
Mark and daddy Larry did!  Only it was different.  Her lips were
softer, her tongue was softer, and oh did it feel so good!  I wiggled
for her and she liked that, and I opened my legs as far as I could to
let her have me.  She licked me for awhile then moved up and lay
beside me.  "Suck my tits Marilee, suck on my nipples and make
me feel good too!" she told me.  I did not think about it, I just did it.
I liked the way her nipple felt in my mouth and I sucked it, sucked it
hard for her.  She loved it.  She held me tight to her tits and I
sucked one, then the other one.  Daddy Larry started fucking her
then and she went wild.  I thought she was going to cum but she
made daddy Larry stop.  "Marilee, sit on my face!  Let me lick your
pussy while daddy fucks me!"  I was eager.  I climbed up and felt
her tongue slide into me.  I felt daddy Larrys' hands on my butt and
he helped me move and fuck mama Dee's tongue and mouth.

Oh it was good!  Real good!  Knowing she was getting fucked while
she licked me was making me feel real good.  All of a sudden I
could not stop the good feeling and I was yelling, but so was daddy
Larry.  I felt mama Dee as she yelled too, right into my pussy!  The
three of us spent a lot of time in bed (here she giggled).  Daddy
Jake, did you know a woman can put on a thing that looks like a
mans and fuck a girl?  Jake nodded and muttered, "yes, it's called
a dildo."  Marilee grinned and went on, "yea, that's it, a dildo.  Well
mama Dee got one and one night while we were in bed she put it
on.  Daddy Larry and I watched her tie it on.  It looked funny, and
we all laughed, then mama Dee lay me down on the bed and got
on top of me like daddy Larry did.  She spread out my legs and
pushed the dildo into me.  She fucked me just like daddy Larry did!

She fucked it all up in me and watched it go in.  She liked that
cause she kept grinning and making funny sounds, then said,
"oh shit!  I'm fucking a little pussy!  Oh god!  Oh Larry!  Look at this
cock stretch her pussy!  Watch me fuck her!"  Daddy Larry
watched as mama Dee fucked me.  She didn't fuck as good as
daddy Larry though.  It was nice, just not the same.  Then she
reached down and started playing with my clit.  Now that felt real
good, and I got my cum.  She fucked me til she got her cum too.
Daddy Larry watched it, and he was real hard.  Mama Dee and I
both started licking and sucking his cock, taking turns til he
squirted his cum in her mouth.  We always had fun in bed.

Then daddy Larry got a new job and they had to move.  They didn't
want to, but they took me back to the orphanage and I never saw
them again."

Jake felt sorry for the girl.  The couple had used her for their
pleasure then just dumped her!  "Do you have anymore to tell me
Marilee?  Anyone else fuck your little pussy?" he asked her.

Marilee replied, "when I got back to the orphanage Mr Mark was
glad to see me and we started fucking again right away.  It was
kinda, sorta good to be there again.  I always liked Mr Mark and the
way he fucked me too.  He liked to slam his cock into me and that
always made me cum!  I just didn't fuck Mr Mark though.  I wanted
to fuck some of the kids too.  So I did.  I mean there was little
Sharon.  Boy was she cute!  She has blonde hair and blue eyes,
and is real little.  Sharon is only 4 now, and already I have fucked
her!  Yep, me.  Mr Mark gave me one of those strap on dildos
when I asked for it.  He showed me how to put it on and everything.
Then he asked if he could just watch me fuck whoever it was I
planned to fuck.  I told him heck yea he could watch!

I found little Sharon in her bed for her nap and I got in with her.
Mr Mark stood by the door. I
woke her up and showed her 'my cock'.  She was scared but I
made her lay down.  I pulled her panties off and rubbed her little
slit.  She tried to get up, but I wouldn't let her.  Then I pushed her
legs open and shoved the dildo up to her pussy.  It was a small
dildo, much smaller then Mr Mark or daddy Larrys cock, but it still
looked real good against her.  I held her and put it right at her little
hole and pushed.  She yelled and yelled as I pushed it into her.  I
didn't get much in and thought it wouldn't go in any deeper, but Mr 
Mark whispered "push Marilee!  Push harder!  Shove it in her
pussy, fuck her!  You know you want to, so fuck her!"

I did.  I saw the dildo go into her.  She yelled real loud and scared
me.  I wanted to get off her but Mr Mark said, "Remember how it
felt the first time I fucked my cock into your pussy?  That's how
Sharon feels.  Just keep fucking her and it won't hurt so much for
her!"  I rememered, and I fucked her.  Oh yea, I fucked her good.
I got most of the dildo into her and then I started moving, fucking
her pussy.  Oh daddy Jake!  I loved seeing that cock slide into her
pussy!  It made me feel so good to see it, and to know I was
fucking her, really fucking her!  Mr Mark stood at the door so no
one could get in but he watched every move I made.  He took his
cock in his hand and started to stroke it real fast.  I wanted to cum
daddy Jake, wanted to cum real bad.  I pushed more of the dildo
into Sharon's little pussy and I started to cum.  Mr Mark stood
beside the bed now, telling me, "YES, YOU CAN DO IT MARILEE!

My cum was a big one, it felt good all the way to my toes!  Mr Mark
moaned and then I watched as he shot his cum right into Sharons
little face!  Oh how that looked!  His hot cum all over her lips and
chin!  I got my cum and then pulled the dildo from Sharons pussy.
She was crying and Mr Mark picked her up.  He held her tight and
told her, "you will get used to it little one.  You will like cock in your
pussy!"  Daddy Jake, I really liked fucking the little girl with the
dildo, liked it alot.  I fucked Sharon all the time after that and she
finally did start to like it, then Mr Mark started fucking her too!

Jake was lost now.  Marilee finished her story and his cock was
near to bursting.  He looked at the 11 yr old girl and wondered at
her sexual past.  She said no one had taught her to want sex, that
she just started making herself feel good in any way she could and
that led to fucking.  No denying this girl loved fucking, not after she
had fucked him so royally in the car!  He reached for her and pulled
her to him.  He quickly took her clothes from her and stood her
before him.  She was beautiful.  Just a hint of a waist, tight firm
round little ass, no tits, but beautiful pink nipples, large and now
erect.  Her tummy was tight, her mound full.  Her pussy lips were
delicate and slightly folded back.  Her clit was large and stood just
above her pussy lips, as if peeking out at one.  Jake groaned.  He
shed his clothes and pulled the little girl into the bed with him.

He lay down as she slid between his thighs.   He saw her lick her
lips as she lowered her mouth to his hard cock.  Jake watched as
she ever so slowly opened her mouth and allowed him to slide his
cock inside.  So warm!  So soft and sweet!  She kept taking more
and more of his cock into her mouth, half of it, now 3/4...  Jake was
stunned by the sight, and the feeling as Marilee relaxed and let his
cock slide into her throat!  Once there she swallowed it.  Jake
yelled in pleasure as he felt her throat muscles squeeze his cock,
felt them work it.  His hands grabbed the sheet and twisted it into
knots as she sucked his cock, her tongue playing with the
underside, her nose in his cock hair!  "Oh god!!  Oh Shit!! Oh
Marilee!!!" he screamed out.

Marilee worked his cock until she felt his first spasms begin then
she released it.  Her tongue traveled down his shaft, to his balls.
She licked and sucked them, tickled them with her tongue.  She
lifted them and ran her tongue below them, nearing his asshole.
Jake was in 7th heaven!  Even Sue had never licked him there!
Marilee took her time, she knew how to pleasure a cock, and she
did so now.  She slid her tongue back up over his balls, licked the
length of his shaft.  When she reached the tip of it, she licked her
lips letting him see the tip of her tongue before it snaked out and
lapped up his pre-cum.  She swirled her tongue in it, murmuring,
"ummmmmm" as she did.  Jake wanted to die from the pleasure.

Then Marilee slid her mouth over his cock.  Down, down, slowly,
agonizingly slowly, until his shaft once again rested in her throat.
She sucked his cock, swallowed it, milked it wanting his cum.  Jake
began to move to fuck her mouth, her throat.  He had never felt
such pleasure, such need before.  "I'm going to cum Marilee!  Oh
god!  I'm going to cum in your mouth!"  Marilee swallowed faster,
milked his cock harder, and just as he started to spurt she pulled
her mouth from his cock and held it open wide.  She held his cock
just before her lips.  Jake saw his cum as it splashed into the
young girls mouth, coated her tongue and filled it.  Marilee held her
mouth open, not swallowing until Jake's cock stopped spewing, 
then she looked directly at him, making sure he saw his cum in her
mouth, and swallowed it.  She licked her lips and said, "oh you
taste so good!  I love your hot cum daddy Jake!"

It took several minutes for Jake to recover enough to talk.  Finally
he said, "Marilee, play with your pussy while we talk.  I want to
watch you make yourself cum.  I know you need to, so do it." 
Marilee was happy to oblige, she lay back and set her fingers to
work in her slit.  Jake watched her as she spoke.  "I am not going
to send you away Marilee, I couldn't do that.  I love you like my own
daughter, and I love you like a man loves a girl too.  Now that I've
had a taste of your sweet little pussy, I need more of it.    You and I
have to find a way to get mama Sue in on this.  I'd love to see you
eat her hot pussy, or watch her eat you.  The thought of her fucking
your turns me on too."   Marilee smiled and moaned, her fingers
working her slit faster.

Jake reached down and pushed two fingers into her pussy, and
finger fucked her as she stroked her clit.  "It won't be easy, it will be
risky, but we have got to try.  I love Sue, and I won't lose her
because of this.  I want her to have as much pleasure as we do,
more if possible.  So you will have to do what I tell you to do, and
you must promise me you will never come on to me when she is
around until we can bring her into this, ok?"  Marilee gave a
breathless, "yes" just as he felt her pussy grab onto his fingers.  He
pushed them into her pussy deeply, let her fuck them as she
came... They set up a story about the movie as Jake drove them

Jake and Marilee arrived home at the time they should have after
seeing a movie.  Sue asked if they had fun and Jake answered, "I
don't know, I fell asleep.  Marilee says I snored."  The little girl
giggled and said, "yea, he sounded funny!"   Sue laughed and
nodded.  "Yes, daddy Jake has trouble staying awake in the
movies!  I think that's where he sleeps best!"  Jake pretened to
pout at the unfairness of it all and they all laughed.  Marilee
excused herself and went to shower for bed.  Jake did much the
same, and Sue followed him.  He undressed and climbed into the
shower listening to her talk about the day.  He smiled as he
remembered some parts of it more fondly then others!  When he
was finished he climbed into bed.  Sue noticed he looked awful
tired so kissed him good night and left the room.  Jake was asleep
as his head hit the pillow.  Marilee too, was fast asleep within
minutes.  As Sue turned on the tv she was glad the day had turned
out so well.  They really were like a family!  She was glad Marilee
was here, and she intended to talk to Jake about adopting the little

It was hard for Jake and Marilee.  They always wanted to fuck and
rarely could.  When they did get together, they made up for lost
time.  It was not unusual for Jake to cum at least twice with the
young girl, in just a matter of 90 minutes of so that they could be
together.  Marilee could cum more times then that, and he tried to
please her as much as possible.  He never got tired of fucking her
hairless little pussy, nor especially of fucking her throat.  He liked
cumming in her, in any hole she offered.  One day he knew he
would fuck her asshole too, but not just yet.  They didn't have
much of a plan to get Sue involved, but they had started doing
some things, like Marilee would snuggle real close to Sue as they
watched tv.  She would put her face as close to Sue's breasts as
she could, then try and make sure her warm breath caressed the
front of her shirt, where her nipples were.  Once when Marilee did
this, Jake had seen Sues nipple get hard.  That excited him.

One evening as they watched tv, Sue was sitting at the end of the
couch and Marilee asked innocently, "mama can I lay down and
use your lap for a pillow?"  Sue smiled and said, "of course!"
Marilee lay down and watched tv.  It excited her to know that she
was going after this adult womans pussy, and she hoped she
would get it soon!  She wanted to lick it, to suck it and kiss it.  She
wanted to taste mama Sues pussy, to suck up her juices!  After
several minutes of watching tv Marilee pretened to fall asleep.
Several minutes after that she acted like she just rolled over in her
sleep.  Now her face was towards Sues' tummy.  A slight
movement of her head, and Marilee was able to let her warm
breath out over Sues mound.

Jake who was sitting in the recliner heard Sues intake of breath.
His cock instantly hardened for he knew Marilee had succeeded in
getting her warm breath to caress Sues hot pussy through her
slacks.  He hoped it would not take Marilee to long to seduce Sue!
For several weeks Marilee did these kinds of things, always getting
close to Sue, alway finding a way to brush her breast, or to let her
breath flow over her tit or pussy.   During this time, Marilee never
once let on about her and Jake.  She was the same good girl she
always had been.  She just got more curious, asked more
questions of Sue.  One day Sue was changing clothes.  She never
hid her daily routne and when Marilee saw her putting on her bra
she was not embarassed by it.  Marilee came into the room and
asked, "mama, when will my breasts get big, like yours?  Can I see
them?  They are soooo big!  I want big titties too!  How come your
nipples are darker then mine?"  All kinds of questions she threw at

Sue believed in being honest and open with kids so she told
Marilee, "I don't know when your breasts will grow, but it should
start soon I think.  As for my nipples being dark, well they weren't
always.  They used to be lighter when I was younger."  She
fastened her bra but Marilee pushed on,  "can I see them?  I mean
I have never seen grown up titties before, can I see them mama?"
Sue couldn't find a reason why not so she let the bra drop around
her waist and turned to face Marilee.

Marilee trembled slightly at the sight.  Mama Sue's tits were big
and beautiful!  Marilee wanted badly to suck on them, but said,
"They are so pretty!  I like the way they look.  I hope mine get that
big too!"  She moved closer as if to get a better look.  Without
pause she reached out her hand and lightly touched Sue's left
nipple.  Sue flinched, stepped back.  Marilee feigned surprise and
pulled her hand back quickly.  She noticed Sues nipple was hard,
very hard.  She knew then that mama Sue would like to be with her 
and daddy Jake.  Marilee was a smart kid, and she knew the signs
of arousal, she should, she had been seeing and feeling them for
over 7 years, over half of her young life.  "I'm sorry mama Sue!  I
didn't mean to make you jump!  I just wanted to see what they felt
like.  Are they soft, or hard, are they warm?"

It seemed innocent enough to Sue, so she moved towards Marilee. 
"You can feel them if you want to honey, I'm sorry I jumped"
Marilee was elated.  She reached up and gently took one of Sues
tits in her hands.  She held it, squeezed it as if to test the softness.
Sue was busy denying to herself that she enjoyed this, this
touching by the young girl, but her body was not denying it, no
way.  Her nipples became rock hard.  Marilee noticed that mama
Sues tummy tensed.  She decided to push a bit.  "Babies suck on
titties for milk don't they mama?  Do you have milk mama?  Can
your titties get sucked without milk in them?   Does it feel good?"
Sue forced herself to take a deep breath and answered, "yes,
babies get milk from their mama's titties.  No, I don't have any milk,
as I don't have a baby.  Yes, titties can be sucked without milk in
them, and yes it feels good to have them sucked."  She started to
step away from Marilee, but Marilee held her breast firmly in her
hands and asked, "let me suck on your titty mama?  I've never
sucked on a titty and I want to !  I want to see what it tastes like, I
would like to be your baby!"

Sue heard Marilee say, "I would like to be your baby" and she was
lost.  She pulled the girl to her breasts and pushed the nipple to
the girls lips.  "yes baby! Suck mama's titty!  It's for you my baby,
suck it!"  Marilee gladly did so.  As Marilee sucked on Sues nipple
her little hands were busy.  They came up and held the breast at
her lips, squeezed them, played with them.  She let her thumb run
over the end of the other nipple, felt it harden to her touch.  She
sighed as she suckled at Sues big tit.  Sue was feeling a rush of
different emotions.  She felt like the mother she always wanted to
be, she felt ashamed, she felt strange but most of all she knew she
was getting hot, so awful, horribly hot!  She stumbled back towards
the bed and when she was against it she fell upon it.  Marilee lost
her hold on the nipple in her mouth.  Sue was getting up from the
bed and Marilee began to cry.

"Oh mama Sue!  It was so nice to suck your nipple.  Please, oh
please let me have it again, just for a little while?  Please?  I felt
I was really your daughter!  Oh mama Sue!" she cried.  Sue could
not have turned the tearful child down for anythng in the world.
She took Marilee's hand and pulled her down on the bed with her.
They lay side by side Marilees face buried between Sues tits.  Sue
lifted one of her breasts and put it to Marilees lips saying, "yes
baby, suck on mama's tit.  Suck it good, suck it hard baby!  Mama
likes it too!"  Marilee clamped down on the offered nipple and
sucked it, hard.

Sue's pussy was gushing now, so hot and wet.  She slid her hand
down to her crotch and rubbed her slit through her slacks.  OH
GOD how good it felt !!!  She hoped Marilee didn't see, she didn't
want to upset the girl, or have to explain what she was doing.
Marilee did see, and she already knew.  She took Sues other
nipple between her fingers and pinched it ever so softly, tweaked it,
ran her thumb over it as she sucked on it's mate.  Sue's breath
was ragged and fast as she neared her cum.  "Oh yes!!! It's so nice
to have a baby girl !! Mama's so glad you like her titty!  It's for you
baby, all for you.  Suck it!" she moaned absently.  Marilee did just
that and in just a couple of minutes Sue was lost in a world of her
own making, her fantasy running wild.  Only now she was actually
living part of her favorite fantasy, which was to have a girl pleasure
her!  Marilee heard Sue moan, felt her body as it began to shiver.
Sues nipples got bigger and harder and then she came.  Marilee
could feel Sue's body as the orgasm washed through it.  She 
continued to suck on Sues tit until at last Sue's body relaxed and
she sighed softly.

Neither Marilee nor Sue mentioned what had happened but both
got up from the bed.  Marilee said simply, "thank you mama Sue"
and left the room.  She was walking on cloud nine so to speak, very
proud of herself for what had happened.  Daddy Jake would be real
happy too!  She ran off to find him.  Sue sat on the bed for a few
minutes, wondering at herself and what she had let happen.  How
could she had taken advantage of the young girl?  Sue had known
for many years she was bi-sexual, and that it was young girls that
turned her on.  She had tried denying it to herself, still tried to deny
it now.  But she couldn't, not any longer, not after taking advantage
of the innocent girl!  She believed that Marilee would not
understand what had happened, and prayed she would not divulge
it to anyone, especially Jake!  Sue vowed to herself that she would
never let that happen again, never take advantage of the young girl
in her care.  She would be the girls mother, nothing more, nothing
less.  Even as she made the vow, she knew she lied to herself and
would never keep it.  Having had a first taste of lesbianism Sue
wanted more, much more.
Sue stepped into the shower, her mind a whirl with the event that
had just happened.  She shivered under the hot water and her
nipples became hard as she remembered the feel of Marilee's lips
upon them.  Without thinking her hand slid to her pussy and she
began to finger it as she remembered the young girls lips...

At that moment Marilee found Jake in the back yard.  He was sitting
at the picnic table, paper in hand, reading.  Marilee ran up to him
excitedly and said, "It's ok!  Daddy Jake!!  Everything is going to be
ok!!"  She was out of breath from running down the stairs and into
the yard.  Jake held up his hand and told her, "calm down Marilee!
What's going to be ok?  What are you talking about?"

The young girl took a second, caught her breath and then spoke,
"Everything is going to be ok!  I can stay here and we can fuck!" 
Jake grabbed her, put his hand lightly over her mouth and said,
"SHHHHH!  Geez Marilee!  You want the neighborhood to
hear?!?!?"  Marilee shook her head and he let her go.  "Start again
and tell me what you mean."  Marilee lowered her voice and said,
"I just left mama Sue!  Oh daddy Jake, I sucked her titties!  She
liked it, liked it alot!!  She got a cum daddy Jake, she really did,
while I sucked her tits!"  Jake's mouth dropped open.  Had he
heard the girl right?  "You mean you, really?  You got Sue to let
you suck her tits?"  Marilee nodded happily.  "And I think I can get
her to let me do more, lots more.  She liked it.  Liked it a whole lot."

Jake was stunned.  Even though Marilee had been working on
seducing Sue, he never in his wildest dreams thought she would
ever succeed!!!  But if what she said was true...  Jake sighed as he
thought of the possibilities.  He turned to Marilee.  "Oh Marilee, I am
so proud of you!  I didn't believe you could do it!  I should have
known better, you are such a beautiful girl, so sexy and sweet.
How could anyone refuse you?  Now, tell me what happened,
EXACTLY what happened.  I want to know it all."  Even before
Marilee began Jakes' cock was raging hard.

Ater Marilee told what happened she told Jake, "Daddy Jake, I want
to go ahead and do more.  I kind of like trying to get mama Sue to
let me do her!  Makes me hot!  I think I can do alot more now that
she let me do her titties.  I sure hope so!  I can't wait to suck her
pussy!"  Marilee got up to run into the house, and did not hear Jake
groan as his cock exploded into his jeans...

Over the next few days Sue seemed edgy, nervous.  She seldom
looked right at Jake or Marilee, and when she had to it was a quick
glance at best.  Jake knew she was feeling guilt, shame, and yes,
lust.  He watched her.  When ever she thought he wasn't looking
he'd see her staring at Marilee.  The young girl knew it, but it did
not seem to bother her.  She just smiled.  Jake thought that Marilee
was much older then her years, much wiser too.

One afternoon Jake came in from work and told Sue, "Honey, I've
got to go to N.Y. on business.  I'm going to be gone for at least 2
days.  Is there anything you want me to do before I go?  Do you
want your mom to come and stay with you and Marilee?"  Sue
laughed at him, "NO! Silly.  Marilee and I will be just fine!  Now, let
me help you pack, and don't worry, we really will be ok.."  Jake
nodded, and smiled when he turned away.  He was going to leave
her alone with Marilee, in the hopes Marilee could seduce her
completely.  He packed his bags with her help and she drove him to
the airport.  Sue hummed as she watched him leave and headed for
the car.  She had some plans of her own!

Jake settled into his room and flipped on the tube.  He didn't have
any business to do, nothing.  He was just giving the girls some
privacy, hoping against hope that....He nodded off to the drone of
the tv.

Marilee pt 3

Back home Marilee and Sue decided to have a pj party, with ribs
for dinner.  Sue called the delivery place and while they waited for
the ribs, they changed into their nighties.  Sue tried to talk to
Marilee.  "I know I haven't talked to you to much the last few days
honey, and I want you to know I am not mad at you for anything,
and that I think you are a wonderful girl.  I just had some thinking to
do, and needed to do it alone.  Sorry I shut you out like that", she
said to the girl.  Marilee smiled and said, "it's ok, I understand. But
mama Sue?  You did like it when I sucked your titties, didn't you?  I
mean I know I liked it alot, and I thought you did too.  It made me
feel like I was really your little girl!  Did you feel like I was your
girl?"  Sue moaned softly, "yes, I did feel like you were my very
own little girl!"   Just then the doorbell rang.  The ribs had come.

The two of them ate dinner and enjoyed the greasy sticky mess
they made.  They were laughing and joking around by the time the
ribs were gone, relaxed and happy.  After cleaning up they went in
to watch tv.  They sat on the couch, cozy and warm and Marilee lay
her head upon Sue's lap.  Sue brushed the young girls hair from
her face.  Such a pretty face!  Marilee turned her head slightly and
her lips were right at Sues mound.  She kissed it.  Sue gasped,
"Marilee!"  but the young girl ignored her and nipped playfully at the
fullness of her mound.  "Marilee! Oh god Marilee!  Stop!"  Marilee
ignored the plea and nuzzled her face into Sues' crotch.  Sue put
her hands on Marilees shoulder to push her away, but Marilee

"Please Marilee!  Please stop!"  Reluctantly Marilee lifted her face
from Sue's crotch and sat up.  "Why mama Sue?  I want to kiss
your pussy, I want to suck it and lick it and make you feel good.  I
can suck your pussy like I sucked your titties.  Please, let me do
you?  I want to taste your pussy on my tongue!  To kiss and lick it,
to make you cum!  I made you cum when I sucked your nipples,
didn't I?"  Sue was shocked.  She hadn't realized that Marilee
understood what she had done, let alone seen it!  "Ohhhhh god!"
Sue moaned.  She stood, undecided what to do. Marilee took
advantage of the moment.  She reached up and pulled Sues'
panties down.  Sue jumped, but otherwise did not move.  Marilee
exclaimed, "Your pussy is beautifull!!" and promptly buried her face
in it.  Sue screamed at the initial contact with the small girls face,
then quickly gave in.  She spread her  legs wide and Marilee fell to
the floor on her knees.  She pulled Sue's pussy lips open wide and
dove into the hot slit. "MMMMMMMmmmmm" she moaned as her
tongue slid into that hot pussy and found the clit.

Sue's body responded.  Her pussy gushed freely, drenching
Marilee's lips and chin.  "OH GOD!  Oh god Marilee!  Yes, baby,
lick mama, lick mama's hot cunt!  Marilee was glad to comply.
Sues legs grew weak and she sank to the floor.  Marilee fell with
her, kept licking her.  Sue raised up on her elbows and looked
down.  She groaned as she saw the little girls tongue flicking in and
out of her slit.  Such a sight!  That beautiful face at her pussy, that
soft, dainty little tongue licking her clit!!  "OOOOHHHHHhhhh"
Sue groaned.  Marilee was an accomplished pussy eater/pleaser.
She made a fist of her small hand and pushed it up to Sues' pussy.
She stopped licking Sue long enough to tell her, "I'm gonna fist fuck
you mama Sue!!!  Fist fuck you while I suck you off!"  So saying
she buried her lips in Sues hot wet slit and pushed her fist inward.
Sue screamed as Marilees fist entered her deeply.
She felt the child begin to move her fist in and out, harder, pushing
ever deeper.  Finally she felt Marilees fist against her cervix and
she went wild.

Sues' ass came off the floor, she literally drove her ass like a
piston, impaling her pussy on the small fist fucking into it.  Marilee
had a hard time keeping her lips on Sues clit and she finally gave
up trying.  She began to use her free hand to pinch and pull on that
big hard clit, all the while still fucking her fist into Sues pussy.
FIST IN ME!!! FUCK ME HARD!!! PUSH IT IN ME!!!"  Sue began to
scream.  Marilee complied and rammed her fist hard into Sues
sopping pussy and at the same time pulled and pinched her clit,
HARD.  Sues' entire body convulsed, went rigid, her breathing
stopped.  The only movement was the ripple of her muscles as she
began to cum, and cum, and cum....Marilee rammed her fist into
Sues pussy and held it there.  She felt Sues pussy twitch, then
spasm and grab onto her little fist.  Marilee loved the feeling of Sues
muscles on her fist, loved the way it felt when the woman came.
"CUMMMMMMING!!!! I'M CUMMMMMMMING!!!!!'  Sue yelled.  It
took several minutes for Sue to calm down, and when she did,
Marilee finally pulled her fist from the womans pussy.  It made a
soft sucking sound when it popped free.

Sue lay on the floor exhausted and Marilee lay down beside her.
She made a point of licking her fist and fingers, lapping Sues cum
from them, so that Sue could see it.  Sue did see it and she
moaned, the fire already sparking between her legs.  She pulled
Marilee close to her and then lowered her lips to the girls.  She
kissed the young girl, slowly, deeply, passionately, probing the girls
sweet little mouth with her tongue, tasting her, reveling in her.
Marilees hands came up to play with Sues tits, her fingers now and
then tweaking the large nipples into hardness.  When Sue released
her lips, Marilee put her head upon Sues breasts, sighed,
"oh mama Sue---" and sucked a nipple into her mouth.  Sue loved it
and lay back to enjoy the pleasure coursing through her...

Sue had planned on seducing Marilee, and it turned out to be the
other way around.  Sue was curious to know where Marilee had
learned about sex.  She pulled her nipple from the girls mouth and
asked, "Marilee, who taught you about sex?"  Marilee sighed.  The
same question daddy Jake had asked.  She sat up and gave Sue
the same answer she gave Jake.

When Marilee finished her story Sue was hotter then ever!  "God
Marilee!  I don't think I've ever known of anyone who was so young
and wanted to find out about sex on their own!  4 yrs old?  Oh
honey, I wish I had known you then!  To have had your lips on my
pussy when you were that young!  To fuck a dildo into your tight
little pussy....OH GOD!!  I envy Mr Mark!  I have always wanted a
little girl to play with!"   Marilee smiled.   Mama Sue was even hotter
then daddy Jake had been when she told him about herself.  A part
of Marilee wished she could have met Sue when she had been that
young.  Marilee imagined Mr Mark and mama Sue fucking her,
imagined sucking cock and pussy!  She would have loved it!  She
loved it now too, at 11.  To her there was nothing like sex.  She
loved it, she wanted it, and she would get it!!

Sue was suddenly struck with a horrible thought!  What if Jake
found out about her and Marilee?!?!?  She groaned.  She really
loved him and she did not want to lose him, but if he found out
about Marilee???  She almost cried.  Now that she had discovered
the lesbian side of her nature with Marilee, she was loathe to give it
up, but if she had to to keep Jake.....

Marilee saw the saddness as it crept over Sues face.  She even
knew what caused it.  She had seen the same on daddy Jakes face
when she first fucked him.  Marilee excused herself and ran into the
den.  She shut the door then picked up the phone.  She called the
hotel where Jake was and they put her through.
Excitedly and quickly, she told him what had happened.  He was
shocked into silence, then let out an excited whoop of joy!  Then
Marilee said, "but daddy Jake, she's so sad!  She's scared you
won't love her no more!  I want to tell her about me and you, and I
want you to come home, PLEASE?"  Jake was quiet a moment,
then said, "put her on the phone Marilee.  I'll tell her."

Marilee ran into the living room and grabbed Sue by the hand.  She
pulled until Sue got up and followed her.  Marilee knew she had
done the right thing when she called Jake.  Sue was crying.
Once in the den Marilee handed Sue the phone.  "Hello?"  Sue
said.  Marilee watched Sue's face....

"Hi honey, it's me!  I just want to tell you that I love you, no matter
what, I love you.  Now listen to me.  Marilee just told me what you
two did. "  "OH NOOOO!" Sue screamed and sat down hard in the
chair.  Jake replied,  "yes, she told me.  Sue darling, it's ok!  Really
it is OK?  Do you hear me?  I am glad for your pleasure, glad that
Marilee pleased you!  She has wanted to for some time!  Listen,
Sue, darling.  Remember Marilee's birthday party?  Well honey,
when we took the kids home that night, we didn't just go to the show,
we ended up fucking!"  Sue gasped and looked at Marilee who was
smiling.  "That's right honey, Marilee wanted me to fuck her, she got
me so hot, and she was so eager, that I just had to fuck her!  She
told me that night she liked licking pussy and wanted to do you.  I
told her to go ahead and try.....I am so glad she got to please you!
I am on my way home tonight!  I'll be there in just a few hours.  I
hope both my girls will be ready for me.  You see darling, I can't
wait to see her lick your hot pussy!  Be hot for me ok?  I love you!"
Coming out of her shock, Sue said, "I love you too, we'll see you in
a few hours Jake",  then hung up the phone.

Sue turned to Marilee, "why you little vixen! You fucked Jake before
you got to me!"  Marilee smiled and said, "yea, it's easier to get a
guy to fuck you then it is to get a girl to let you do her!"  Sue
laughed and pulled Marilee to her, she pushed her hand into the
young girls panties, felt the little hairless slit.  She moaned as she
pushed two fingers into Marilee and began fucking the girl.  "ohhhh,
so good!"  Marilee moaned as she nuzzled Sue's breasts.
Sue finger fucked the young girl, felt her pussy gush...and said,
"Tell you what, lets go take a shower.  I'd like to get to know you
better, BEFORE daddy Jake gets home."  Marilee grinned and
asked, "are we going to leave any juice in your pussy for daddy
Jake?"  Sue grinned back and said, "depends on how good you
lap it up and suck it out!"

They climbed into the shower together and soaped each others
bodies.  Marilee loved the way Sue caressed her, tweaked her little
pink nipples.  She sighed softly as she nuzzled Sues breasts, the
warm water running over her lips as she sucked on a nipple.  Sue
finger fucked the young girl, slid her thumb over the girls clit,
rubbed it.  Marilee was hot, had been hot since she fist fucked Sue,
and now she came.  She moaned loudly, clamped down upon the
nipple in her mouth and sucked it hard as her hips thrust forward to
meet the fingers pushing into her pussy.  Sue felt the young girls
orgasm on her fingers, and smiled.  She released Marilees pussy
and told the girl, "Marilee, get on you knees, eat my pussy!"
Marilee slid down Sues body until she was on her knees.
Sue put one foot on the side of the tub and opened her legs wide.
The warm water caressed her skin, trickled off her clit as she
exposed it to Marilee.

Marilee leaned in and covered Sue's pussy with her mouth.  She
fucked her tongue into it, deeply, licking up all the hot wetness
within.   She curled her tongue and used it to scoop up the hot
juices.  It was pure bliss for Sue.  She gyrated her hips, fucked the
probing tongue, dragged her clit across it again and again.  Sue
put her hand on Marilees head and held it as she fucked the girls
mouth.  "Yes!!  That's it!  Lick mama!  Make mama's pussy feel
good!  Oh yes baby!" she purred.  Marilee slid her hands up Sues
thighs, to her pussy.  Once there she slid both of her thumbs into
Sues fuckhole and pushed them in.  She used her thumbs to
spread Sues hot fuckhole wide open then drove her tongue in as
deep as she could and fucked it.  "OH OH OHHH!!"
Sue cried out.  Marilee slid her lips to Sues hard swollen clit closed
her lips upon it and began to suck, hard.  Both of Sues hands now
held Marilees head as she ground her pussy down into the girls
sucking mouth.  "YOU'RE MAKING ME CUM BABY!  MAMA'S
she screamed as her cum flooded Marilees thumbs and chin....

Jake arrived home several hours later.  Instead of being greeted by
to hot and horney females, he was met by two very worn out
females!  Both Sue and Marilee lay in the bed, wrapped in each
others arms, sound asleep!  Upon closer inspection, Jake saw that
Sues fingers were still buried in Marilees hairless little pussy!
Buried deeply!  His cock immediately hardened.  He dropped his
bag to the floor, and neither of them stirred.  It was obvious they
had fallen asleep in the middle of making love, worn out.  Geez!!
They didn't wait for him!  He opened his mouth to wake them, then
thought better of it.  What the hell, he had them forever for now on,
he could wait.....

Sue woke Marilee sometime later with a kiss, and the movement of
her fingers as she gently fucked the girl.  Marilee sighed and
stretched, loving the feel of the fingers fucking into her, the soft lips
upon her own.  Then they heard,  "uh hmmm".  Both of them looked
up to see Jake sitting in a chair, naked.  His cock was hard, and he
was stroking it.

"How long have you been home darling?"  Sue asked.  Jake
grinned and said, "long enough to see you asleep with your fingers
buried in Marilees cunt."  Both girl smiled at him and he joined them
on the bed.  "Now, tell me.  Just why did you fall asleep while finger
fucking this lovely hairless pussy?" he said to Sue.  She giggled
and answered, "Well, we sort of wore each other out.  I still wanted
to finger her pussy, but she'd already cum so much she was wore
out.  I kept fucking her anyway, and I guess I fell asleep too.  Good
thing we did sleep."  "Why's that?" Jake asked.  Sue grinned and
pulled her fingers from Marilees pussy and said, "if we hadn't slept,
we'd really be worn out and there'd be no hot pussy juice for you!
Marilee sucked me dry! "  Jake moaned and Marilee giggled.

"Yep, I sure did!  I made mama Sue cum so hard!"  Jakes cock
jerked and they saw it.  "Guess it's time to suck daddy Jake dry
huh?" Marilee asked.  As she lowered her mouth to his cock he
said, "no more daddy Jake, or mama Sue, we are just plain mom
and dad from now on ok?"  Marilee was thrilled and got out a
mumbled, "uh huh" as her mouth slid over his cock.  Jake moaned
in pleasure, and Sue did too.  She never knew it could be so hot to
watch someone else suck a cock!  To see this 11 yr old girl take
Jake's big hard cock in her mouth turned Sue on no end.  She slid
her hand to her own pussy and fingered it as she watched.

Marilee slid her mouth down, down, down, until her nose met with
Jakes pelvis.  She swallowed his big cock right down her throat!
Her muscles worked his cock, jacked it off as he fucked her throat.
"DAMN!  CAN THIS KID SUCK COCK!!" Jake yelled.  Sue
watched, amazed at the ease with which Marilee swallowed Jakes
cock.  She loved the sight of it fucking into the girls mouth, loved
watching Marilee swallow it and said,  "Yes baby!  Suck daddy's
hard cock! Suck it!  Make him scream when he cums!  Make him
cum!!!"  Marilee sucked harder, and reached for his balls.  Jake
thrashed on the bed, his cock aching.  "OOh Sue!!  I love you
watching her suck me!  Oh god Sue!  It's so hot knowing you love it
too!  Watch her Sue!  Watch me fuck her mouth!" he yelled.

Sue watched alright, fingering her own pussy fast and furiously.
Then she saw Jakes cock jerk, begin to swell more.  She whispered
hoasely to Marilee, "Let me see him cum in your mouth Marilee!
Pull off his cock and open you mouth, I want to see daddy's hot
cum on your tongue!!"  Jake moaned when Marilee released his
cock, but she grabbed it and pumped it and he yelled as his sperm
boiled and erupted....Marilee held her mouth open and he saw his
sperm land upon her tongue, saw it flow into her open mouth!!
he screamed and shot squirt after hot squirt into her mouth.
Marilee never budged, not once, until Jake had finished cumming.
It was then that Jake noticed she hadn't swallowed his cum.
"Marilee...?" he began and then saw her push Sue back on the
bed.  She grasped Sues thighs and pushed her legs up and open,
exposing her hot fuckhole.  Marilee used her thumbs to spread
Sues fuckhole open, then leaned down and put her lips to it.  Jake
watched as the young girl used her tongue to push his sperm into
his wifes hot cunt!!!!  "Shit!" he yelled as his cock throbbed and
began to harden..

"Oh god!  Sue!!  Marilees is tongue fucking my sperm into you!!
Oh god baby!  You should see this!  My cum is flowing off her
tongue into your hot fuckhole!  Oh shit, oh god!!  She's pushing it
into you!!!!  Fuck her  tongue babe!! Fuck it and take my cum from
her mouth!!"  He yelled.  Sue's ass went wild as she thrust her
pussy up and onto that fucking tongue.  Knowing that Marilee was
pushing Jakes cum into her pussy made Sue lose it.  She grabbed
Marilees hair and pulled the girls face tight to her pussy.  She
closed her thighs and held the girls head tightly as she insanely
ground her pussy into and onto it.  She screamed, and screamed
her body convulsed, she bent at the waist, thrashed about as she
came, and came, and came......off to the side, Jake pumped his
cock just once more and his hot cum shot out onto the bed....

When Sues cum was over she released Marilee.  The young girl sat
up and smiled.  Both Jake and Sue looked at her, then reached for
her together.  "Was I good mama, daddy?" she asked.  Both Sue
and Jake held her tight and told her, "no, you werent' good, you
were far BETTER then good!"  Marilee giggled and said,
"When do I get to cum?"  Jake smiled and then he and Sue nodded
at each other.  As if in mutual understanding they lay Marilee down
on the bed and took turns licking and sucking her little pussy.
When Marilee was near to cumming, Jake pushed two fingers into
her and began to fuck her as Sue closed her lips on the girls clit
and sucked.  Marilee cried out, "oh mama, daddy!  I'm cumming!"
and flooded them with her little girl juice.

It became a custom for Marilee to suck Jakes cock off and hold his
sperm in her mouth so she could tongue fuck it into Sue.  The three
of them seemed to love this best of all.  Jake always got another
cum as she watched his cum flow from the young girls mouth and
tongue into his wifes pussy.  Sue loved knowing that Marilee was
fucking his cum into her!  It always made her cum.
The three of them found all kinds of ways to pleasure one another,
and one of Marilees favorites was an idea from Sue.

One night as Marilee lay atop Jake, his cock buried in her young
pussy, Sue got up and went to the dresser.  She came back to the
bed, and placed one foot upon it.  Both Jake and Marilee turned to
look at her and saw that she was fucking one end of a large, two-
headed dildo into her pussy!  She moaned and sighed, wiggled until
she got all of the one end in her pussy.  This left the other end at
about 8" long.  Sue tied some straps on, and now she wore a
wicked looking cock.  Marilee began to move from Jake, so she
could let Sue fuck her, but Sue stopped her, "No, Marilee,  I want
you on top of daddy, his cock in your pussy!  I am going to fuck
your ass with this big rubber cock while he fucks your pussy!"
Marilee looked at her not sure of this, but she sat back down on
Jakes cock.  Sue raised Marilees ass just enough to place the dildo
at that pink puckered ring.  Once positioned she told Jake, "hold
her ass honey!  Hold her still while I shove my big rubber cock in
her ass!"

Jake grabbed Marilees hips, held them tight, just as Sue pushed.
as the big cock pushed into her ass.  Sue thrust again, and more of
the dildo sank into the young girl.  "Oh yes!!  I'm going to fuck your
ass good Marilee, going to fuck it hard baby!"  she sighed.  Jake
could feel the dildo as it entered Marilee, could feel it rub against
his cock through the thin wall of the girl cunt.  God!  It felt different,
strange, but wonderful!   He kept fucking Marilee...

Marilee yelled, "oh mama!  It hurts my ass!"  Sue told her, "yes, I
know, but that will pass, now Marilee, fuck daddy and mama.  Move
your ass, fuck your pussy down onto his cock and my dildo!  Come
on baby!  Move !! Show me how you like my hard cock in your tight
little ass!"  Sue began fucking the dildo into Marilees ass.  She
pushed again and again, forcing more of the hard rubber cock into
the girl until at last all 8" were buried in her.  Marilee was torn
between being so fucking hot and her ass hurting like hell!  Then
Jake met Sues pace, and the two of them fucked the young girl
deeply, Jake pushing her down and back onto the cocks impaling
her.  Suddenly the pain in Marilees asshole turned to fire!

PLEASE FUCK ME HARDER!!"  Marilee screamed.  Jakes cock
throbbed, and burst into the tender young girls pussy.  Sue shoved
the dildo as hard as she could and impaled Marilees tight little ass
upon it and fucked her.  As she fucked Marilee the other end of the
dildo slid in and out of her own pussy, fucked her well and she too
was going to cum.....the three of them spasmed together in one
huge orgasm that seemed to last forever.....

For several months they fucked in many different ways, all of the
pleasing to each.  Jake and Sue adopted Marilee and she became
their daughter, one they were more then proud of, needed more
then ever, and loved beyond reason.  That's why when Marilee
suggested they might want to adopt her little friend at the orphanage
both Jake and Sure were interested..  "Remember me telling you
about the 4 yr old I used to fuck?  Her name was Sharon?  Well, I
didn't tell you everything.  You see there was another litlte girl, her
name was Candy.  She had just turned 3, (she's just past 4 yrs old
now), and I was fucking her with my dildo.  I never told Mr Mark,
'cause I really didn't want him to fuck her too.  I wanted her to
myself.  But daddy, mama, I would like it if we could adopt her I
mean, I, uh, well, I want to fuck her again!  It would be so neat!
You can fuck her too!!!  Both Jake and Sue loved the idea, and
Marilee was elated.  The next morning found them at the
orphanage, making arrangements to adopt little Candy......

Red Rose @-->-->--