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This work is copyrighted to the author © 2009.  Please
don't remove the author information or make any changes
to this story.  All rights reserved. Thank you for your 
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Private School Girlfriends
by Author Obscure (address withheld)

***

Her rebirth was eminent and it came forth in torrent of 
powerful spasms. Diane knew she was sucking the essence 
of her virgin friend. She wanted it to be an incredible 
experience for her young roommate and she sucked and 
probed until Karen was completely spent and breathless. 
(ff-teens, youths, 1st-lesbian-expr, school)

***

-=PART 1=-

High on the hill, the stately old buildings stood like 
ancient monuments to tradition. The clouds moved 
quickly across the mid-western sky shielding the Roman 
stone faces only momentarily from the late summer sun. 
There was no hint of the coming autumn except for the 
laughter of girls who greeted each other after their 
summer vacation. Even though it was still sweltering of 
August heat, the girls knew that summer was over and 
there would be precious few moments remaining of the 
freedom they had enjoyed since mid May. 

It was Sunday before the first day of private school. 
Today was arrival day and parents brought their teenage 
girls, loaded down with bags and boxes. Some brought in 
their computers and all brought stories of what they 
had done with their summers. For the returning 
students, it was a time to get reacquainted. For new 
students, it was the beginning of a new life and for 
the uninitiated, the beginning of a tough academic 
regimen. And other rites as well.

Thirteen year old Karen would be able to handle the 
academics. She was prepared for that in any case. The 
rites of this girls' school... well she was unprepared 
and unexpecting. But she would do fine. Karen did not 
arrive with her parents... for her father was not able 
to be there to settle the girl into her new 
surroundings. Instead, Karen arrived in a taxi after a 
long ride from the airport to the nearby city. 

Thirteen is a little young to handle the first day of 
school alone, but she could handle a lot of things. The 
red haired, freckled face was younger than most high-
schoolers but she knew how to handle herself. She 
strode into the school's office, presented herself, 
found where she was to put her things and she took them 
to the dorm herself.

There, she met Diane... her roommate for this year. 
After the formalities, and after Karen had taken the 
remaining bed, desk, and closet left by Diane, the 
girls explored the campus. Right away, they learned 
they had two things in common. Neither arrived with a 
parent and both had never gone to a religious boarding 
school before.

St Ignatius is a small Catholic high school located in 
a rural town of a mid-western state. Of the 160 
students, most commute to school but there are about 35 
residential girls who live in the school's last 
remaining dormitory. Economic times are tight and 
enrollment in the residential program is less than half 
what it once was. Only Roberts Hall, the one modern 
building on the half-century old campus, remains open. 
The other two dorms, cold and drafty are closed and 
have been converted to other uses. 

Of the 35 residents, nearly half are foreign students 
and the rest are upper class girls whose parents didn't 
want them to interfere with their lives or middle class 
girls whose parents live and work overseas. In all 
cases, the high school dormers live an institutional 
life and their real families are not their blood 
families, but rather other girls similarly situated.

The brochures that St Ignatius sends to parents portray 
the campus as one of rich tradition, discipline, and 
heritage. The stately buildings play prominently among 
the color photos which parents see and those who send 
their children here expect the school to ingrain those 
values in the students. But despite the traditional 
promotion, St Ignatius is no longer a bastion of values 
now past. For no matter what the structure, the 
students form the makeup of any school in the nineties.

Times have become more liberal. The students of St 
Ignatius tend to party hard, to sneak out, attend local 
keg parties and some are heavily involved in drugs--at 
least the older ones. Only scholarship, under the 
guidance of mostly middle aged clerics, remains as it 
has always been.

***
 
By the third week of school, the students were deeply 
immersed into their studies and they had learned their 
place in the social strata of the student body. The two 
new girls were becoming fast friends--not that they 
have all that much in common but because becoming 
friends with each other was better than having no 
friends. Karen and Diane were ninth graders --freshmen-
- in a segregated world where underclass students had 
no class at all. This being their first year at St 
Ignatius, they were put together in a room at the end 
of the hallway. 

Only two other freshmen were dormers, both middle 
eastern students whose parents supplied them well with 
oil money. The upper-class dormers tended, at first, to 
shun freshmen or else to harass them. Clearly, the 
American newcomers were not welcomed into the group and 
they were pretty much on their own since the overseas 
students on study visas tended to stick together in 
their own clique. That made Karen and Diane fast 
friends as well as roommates even though their 
backgrounds were quite different.

Karen's father was a career naval submariner, an 
officer who then raised his daughter alone since the 
girl's mother had died last winter. St Ignatius solved 
the executive officer's problem. Diane, on the other 
hand, was the only child of an old moneyed couple from 
Baltimore who spent most of their time spending their 
inheritance abroad. The Catholic school's boarding 
program likewise solved a problem for them as well. 
Neither of the girls were prepared for institutional 
life but they had no choice in the matter.

Adolescence is a time of a great deal of change in a 
girl's life. Not only does she cope with the loss of 
family but also the loss of childhood innocence. 
Innocence is replaced with growing up, growing into 
maturity and when girls do it alone, they find their 
way as best they can.

At St Ignatius, there was little talk about 
homosexuality other than adolescent lesbian jokes. The 
Americans laughed at them and took great care to put 
forth the most conservative image at the school. Social 
ways of the overseas students, being what they were, 
probably tended to ostracize the foreigners. For Asian 
girls felt quite comfortable hanging on each other, 
even hugging much like American schoolgirls do. Whether 
the overseas students were sexually involved with each 
other, no one else knew. Or much cared.

For the local students who lived at home with families, 
social outlets were easier. Their lives and friends 
were well established long before they entered the 
girls' high school. But for the American boarding 
students, there were no such roots and that's the way 
it often is at private schools, especially religious 
ones which tend to isolate them from normal 
heterosexual relationships. The segregation does not 
necessarily mean girls will turn to each other for many 
girls will experiment with each other anyway. But the 
isolation tends to encourage it. And Diane and Karen 
were no exception.

Freshman year was the first time Karen and Diane had 
ever lived with other girls for they had lived at home 
before... Karen with her mother and Diane who had lived 
in an upper-class mansion until her parents decided 
they wanted to travel. The girls were literally thrown 
together in that room at the end of Roberts Hall and 
pretty much ignored by the rest of the students.

The bravado of the others bothered Diane who had 
learned more than a year before in Baltimore that sex 
with girls was far better than no sex at all. She'd 
learned from a close friend back east all about mutual 
masturbation. But she was very careful at St Ignatius 
and for more than a month, she even waited quietly for 
Karen to go to sleep before she silently stroked her 
own pussy in her bed. Diane was an average looking girl 
of 15. Her shoulders were slight, and her breasts were 
developing well for her age. 

About the only tradition from childhood that she 
retained was her music. She held onto her piano because 
she was successful, even quite accomplished, having had 
an excellent Baltimore teacher. Here, she practiced on 
a piano donated by her father and it was of much better 
quality than the ever-untuned school upright. She 
wouldn't make much progress this year because already, 
she was better than anyone in the town, including the 
school's music teacher whose qualifications, St 
Ignatius had misled Diane's parents about. 

No longer into the classics, Diane spent time now 
learning contemporary music. Now away from her parents, 
she was growing her brown hair as long as the school 
would allow.

Karen, raised in Norfolk's dependent family quarters, 
was much more disciplined than most of the students. 
She was young, still not yet 14, and bright for her 
father had driven her to excel in studies. She was not 
very good at sports, even though her Navy father had 
driven her to succeed in that as well but Karen was not 
large enough or physical enough. 

She took more after her mother -- mental, sensitive, 
and more slender in size. And her breasts had only 
barely begun to grow. She was sensitive about her 
breasts, self-conscious even, especially around Diane. 
She really admired Diane's body, especially her breasts 
and now for the first time, she began to wonder about 
the strange sensations she had begun to feel in those 
secret areas of her blooming body.

Karen was glad in many ways to be far away from Norfolk 
though she missed her mother a great deal and was only 
now getting over her failing health and resulting 
death. She was an attractive girl but still had a 
childlike appearance for she was only beginning to 
enter puberty... a classic late bloomer and had not yet 
even touched her pussy, sexually, for the first time. 
Her face and breasts were even more girlish than her 
age would tell. 

Her green, sparkling eyes, freckled upturned nose and 
quiet demeanor wrote innocence all over her. Karen was 
younger by more than a year than most freshmen because 
she was so bright. She had skipped two grades-- one in 
grade school and one in junior high. While Karen could 
easily compete academically, socially she was left 
behind.

During the third week of school, Diane, as was her 
ritual, patiently waited until her new roommate had 
settled to sleep. As Diane waited, she fantasized about 
having sex with her friend in Baltimore during the 
summer. Diane recounted every detail about her sex play 
with her best friend as they'd done so many times on 
sleepovers and she could wait no longer. 

She raised her knees upwards under her covers, lifted 
her hips up from the mattress and slipped her cotton 
underpants over her ass and slid them up towards her 
knees. This night, her finger slipped and the elastic 
slapped against Diane's thighs. It was the familiar 
sound that Karen knew. Karen was not asleep and 
recognizing what she had heard, her girlish curiosity 
made her stone quiet--but well awake.

The room was such that Karen was closest to the window. 
Diane glanced over to see if her roommate was asleep 
but she couldn't really see Karen's face at all. The 
window light was behind Karen, leaving the younger 
girl's face in total darkness. The 15-year-old Diane 
could only see the outside light play across the top of 
Karen's blanket. She assumed Karen was dug in, under 
them and probably turned away. But in fact, the 13-
year-old was facing Diane and could see her quite well. 
Diane was reasonably well lit by the distant glow of an 
outside yard light.

Again, Diane looked towards the other bed after making 
the elastic noise. Not seeing the younger girl move, 
Diane slipped one leg out of her panties and began 
fingering herself. Karen was but four feet away in a 
bed next to Diane's and she watched and listened as 
Diane worked to control her breathing and stroke her 
15-year-old pussy with one hand while rubbing her 
breasts with the other. 

Karen could not see the other girl's tits for the 
covers kept them away from view. But in the dim light 
of the room, the younger girl knew Diane was playing 
with herself and she must have really liked it because 
her eyes were closed and she was breathing irregularly. 
Karen knew that rubbing one's nipples and little-girl 
slit gave pleasure but she had been corrected about 
that many years before by her mother who had told her 
not to play with herself in the bathtub. 

Still, her curiosity was definitely aroused. Yet, at 
this point, there was nothing else. After Diane stroked 
her teen pussy for several minutes, she slowed her pace 
and Karen could hear a wet crackling sound which she 
could not identify. Diane's pussy was now slippery with 
her arousal and she loudly fingered it. She ignored the 
sounds for, by now, the older girl's pleasure made her 
oblivious to her surroundings including the possibility 
that her self-inflicted passion might wake up her new 
roommate. And too, she wasn't sure she even cared. For 
Diane, sex was part of life.

Now deep in pleasure and approaching orgasm, Diane paid 
no attention even to the covers which had concealed her 
finger play. The sheet and blanket slipped over her 
knees and now Karen could see Diane naked all the way 
to her ankles. Karen was getting her first look at 
female masturbation. The dim light revealed Diane's 
tit-rubbing and finger-fucking and Karen could easily 
make out the size of Diane's tits. And to her, they 
were beautiful! The younger girl even leaned up for a 
better, more level-eyed look and her eyes were well 
accustomed to the low light level. She even blinked, 
struggling to get a more contrasting view of what was 
happening in the next bed.

As Diane continued giving herself pleasure, she thought 
about Karen in the next bed. Karen, physically, wasn't 
real great looking but Diane had seen her naked in the 
shower and she fantasized back and forth, visualizing 
being naked with her nearly flat-chested friend from 
back east and having Karen in bed with her, kissing 
her. Diane wondered if Karen was really asleep. It 
crossed her mind, almost wishfully that Karen was 
watching and in fact would crawl out of her bed into 
Diane's. And if she was watching, Diane thought, well 
so what?

Finally, Diane entered the final throes of orgasm and 
her hips flexed with each spasm. And she relaxed, warm 
and spent. Karen tried to be as quiet as she could as 
she laid her head back to her own pillow but she 
continued watching her new friend as her breath slowed 
to a more normal rate. And she watched carefully as 
Diane lowered her legs, reached for a T-shirt and 
placed it between her steaming legs, then closed her 
legs with her hands in her crotch. Diane had finally 
realized that in her passion she had uncovered herself. 
She pulled the covers quickly over her body and glanced 
once again at Karen.

Karen shut her eyes in an instant. She was glad she 
witnessed the sexual event but, on the other hand, she 
felt somewhat guilty for she knew she had violated her 
roommate's privacy. Karen thought about how much she 
hated being watched while sitting in the girls' 
bathroom stalls. And how she never could understand why 
all schools take the doors off to prevent privacy at 
such a personal moment. 

But her thoughts returned to what she had seen and she 
wondered how it must have felt to make Diane so 
oblivious to the fact that she wasn't alone when she 
did it. Karen decided she would remain motionless so as 
not to let on that she had been awake. But she couldn’t 
help herself. Her left hand found its way to her own 
panties and she put her fingers against her own mound -
-only on the outside--and gently stroked herself. 

The pleasant feeling that she gave herself was only a 
hint of what she would learn later. But now, Karen's 
programmed self-discipline told her she shouldn't be 
doing this and she stopped. Her mind turned then to her 
mother, and in the loss of missing her and of her 
homesickness for the way things used to be. She drifted 
off to sleep.

***
 
In the next moment, the room was bathed with morning 
light and both girls' sleep was jarred with the 6:45 
buzzer. It was wakeup time. The sounds of Roberts Hall 
remained subdued only for a few minutes until the 
dormies could steal no more relaxed procrastination. 
Karen heard feet paddle to the bathroom, and then a 
radio turned on to rock music across the hall. And then 
busier sounds as the girls got up to ready themselves 
for breakfast and school. 

Karen could wait no longer; her discipline forced her 
out of bed and she jumped up and reached for her towel 
and soap. She made her bed and laid her toiletries 
neatly at its foot, adding her toothpaste and brush to 
the tidy stack.

Karen glanced at Diane, only beginning to stir.

"Lets go, Diane," the younger girl cajoled. "We'll be 
late for breakfast!" Karen went through this daily 
morning ritual with Diane who always indulged herself 
with every last moment of bedtime. Finally Diane kicked 
off her covers and rolled over and out of bed. Karen's 
eyes shifted to gaze on Diane's breasts in a way 
different than she had done before.

 The older girl had put her panties back on and while 
Diane's back was turned, Karen stared at her smooth 
round ass-cheeks. When Diane had fished a fresh pair of 
panties and her own shower items, she turned around and 
Karen glanced away from the study of her roommate's 
alluring body.

The girls left the room and walked together to the 
shower where each morning they bathed together. Other 
girls came and went and the ninth graders stripped and 
strolled into the tiled room. Karen felt more self 
conscious this morning and she couldn't quite figure 
the changed feeling she had for Diane, her only friend 
at school. The girls always soaped and showered 
together, laughing and talking about all sorts of 
things.

But this morning, Karen stole more than a few looks at 
Diane's body as she thought about what she'd seen the 
night before. Karen noticed how beautifully shaped 
Diane's breasts were but she was careful not to stare 
except when her roommate held her face under the shower 
stream and couldn't see her do it. Karen otherwise 
looked elsewhere, or directly into Diane's face... 
making sure her eyes weren't seen looking downward. But 
Karen noticed something else. She noticed that Diane 
felt no embarrassment about her own naked body... nor 
did she feel that way about looking at Karen's. In 
fact, Karen noticed for the first time that Diane 
looked at Karen's chest and between her legs more than 
a few times too.

The girls finished their showers, headed for the 
dressing room and got dressed. Karen was preoccupied 
with the new thinking she had about Diane and when 
Diane talked about something or cracked a joke, Karen 
responded appropriately but she was thinking on two 
wave lengths -- partly about what they were talking 
about and partly with viewing Diane as a sexual being. 
As the girls sat down to eat breakfast, Karen even 
stared at Diane's fingers as she ate... thinking that 
those fingers had played with her wet pussy the night 
before.

Diane wondered if Karen was so quiet this morning 
because she had seen her play with herself the night 
before. But Karen gave few signs of her mental 
preoccupation. In fact, Diane's inane breakfast table 
chatter and informality finally distracted Karen from 
what she was thinking. As the morning progressed, the 
ninth graders labored through first hour algebra, 
second hour language arts, and then biology. The class 
lectures and expected discipline kept Karen occupied 
for she was used to paying attention and pouring 
herself into the studies.

Biology was different, though. For the girls did not 
sit in rows of desks but rather on stools in a large 
freshman- sophomore biology lab-room. They were at 
black topped lab tables and the setting was more 
relaxed.

Rachael was the dormies' prefect. At 23, Rachael was 
fresh out of school herself. She had just graduated 
from college and lived in the dormitory with the 
boarding students. He was like a resident counselor, in 
charge of keeping order, supervising studies and being 
an advisor to the girls. By day, Rachael was expected 
to act as a classroom aide where needed. Among her 
regular duties was to act as lab assistant in biology. 
Today she was leading biology study and the subject 
this first part of the semester was about as boring as 
it could be. The study of cells. Specifically today, 
cellular reproduction. Karen was trying to take 
readable and complete notes, like she always did.

Diane, on the other hand, continually whispering jokes 
when the prefect wasn’t looking in the girls' 
direction. Blobs, he called the blackboard drawings. As 
Rachael stood at the front of the class reading her 
notes aloud (Rachael hadn't taught enough to be able to 
ad lib a lecture very well,) Diane distracted her with 
another soft wisecrack.

The prefect finally had enough from the back of the 
room. "Diane... what's so funny?" Rachael loudly asked.

"Nuthin's funny... it just seems like cells must have a 
pretty boring life... they reproduce but they don’t 
have sex." Diane was loud and confident, expecting a 
laugh from his classmates. And she got it.

Rachael one upped her. "Asexual." Rachael declared. 
"It's like they have sex with themselves." More 
laughter.
 
"I'm sure some of you know about THAT!" Rachael smiled, 
"DON'T you, Diane?" That one brought the class to an 
uproar. All eyes turned to the 15-year-old who was not 
about to be made the butt of the joke. Diane took both 
her hands and mimed that she was fucking herself with a 
large dildo. Only in a girls' school could a girl get 
away with that and only with a prefect like Rachael. 
The class went nearly out of control with laughter and 
Diane enjoyed the credit for it. Karen laughed as well 
but she was not really laughing inside. In fact, for a 
few seconds, Karen sort of wished she were sitting at 
another table... for she had indeed seen Diane using 
her fingers on herself. And she wasn't sure that it was 
a joking matter. But she laughed at the absurdity.

After the class settled down and turned its attention 
back to the class, Diane elbowed her young roommate. 
Karen smiled back at her friend, but somewhat self-
consciously. Diane was enjoying this.

"Yeah, well YOU know how I really do it." she whispered 
very softly and close to Karen's ear. Karen was a 
little confused by Diane's comment and her freckled 
face flushed. Karen was POSITIVE that Diane had not 
realized she was being spied upon.

Not knowing what to say, Karen went back to note taking 
as Rachael went off explaining the less humorous points 
of nuclear division. Karen was making sketches from the 
black- board.

Diane scribbled a note, folded it and in a secretive 
manner, slipped it to Karen. Karen thought that was 
curious since there was no need to be secretive... no 
one was around them to see it. Karen took the note and 
in a similar secretive manner slowly opened it, as if 
she was looking at a face down card in a poker game.

"I know you watched me last night." the note read.

Karen was floored. She stared at the piece of notebook 
paper for several seconds as she wondered what to say. 
Finally she just looked up. She was surprised to see 
Diane smiling at her, and it was a pretty arrogant 
smile at that. The younger girl wasn't quite sure WHAT 
to say. She did respond with a contagious but self-
conscious grin. And Karen was worried that Diane was 
probably offended she'd been spied upon.

"I-I'm sorr..." the girl looked downward and whispered. 
But Diane knew exactly what she was doing and she 
touched Karen's arm gently and interrupted.

"Don't be, Kay." Diane had never called Karen by her 
nickname before. "I did it on PURPOSE... well, sort of. 
I was kinda wondering if you were awake. And if you 
were, I didn't mind."

Karen said nothing. She didn't know what to say next. 
And at that moment, she didn't HAVE to for the class-
period buzzer sounded and third hour was over.

The girls were off to lunch. The silence between them 
was almost painful even though the hallway was filled 
with laughter and talking and noisy metallic lockers. 
As the girls stood in the short lunch-line, they said 
little other than things anticipating what the menu 
would be like today.

The girls sat down with their trays and they spent a 
silent moment putting ketchup on their corndogs and 
picking out fresh fruit.

"I guess I shouldn't have given you that note, Kay." 
Diane finally broke the ice.

Karen paused. "Well, I don't know," she started, 
wondering what to say exactly. "I was kinda feeling bad 
about watching you but I've only heard of it... I've 
never actually DONE it."

Diane wanted to make her friend more at ease. Really 
what she wanted to do was get Karen to fool around with 
her like her friend in Baltimore used to do. So Diane 
too was trying to carefully choose her words... even 
though she was usually more comfortable talking about 
it--and certainly making jokes about it.

"It's fun... hell... everybody does it. It's 
incredible." Diane continued eating lunch. As Diane 
looked across the table, she saw Karen pressing her 
lips around a particularly juicy peach, and it was 
dripping down her chin. And she blurted out a comment 
that caused Karen to forever look at eating a peach 
differently.

"Have you ever thought how sucking a peach sounds so 
much like something else?" Diane laughed and very 
purposely took a bite out of her peach.

Both girls started snickering... and then laughing. And 
laughing harder. Karen blushed, partly from the 
laughter and partly because she visualized the picture 
Diane had quite explicitly wanted her to.

Diane kept it up. "I suppose you won't be able to 
finish that!" They laughed again. Diane was clearly in 
control though and she took another bite except she 
tongued the soft meat inside her peach before she 
did... this dumbfounded the younger girl who started 
laughing again. Diane was making Karen more at ease 
with the subject.

"I cant believe you did that." Karen whispered between 
giggles.

"You probably can't believe I let you watch last night, 
either." Diane was a little more serious now but Karen 
had loosened up some. "Look, Kay... we're tight. I 
think it'd be fun to do it together."

Karen rolled her eyes. "Whew!" she said, "I dunno. I've 
never even done it MYSELF."

Diane pressed her. "That would make it even more fun." 
She looked carefully at Karen's face and seeing that 
there was still friendship and not disgust, she went 
on. "Let's not talk about it anymore... just think 
about it. If you want to... great. I'll teach you. If 
you don't, well just don't look next time."

Karen nodded and searched for another subject but she 
couldn’t think of one. "Rachael was sure funny in 
biology... that crack about cells."

"I know," Diane said. "She's cool... she knows what’s 
going on. I bet she does it every night cuz she's got a 
private room."

The girls finished eating. Juicy fruit gone, the 
symbolism was gone and so there was no more laughter. 
They finished and headed for their afternoon block of 
classes. There was no more sex talk for the afternoon. 
Diane decided she had gone far enough--if not too far.

Karen tried to concentrate on her studies but at 
moments throughout the day, she thought about her 
roommate's proposition. She kicked around what she'd 
heard about lesbians, about what her mother had told 
her about playing with herself, about the excitement 
that Diane had obviously given herself the night before 
and that it was apparent that masturbation was, at 
least among her peers, socially acceptable. Mostly what 
she was, was curious. And she remembered being in the 
shower with Diane this morning, both of them bare, 
sneaking looks at each other's bodies, and feeling a 
very pleasant tingling in that private part of her 
body.

The girls, who spend their entire class days together, 
parted after school. Diane went to the Little Theater 
to practice her piano. Karen always made an early start 
on her homework or she went to the student lounge for 
video games or listening to the CD-jukebox.

They rejoined at dinner and conversation was lighter, 
and with several other students who joined them at the 
table. After dinner, the girls paired up again and 
wandered around the campus before watching some TV and 
then returning to their room for studies. St. 
Ignatius's academic program kept all the students busy; 
Diane and Karen often worked on their class-work 
together and, generally, Diane got the best end of the 
arrangement because the younger girl was a better 
student.

It was nearly ten and the open books on their study 
tables were biology. And asexual reproduction. As the 
girls answered their questions on their worksheets, the 
jokes and side comments from earlier in the day 
returned. It was slightly strained in that Karen didn't 
labor on the matter for she had remained undecided 
about whether to take Diane's offer. She realized that 
bedtime was very quickly approaching and she knew that, 
after last night, things would be different. Once the 
worksheets for tomorrow were completed, Diane slammed 
the book, put it in her book-bag and threw it on the 
floor.

"Enough of this shit... I'm crashing," she said.

Karen exhaled, not knowing what was going to happen 
next and she sort of wished that it would be nothing. 
Even so, there was a slight bit of anticipation for she 
wanted to know more about sex. Diane took off her 
shoes, blouse, and skirt, and then after standing for a 
moment in her bra and panties, she unsnapped her bra 
and slipped it off over her shoulders. Then with a 
quick smile to Karen, she bent over and slid her 
panties down her legs and off her feet. Then with her 
nubile breasts bouncing firmly and pointing upward she 
gathered her towel and soap and announced that she was 
going to take a shower.

"Tonight?" Karen asked. "You NEVER shower at night."

"Well, I am tonight." Diane knew the next few minutes 
would be crucial to her plans. "You can too, if you 
want." With that Diane walked out of the room and down 
the hall towards the shower room.

Karen remained alone... for a moment or two she 
realized that if she didn't go, Diane would take that 
to mean her answer was no. If she DID go take a shower, 
Diane would take it as "yes." And Karen still wasn’t 
sure. She really did want to be talked into it and she 
also wanted the chance to be able to say "no." Karen 
exhaled, grabbed her towel and headed down the hall.

Diane had wasted no time... she'd shed her towel, 
gotten wet, and her jiggling tits and lightly haired 
mound were already covered in a rich film of soap foam 
when Karen walked in. Diane secretly smiled when she 
saw Karen, realizing the significance of Karen's 
presence here.

"Sometimes I do this late at night just to clear my 
mind and get a fresh perspective on something," Diane 
uttered, with her face upturned in the shower spray. 
Karen was awestruck by Diane's almost statuesque 
beauty, and she stood nearly mesmerized as Diane 
continued washing her body with her hands. 

Diane's hands roamed across her breasts, sliding her 
erect nipples through her fingers. Then as she began to 
rinse off the soap, she seemed to let her fingers 
linger longer than necessary in her pussy area. But she 
didn't remain; instead she finished rinsing off, dried 
herself and headed back for the room. 

Karen too made short work of her shower although she 
was distracted by a couple of the foreign students who 
likewise bathed in the evening. The 13-year-old found 
herself stealing looks at their girlish bodies too. 
Their pussies had much less hair than hers -- or 
Diane's. Theirs were almost bare! And she did not see 
the firm bouncy breasts capped by pink nipples on the 
Asian girls that she had seen on her roommate. 

For these girls' breasts were barely noticeable as 
breasts at all. But Karen suddenly realized that she 
was getting turned on by looking at their budding 
bosoms just the same. She noticed her own nipples 
getting erect as the two little Asian girls would steal 
glances in Karen's direction and turn and giggle to 
themselves. Karen had never really noticed other girls 
in this way. But her curiosity was up.

In short order, Karen too was finished and had headed 
back for the last door in the hallway. It was already 
lights-out time. Diane was in bed and Karen quickly put 
away her things and got into bed also. Both girls were 
in their clean T-shirts and panties and fresh from 
showers. Turning on her night light, Karen started to 
read while Diane just lay there quietly. 

The girls could hear Rachael stopping by each room, 
saying good night, visiting with some of the girls 
during the nightly bed-check. It was part of her job. 
Halfway through the ritual, Rachael knocked twice on 
their door, opened it, counted bodies, said good night, 
and shut it. She was on to the last row of rooms and 
the girls knew that now, they were alone for the night.

The silence between the girls was, well, anticipatory. 
Diane considered how she would approach the subject and 
Karen wondered how she might do it and what she might 
say.

"So... Kay." Diane began. "You helped me with biology 
tonight... if you want, its time we do some lab-work."

Both girls started snickering.

"Well, I was wondering how you were gonna bring it up," 
Karen laughed. 

"But I didn't figure you'd say THAT!"

"Hey... we're studying asexual reproduction... You help 
me with the worksheets, and I'll help you with the 
lab."

Diane sat up in bed. "C'mon, girl," she pressed. "It's 
time you learned what your missing. Shit, I've been 
doing this since I was twelve and you're almost 
fourteen."

"Well... " Karen was getting ready to chicken out for 
she hadn't been well convinced.

Diane got up out of bed and went over to Karen's. 
"We'll just call it, um... GIRLology." Karen smiled but 
she didn't move. Diane took her roommate's book out of 
her hand and put it on the night stand. Then she 
reached up and turned out the nightlight. "There," 
Diane went on. "That's better." In the darkness, Diane 
reached up and pulled the covers off of her roommate. 
Karen sat up and slid back for Diane was getting into 
Karen's bed. They sat facing each other but neither 
could see the other for their eyes were not yet used to 
the dim window-light.

"This is weird," Karen whispered.

"No," Diane replied. "Nuthin's weird if it feels good 
and playing with your pussy feels good--and better with 
a good friend."

Karen found some satisfaction that Diane had called her 
a good friend, though she still wasn't sure even good 
friends should be so friendly. But she did feel secure 
enough for, after all, this wasn't her idea.

Their eyes were getting accustomed to the light now and 
Karen watched as Diane took the lead by sitting up in 
the bed and pulling off her T-shirt. Then leaning up on 
her knees, she slid her panties down and slipped them 
off. Karen felt slightly invaded, having her roommate 
sitting naked on her bed but she was rolling with it, 
at least for now. Karen could see the dark form of 
Diane's perky breasts... and she could see the nipples 
were already stiff, like the night before.

"Your turn, Kay." Diane whispered. "C'mon lets have 
some fun"
 

-=PART 2=-

Karen had, after all, showered with Diane before and 
they were roommates but this was pretty private. Even 
so, she leaned up, slipped the elastic over her butt-
cheeks and stretched her legs out and also kicked off 
her under panties. Karen's pussy was also getting very 
moist. Without even touching it, Karen felt the 
pleasant sensation in her loins.

The girls, now totally naked, in near darkness faced 
each other as they sat, cross legged on Karen's bed. 
Diane reached up to her right breast and started 
stroking the nipple.

"It's already hard as a button... check it out." Karen 
hesitant at first, reached over to Diane and lightly 
stroked her nipple lovingly and slowly. Karen loved the 
touch of Diane's nearly full-sized breasts and quickly 
pulled back her hand.

"C'mon, do what I do."

Karen looked up at Diane and saw the sly and nervous 
smile and started rubbing the nipples on her own too 
small breasts. The thirteen-year-old's body was 
awakening to all sorts of things. Sure, she'd touched 
herself before but this time it was to make herself 
feel GOOD!.

Diane, naked and rubbing all over her upper body, gave 
Karen a kind of permission to enjoy the feelings she'd 
always taught herself to ignore and even stop. Such was 
the depth of the discipline of the Navy brat's 
upbringing. But it melted away as she discovered the 
pleasure of her own body which was becoming 
increasingly excited. Karen continued caressing her 
tits and nipples, experimenting with different touches. 
She tried rubbing her fingers over the tip, and then 
holding the soft mound of new tit-flesh firmly in her 
hand.

"How ya doin?" Diane asked.

"Wow! It does feel good, Diane!" Karen had nearly 
forgotten about Diane even though she was sitting 
directly in front of her but Karen was totally focused 
on this new feeling of breast play.

The 15-year-old Diane didn't really know if she should 
start stroking her pussy yet. She didn't want to scare 
Karen off too soon, before she got firmly into the 
mood. But her own feelings were starting to get the 
better of her and soon her hand drifted down to her 
pussy and started stroking.

Karen was amazed. She had of course heard of girls 
playing with themselves, but her mother had always told 
her that only "bad" girls did that, and it was evil. 
But Karen didn't think Diane was bad, and what she was 
doing certainly didn't look evil. And Karen was felling 
very, very, good herself. Karen kept stroking her tits 
and rubbing down to her belly, and wondered if she 
should do what Diane was doing.

Diane looked at Karen and knew that it wouldn't be long 
before she got caught up in their sex play. Diane 
remembered her own first time and knew what Karen was 
in for. And then, as if it were the most natural thing 
to do, Karen's hand dropped down to her crotch and 
gently started stroking the few hairs above her pubis. 
She stroked in a circle around her clit and then slid a 
finger down to her pussy slit. She was surprised to 
find her pussy already wet and was embarrassed at the 
sound it made when her finger began sliding up and 
down. Diane smiled to herself when she saw the look of 
shock mixed with pleasure on Karen's face as she began 
to discover the thrill of playing with herself for the 
first time.

But Diane also had other plans for Karen. She wanted to 
be an intimate part of this young girl's first sexual 
episode. Karen obviously didn't fully understand what 
was happening to her, and Diane decided that the time 
was right. She couldn't wait any longer and desperately 
wanted to stroke Karen's pussy and that very thought 
made Diane's pussy wetter with excitement. Finally she 
just made her move.

"Okay, Karen," Diane uncrossed her legs and stretched 
out on her side next to Karen. "Let's try something 
else." The older girl leaned on her left elbow, her 
firm nubile tits still pointing nearly straight out in 
front of her. With her right arm free, she reached for 
Karen's ankle and pulled it downward, getting her to 
uncross her legs. Karen complied.

"I want this first time for you," Diane said softly, 
"to be very special... to be really good." The 13-year-
old stopped playing with herself and curiously looked 
at Diane. She knew, sort of, what her roommate had in 
mind since Diane had positioned herself very close. The 
fifteen year old looked into Karen's face and then at 
her moist pussy. She simply took control by not waiting 
for a discussion to start.

Diane reached over and gently placed her hand on 
Karen's thigh above her knee and began rubbing back and 
forth, each time coming closer to her warm pussy. Karen 
tensed up at first and looked nervously at her would-be 
instructor. Diane, aware of the tension, just continued 
slowing stroking her leg, each time coming closer and 
closer, but slow enough so that Karen would have time 
to stop her if she wanted to.

"Now relax and know that I would never do anything 
against your will or to hurt you." Hearing the words 
she wanted to hear, Karen leaned back against her 
pillow and, literally, put her body in Diane's hands.

Diane's little finger was now brushing across Karen's 
vaginal lips on each stroke, and Karen knew that this 
was going to be a very special night. "Just lay back, 
Kay... I wanna do this for you."

"I-I I dunno, maybe you shouldn't." Karen did not 
protest too strongly because the feeling of Diane's 
hand felt even better than her own. "Karen... we're 
best friends, aren't we? ... I know what I'm doing and 
I just want you to have the best come of your life... 
with me." Diane sounded almost like a big sister with 
her friend. "Just close your eyes, I'm going to make 
you cum, make you feel better than you ever have 
before." With that, Diane squeezed her roommate's thigh 
just below her pussy and then moved her hand into the 
young girl's excited mound and softly caressed her 
there. She stroked her leg on one side of her pussy and 
then slid it across, through that hot honey-pot to the 
other side and then back into her virgin pussy. 

Karen forgot about any thoughts she had about what was 
right and wrong and concentrated totally on the 
incredible crescendo that was building in her body. 
When the 15-year-old's fingers moved up and down 
between Karen's legs, she opened them wider. Her heart 
started beating faster and her breathing became more 
labored. She loved every sensation. She wanted more.

Diane, too, was filled with excitement for she was with 
someone that she liked very much and also someone she 
found very attractive. In the dim light of their 
darkened room, Diane leaned over and placed her lips on 
Karen's bare chest and lightly grazed her nipple. Diane 
was enraptured by the taste and feel of Karen's budding 
tits, and she knew that Karen was really getting turned 
on. For her part Karen was the passive partner in this 
forbidden affair. 

Knowing that she was in good hands she simply gave up 
to her overwhelming feelings and let Diane take the 
lead. The older girl kissed her way to Karen's belly. 
She tickled the navel with her tongue and Karen moaned 
in ecstasy. The older girl's face was but inches from 
Karen's young virginity. Diane could see the reddish 
tint of her sparse small mound of pubic hair, only 
beginning to show itself.

Diane raised her own leg and put it over Karen's thigh 
and positioned herself so her pussy rested against 
Karen's leg. Karen shuddered at this most intimate 
touch. Then Diane lowered herself further and pressed 
her sopping wet pussy onto Karen's foot. Diane raised 
her hand, squeezed Karen's pussy lips together and 
kissed those pursed lips. It was a soft kiss with wet 
lips. The 13-year-old Karen shivered immediately and 
took a quick, deep breath. And Diane took the tip of 
her roommate's girlhood into her mouth and began gently 
sucking her spasming clit. She kissed and sucked more 
of the girl-clit into her mouth until Karen thought she 
would pass out.

Then when Karen thought it could get no better, Diane 
poked her finger into the entrance to Karen's 
womanhood. It was incredibly tight and Diane could only 
slide her finger up to the first knuckle. Karen winced 
in pain at first, but knew that she didn't want Diane 
to stop. Gradually Karen relaxed her pussy muscles and 
allowed Diane's finger to stroke her in and out, until 
the finger was finally almost half way in. Diane was 
surprised that she hadn't encountered her cherry yet. 
But Karen's pussy was so tight that Diane was sure that 
no boy's dick had ever penetrated its sweetness.

Karen was flying. The first quake of the virgin's 
climax was welling up and ready to explode. The wet 
warmth of Diane's mouth brought tingles and tremors and 
finally, she felt a tightening inside her... she knew 
her body was wanting to explode and the rush she had 
never before felt took over in a series of involuntary 
spasms, one after another. Indeed, all Karen could do 
was roll with it for Karen was no longer in control. 

Her rebirth was eminent and it came forth in torrent of 
powerful spasms. Diane knew she was sucking the essence 
of her virgin friend. She wanted it to be an incredible 
experience for her young roommate and she sucked and 
probed until Karen was completely spent and breathless. 
Karen had come very close to losing consciousness for 
she'd never experienced pleasure so deeply in her body. 
She lay motionless except for the pounding beneath her 
new-formed breasts which moved up and down as she 
gasped for enough air.

***

Diane waited. She remembered her own first time with 
her friend back east... remembering that she too came 
for the first time on her best friend's mouth and 
fingers. Finally, as Karen began to settle, Diane slid 
upwards, keeping half of her naked body against her 
young lover. Diane whispered in Karen's ear as she 
stroked her red hair in the darkness. "That, Karen, is 
your first sex." Diane said. "It WAS awesome, wasn't 
it?"

Karen was still breathing heavily. "Yeah... I still 
don't know what just happened."

"I want to do this with you again and again." Diane 
said. "Did you LIKE it?"

"Yeah." Karen barely whispered, still recovering. "In-
CRED-ible." She took a breath. "My whole body."

Diane was pretty satisfied and actually she felt very 
warm feelings for having brought her roommate to her 
first bone-jarring sexual release. She had warm 
intimate feelings just then and she hoped tonight would 
be just the beginning of a close and intimate 
relationship and she felt pretty good about spending 
the whole school year with Karen... and in this bed.

Diane moved back beside her red-headed young roommate 
and lay back, sharing her pillow. And she slid her left 
arm across Karen's chest and rested her hand on Karen's 
breast. Karen, still pretty mellow in the afterglow of 
her first orgasm, moaned softly at the softness of 
Diane's hand on her young breast, no longer ashamed at 
its size. After all, if Diane liked her breasts, they 
must be alright, even though they were so much smaller 
than hers. 

It did seem strange being naked and cuddled next to 
another girl, even if she did like Diane a great deal. 
But the touch made her feel warm all over. The 
closeness and comfort she felt as her roommate rested 
her cheek on Karen's skin, was fostering a powerful 
feeling of love in young Karen. She didn't call it 
that, could not call it that at this point, but she was 
beginning to feel it strongly. 

Diane, as yet unsatisfied, began caressing her own 
pussy once again. She remained very aroused as she had 
pleasured her friend and being close to her kept her 
excited. Diane rubbed her pussy very slowly and 
deliberately and Karen watched as she rested her face 
on Diane's chest. Finally Karen drew her own hand over 
to Diane and replaced her hand with her own. Karen had 
never touched her own pussy sexually before and 
certainly not someone else's. She stroked it gently, 
feeling naughty with the wetness. She turned her finger 
downward into Diane's treasure hole and rubbed it 
gently so as to return the pleasure that Diane had 
given her just a few minutes before. Diane very lightly 
put her fingers on Karen's hand, touching Karen as she 
stroked--feeling the other hand as it worked into 
Diane's pussy.

Karen was getting used to the feeling of her friend and 
also the idea that someone else's pussy isn't so bad. 
She learned at the very beginning that sex is an 
expression of giving and taking and she was giving back 
what she had enjoyed so fully. Karen decided she wanted 
to explore her roommate more fully but she felt 
somewhat self conscious for the girls were lying naked 
in each other's arms on top of the covers in a room 
with an unlockable door. She didn't want to be 
interrupted by strangers for what she was thinking 
about doing. So she stopped.

"Lets get under the covers, Diane."

Diane agreed by silently getting up off the bed. Her 
nervous excitement was obvious as the aroma of heated 
sex wafted across Karen's nose. Karen also climbed out 
of bed and bent over to pull the thick comforter down 
and as she did, Diane grazed a hand over Karen's back, 
down over her hips and across her small, bare buns. 
Karen moved the covers down but paused before getting 
back into the bed. Karen enjoyed the feelings of her 
roommate's fingertips on skin no one ever touched.

"That feels nice," the red haired girl whispered. Diane 
opened her palm and caressed Karen's fanny, enjoying 
the baby soft skin as it folded to the center. And she 
leaned down and kissed one of Karen's cheeks, something 
even Diane had never done before to another girl. Diane 
thought for a moment that there was nothing about Karen 
she didn't like and that the two of them might well 
learn to experiment a great deal with each other as 
time went on this year at school. The girls crawled 
into bed and Diane resumed her position on her back.

Karen lowered herself and instead of lying beside her 
young first-time lover, she pushed her upwards so there 
was more room at the foot of the single bed under the 
blanket. Diane complied by sliding upwards, leaning her 
shoulders against the headboard. She could not see 
Karen who had sprawled across the bottom and put her 
head and chest between the legs Diane spread as she 
realized what Karen was up to.

Diane was a little surprised for she figured that Karen 
was getting pretty deep for this first time. But Karen 
was hungry for the touch of her roommate and she had 
basically curled up between Diane's thighs and rested 
her head on one of them and resumed her position at 
Diane's pussy. It had taken Diane weeks with her first 
lover to do anything besides finger-play and here Karen 
was taking initiatives that were very surprising. But 
the fact is, for all the discipline ingrained into her 
by her military father, Karen craved touch -- the 
closeness she had missed since her mother died. 

She had always held her when she was young and she 
realized with Diane tonight that that is what she had 
desperately missed. If sex with her trusted friend 
would give it to her, Karen was willing to do whatever 
to restore her well-being. In only moments, Karen had 
nuzzled her face into Diane's pussy. It was as if she 
was putting as much of her body against Diane as she 
could. Karen wrapped her legs around one of Diane's, 
keeping skin up against her own pussy.

And her cheek was against Diane's pelvis and her arms 
too were touching as much of the older girl's skin as 
their positions would allow. As Karen's fingers spread 
Diane's pussy she inhaled the strong and pungent aroma. 
Diane was very turned on. She rubbed her face all over 
Diane's pussy and then stuck her tongue into its depths 
as far as it would go.

Diane focused on the warmth that Karen's mouth and 
tongue were giving to her pussy. She knew that it 
wouldn't be long before she came and she wondered what 
this young girl was thinking. She now seemed quite at 
ease with their lesbian behavior, as if she had been 
doing it for years. But Karen was hungry for this and 
she decided to just let whatever happens, happen. Karen 
found Diane's pussy salty and strong tasting, but this 
too seemed to excite her more. She knew that this was 
all part of her "deflowering" tonight, even if it was 
with another girl. Diane tried to remain calm until the 
end, but it was hopeless. The flood was coming. She 
would be denied. 

Karen too was focused. She had been under the covers in 
total darkness. Her arms were spread over Diane's 
smooth thighs and was content to suck and finger-fuck 
Diane's adolescent pussy forever. She had given herself 
completely to it--kissing and licking and worshipping. 
Her girl tongue was all over it and when Diane's pussy 
started giving up more of her lesbian juices, Karen was 
thrilled and the taste made her mouth water even more. 

When Diane lost control and exploded into ecstasy, the 
younger girl felt the throbbing spasms not knowing 
really what was happening for Karen had only just 
experienced her own first orgasm moments ago. Diane was 
nearly crushing Karen's head with the grip of her 
thighs, but Karen didn't mind. And still, she kept her 
mouth on Diane's pussy until the spasms slowed. But 
Karen did not want this closeness to end. She raised 
her head from Diane's pelvis and rubbed her hands all 
over her thighs, drawing as much as she could from the 
touching. Diane had not looked at sex in such an 
intimate way before. 

It had always been focused more on getting off. She had 
wanted to give pleasure to Karen, but mostly so that it 
would give her a feeling of power over Karen, in 
getting her to have sex with another girl. This was a 
little different feeling. Diane reached down and simply 
held her hands on Karen's hair, stroking it, feeling 
the sensation of Karen's head against her girlhood. 
They were in no hurry.

Diane pulled Karen up from between her legs and now the 
girls were in each others arms, naked and cuddling 
under the blanket. There was no way Diane would 
consider going back to her own bed tonight. And Karen 
certainly didn't want her to. The girls said nothing. 
They focused on the warmth of sharing and warmth of 
each other's bodies at this moment. The ninth graders 
had shared a new experience together at this school... 
and they had begun to form a bond deeper than 
adolescent sex. For there was a great deal that drew 
these lonely girls together. And both of them drifted 
off to sleep, feeling less alone than they had since 
they came to school.

 
-=PART 3=-
 
Morning came very soon for the girls had spent until 
well past midnight making first love with each other. 
When the wake up buzzer went off, the pair were 
startled. Karen was the first to move. The girls were 
sprawled and disorganized as they awoke under the 
covers. And a little crowded and stiff from not moving 
much. Karen was in no hurry to get out of bed. Diane 
was on her back, slightly twisted, with her right knee 
against her left thigh, and Karen's arm was across her 
waist. 

She remembered the touching the girls had shared in 
darkness the night before and for a few moments, Karen 
just rubbed her fingers in the valley of Diane's smooth 
breast, down the round and firm belly, and into the 
moist hollow of her thighs. Diane became aware as she 
rose to consciousness that her new lover was caressing 
her pubes. She too, was in no hurry to move for Karen's 
fingers were making Diane excited all over again. And 
she knew they had no time for more sex play.

"You're making me hot again, Kay," Diane whispered. The 
15-year-old rolled over and faced her red-haired 
roommate. Karen looked at Diane's warm grin under her 
tousled long brown hair and Karen thought she could 
stay in her bed with this girl all day but she knew 
they had to get moving. Diane pulled the covers down... 
she wanted to look at Karen's body. 

Up until last night, she could only steal looks in the 
shower or when they were dressing but now when Diane 
looked at Karen's pussy--with slightly more hair than 
she was accustomed to seeing--she reached down and 
touched her with her fingers... and caressed her. As 
Karen responded by lifting her leg, Diane's fingers 
found their way to Karen's young slit. Gently, she 
rubbed it. At still 13, Karen had only a tinge of red 
pubic hair above her pussy. 

She had little hair at all on her body, except for 
another small tuft under her arms and light reddish 
blonde hairs on her arms. Diane thought Karen was 
physically immature, since she hardly had breasts at 
all. But she did have that very strong orgasm on 
Diane's mouth and fingers the night before. As Diane 
caressed Karen's semi-hot pussy, she smiled, realizing 
she had tasted Karen's very first come.

"We're gonna be late, Diane," Karen whispered, 
disappointed that they couldn't lie together all day 
repeating their lovemaking.

"I know," Diane answered, and as she did, she leaned 
over and kissed Karen's pussy. "We'll just get back to 
that later." With that, Diane climbed over Karen and 
stood over her for a moment, showing her her spread 
pussy. This was the first time Karen had seen her 
roommate's hot pussy in the light of day. It looked so 
much prettier than Karen's own and she could barely 
make out the tiny hood covering that sweet clit. She 
studied the mound of hair above her pussy, contrasting 
to a hairless belly and developing, nubile young 
breasts. Karen thought Diane had a beautiful body and 
she wanted to touch it more, but it was getting late.

The girls could hear the sounds of the dormies outside 
in the hallway... the usual morning noises of radios 
and chatter and the distant sound of the showers. At 
least it was Friday and the girls had free time on 
Saturday.

"Tomorrow, we can sleep in, Diane," Karen grinned.

"It's a good thing... if I get too much of THAT," Diane 
mused as she looked at Karen, still naked on the bed, 
"we'll both flunk out of school."

The girls hurried, skipping the shower this morning for 
they were running late. They dressed, made the morning 
trip to the bathroom, and headed for breakfast. Both 
girls were tired for lack of sleep but as they walked 
into the cafeteria, got their trays and sat down, both 
thought about the night before. And their secret.

As Diane started wolfing down her breakfast, Karen just 
toyed with her.

"God, I wonder if it shows?" Karen wondered out loud.

"What?" Diane said, her mouth full of food.

"You know."

Diane grinned. "I don't think so. If half the girls in 
the dorm aren’t doing it, they don't know what they're 
missing."

Karen was a little embarrassed because Diane was louder 
than she thought was prudent. "Shhh!" Karen grinned. 
The girls ate up and headed for class.

Diane was usually distracted with sexual thoughts 
throughout the day... and mostly she thought that she 
was happy she'd found someone to have sex with... and 
she was glad it was her roommate so they wouldn't have 
to sneak around and make arrangements. And also someone 
she found fairly attractive.

Karen had more discipline and she worked at 
concentrating on the class-work and taking notes. When 
the lecture got boring, her mind wandered some... not 
always preoccupied like Diane's ... but there were 
moments when she daydreamed back to the night before. 
And as she glanced over at Diane, who usually sat very 
close by in classes, she thought about how beautiful 
Diane was. Sometimes she stole a look towards Diane's 
skirt to reinforce the memories. "I sucked the pussy 
under there" Karen thought.

Diane, on the other hand, looked at lots of girls that 
way only she was more careful about it. She would 
imagine what it would be like to touch them--and even 
be naked with some of them. The dormies, she'd seen 
before in the shower. The rest, she only could think 
about. Sometimes, she'd think about what it would be 
like to have this girl's or that girl's mouth on her 
pussy.

This day dragged slowly because it was Friday. Karen 
was glad there was no Mass today... for while she loved 
what she experienced last night, she had some guilt 
feelings when she thought about going to church. She 
thought about her mouth, after having sucked on Diane, 
to be taking Communion. She wasn't sure how to handle 
that so she put it out of her mind. With Diane around, 
she was more easily distracted with the prospect of 
another night of naked touching and her pussy was 
hotter throughout the day than it had ever been before. 
For Karen was sexually awakening and she had left her 
childhood forever behind.

Friday night in the dorm was different than other 
nights. Some of the girls were gone but others moved 
from room to room, noisily having fun. Karen and Diane 
knew they would not have quite enough privacy to be 
alone so they, too, left St Ignatius for the town's 
small but adequate shopping center. They did a movie 
and walked around until the mall closed and they headed 
back for the dorm. It was a long walk but the evening 
was warm enough. And it gave them a chance to talk. For 
half the trip, they talked about the movie, their 
classmates--everything but what was on their minds the 
most since last night.

Diane broke the ice. "Ya wanna stay up again tonight?"

"If you want to."

"Yes, I do." Diane was trying to be nonchalant about 
it. But she really wanted to be honest. "Kay... I've 
wanted to do it ever since the year started."

"You do it to yourself every night?" Karen asked.

"Just about," Diane said. "I used to do what we did 
with another girl back home in Baltimore. "You really 
never touched yourself before?"

Karen laughed. "Nope. Not really. My mom always told me 
not to play with myself."

Diane knew Karen was very sensitive about her mom who 
had only died last year. She left that one alone.

"Well it's funny." Diane went on, as they walked. "Her 
name was Dena. I did you your first time last night... 
you came the first time. And it was incredible for you, 
too, wasn't it?"

The girls giggled. Diane went on. "Dena did the same 
thing to me. I had a feeling you hadn't because you 
never talk about it... and I always stay awake longer 
than you do."

"Guess that explains why I have to get you up every 
morning."

"Well, I used to think about Dena when I played with 
myself but lately I've been thinking about you. I can't 
believe we finally did it."

"Well I can't either... cuz I always thought it... 
well, are we lesbians?"

"Well, I used to think of it that way. Dena likes boys 
too, but well... boys don't do much." Diane went on, "I 
figure I'll date boys. I like em and I think about em 
but, well, girls like sex more. Anyway Dena sure did."

Karen was taking it all in. "So what did you girls do?"

"Well, I didn't suck her pussy for a long time... she 
would touch my tits, and suck and lick my pussy... 
like, she licked mine ALL the time. We probably did it 
once a week or every couple weeks, anyway."

"Why didn't you kiss her... down there?"

"I dunno. I thought it was nasty, I guess. I always 
finger-fucked her after she sucked me. Finally, I did 
it to her and we did it all the time after that. She 
wanted to stick things in my pussy too but I was too 
afraid and besides, I figured it'd hurt."

"You mean fuck your pussy?"

"Yeah." Diane continued. "She always brought over these 
dildos when she came over. She said that'd make it go 
in real easy but I still didn't want her to."

Both girls' panties were moistening in the darkness as 
they walked. When Diane mentioned dildo-fucking, 
Karen's pussy contracted only slightly as her body 
considered the idea of something other than fingers and 
tongues going in her orifices. Karen was learning... 
she said nothing and so Diane just went on.

"I tell ya, tho, she had one dildo, that was battery-
powered, that felt so good I almost thought about going 
after a real dick. But then when I thought about what 
comes with the real dick, I decided to stick with the 
dildo." Diane broke out into a harsh laugh, but Karen 
only smiled. Diane must have had some real bad 
experiences with guys, Karen thought to herself.

"Anyway, that dildo really felt good. It feels good 
when you're by yourself too, because it feels like it 
might have a life of its own. And Dena always knew how 
to use it just right on me and herself. Once in the 
beginning, she put it on my pussy and kinda slid it 
back and forth. I told her I wouldn’t let her stick it 
inside but it did feel good on the outside. We oughta 
try that... well if you want."

"Maybe." Karen's interest was more than "maybe" piqued. 
She loved it when Diane had just her fingers in her 
pussy last night.

The topic turned to other things as the girls walked up 
the hill to the campus and then into Roberts Hall. It 
was close to curfew and the place was pretty noisy. The 
girls wandered the halls, sat in on a few conversations 
with the upper classmen who were always talking about 
boys or marriage or money and making fun of the 
teachers. There was a little beer party going on in one 
room, some girls watching a VCR movie in another, and 
some general wrestling around which was eventually 
stopped by Rachael, the dorm's prefect. 

After the girls returned to their room, they puttered 
around. Rachael's bed-checks on the weekends were more 
casual. She didn't check to see they were actually in 
bed but instead just to see that they were IN. She came 
in and sat on Karen's bed and talked with them for a 
few minutes. They told her about the movie they'd seen 
and the three joked around before Rachael went on down 
the hall on her rounds.

Diane kinda liked Rachael. She even glanced at the 
prefect's chest hidden under her blouse and the thought 
crossed her mind that it would be interesting to get 
naked with an older girl some time. She didn't notice 
Rachael doing the same but Rachael had a thing for 
young girls, and Rachael had had more than a couple in 
her room this term but the ninth graders didn't know 
that. For now, they were into experimenting with each 
other.

It was after eleven by now and the dorm was settling 
down and most of the girls had retired to their rooms. 
Diane and Karen were a little bit tired for they'd 
stayed up so late the night before.

"Lets go shower, okay?" Diane was in a hurry to get 
things underway and Karen was anxious as well, 
remembering the nice time they'd had. The girls 
stripped to their panties, Diane grabbed her towel and 
headed for the bathroom. Karen dallied for a moment, 
thinking she didn't want to go down there just now for 
she didn't want to call attention. Finally, she too 
headed down the hall but Diane was still in the shower, 
enjoying the warm water. 

As Karen walked nude into the shower room, she saw 
Diane and there was another girl who was also getting 
undressed so Karen chose a shower head not too close to 
Diane's. Hers was a quick one for Karen quickly soaped 
herself, rinsed and left.

When the girls were back in their rooms, they shut the 
door and put away their towels. Diane paraded around 
some and Karen noticed that Diane's nipples were 
already hard with some anticipation. Her bed was 
closest to the light and she turned it off and climbed 
into bed.

"C'mon over here tonight, ya want to?" Diane asked 
quietly.

Karen slipped into Diane's bed as the older girl held 
up the covers. They lay beside each other and while 
Diane lay on her back, Karen slid next to her, waiting 
for Diane to start the first move.

"You can rub my back, if you want," Diane ventured. And 
she turned over on her belly, resting her arms under 
her chin. Karen told her to slide over for Karen was 
right handed, and she climbed over Diane, grazing her 
body with her small, but pointed tits until she got to 
the other side. And with that, Karen pressed up against 
Diane's side and started caressing Diane's smooth 
shoulders from her back to the outside edges of her 
tits that were mashed beneath her. 

Karen inched downward and rubbed across Diane's ass-
cheeks, still covered by her cotton panties. Diane 
spread her legs somewhat and Karen took the cue and 
grazed her fingers down between the 15-year-old's legs. 
She fondled Diane's thighs and slipped her fingers 
inside the elastic of one leg hole, grazing the skin 
near her pussy.

"Let's get naked," Karen said. She wanted more. Diane 
felt like being pampered.

"You do it." Diane whispered. Karen started to pull on 
Diane's panties and the older girl arched up so Karen 
could slip them down to Diane's knees. Diane kicked 
them off and turned onto her back. The red-haired girl 
then slipped her own off and pressed her steamy pussy 
against Diane's leg while she resumed fondling Diane's 
crevice. Karen loved to just touch the girl. She slid 
lower under the covers so her head was even with 
Diane's hips. Then she could more easily stroke Diane, 
playing with her pussy lips and running her hand down 
Diane's thighs. 

The older girl's legs were marvels of feminine beauty, 
and Karen was fascinated with their softness, 
contrasting to Karen's own small and almost boyish 
limbs. Karen finally climbed over and rested her cheek 
on the soft belly of her lover. She felt very comforted 
and Diane's softness served as an erotic pillow. Karen 
continued stroking Diane's thighs and pubis just below 
her chin. And once, she turned her head and caressed 
Diane's soft pussy lips with her tongue.

"Dena liked to do that," Diane said. What Diane didn't 
say was that Dena liked to lick her ass, too. More than 
once, the older girl remembered her 17 year old friend 
and how she liked to spread her cheeks and lick even 
her asshole. For Dena had a thing for Diane's ass and 
had tried her best to get Diane to do that to her. 
Karen had not thought much about such things; she was 
satisfied with the intimate touching. 

Tonight, Diane wanted to get the show on the road so 
she turned over and Karen found herself with Diane's 
very hot pussy staring in her face. And she began to 
touch it with her fingers, very gently stroking it and 
reaching downward past her pussy hole nearly to her 
nether bud. Karen liked being under the covers, seeing 
nothing--just feeling the warmth of her roommate's 
private regions.

"Lick it, Karen." Diane's request was almost an order 
and Karen obeyed. Her tongue reached out and licked all 
along this hot girl's pussy. Diane began breathing 
heavily in anticipation and when Karen's tongue found 
its way between the lips of Diane's pussy, she tasted 
the slippery juice and then stuck her tongue in as far 
as it would go. She nursed all along the edge of the 
opening to Diane's womanhood and began sucking. 

When she paused for a moment, Diane slid upwards in the 
bed and raised her leg around Karen so once again the 
younger girl was between Diane's legs. She drew her 
thighs up and Karen got into a crouched position so she 
could feel Diane's hips and thighs. Karen continued 
sucking and then kissing and even snuggling her nose 
and mouth in Diane's wetness. She loved the soft 
slippery warmth of the girl's private places against 
her lips. 

When Karen had fully explored Diane, she went back to 
sucking the older girl in earnest and Diane 
concentrated on the wet warmth of Karen's mouth. In 
only a few seconds, Diane began a deep orgasm that 
reached from her breasts to her toes and caused her to 
utter the most guttural of sounds. Tonight, her girl 
essence trembled a half dozen times, sending her girl 
juices deep into Karen's mouth. Diane's pussy pulsed 
rhythmically on Karen's open lips and Karen's mouth was 
filled with her sweet juice.

Diane strained with her volcanic climax for she had 
been thinking about this all day and it was as if her 
body was releasing as much sex energy as it could to 
the younger girl at this moment. Diane felt the spasms 
tingle all over her; it was a great climax. When Karen 
had sucked and licked all that there was, she got up 
and lay beside Diane. For Karen too wanted to reach a 
climax like the first one of her life last night.

"That was good, Kay." Diane whispered, still 
breathless.

Karen wondered if Diane was going to even move so she 
decided she'd better say something.

"Do me too, Diane." Diane waited a moment to catch her 
breath and enjoy the relaxed feeling of after-glow from 
such a good cum. But she did like giving as much as 
receiving so she moved to where Karen had been, at the 
bottom of the bed. Diane crouched down between Karen's 
legs which Karen had also raised, her knees high. Diane 
cast off the covers and she could see Karen's hot pussy 
in the glow from the window. But Diane tried something 
a little different. She lifted Karen's legs and put 
them on her shoulders. 

Karen slid her legs down Diane's back, the calves of 
her legs feeling Diane's skin. Diane practically dived 
to the center of Karen's awakening sex and she licked 
the outside of Karen's smaller, but hot pussy. And 
Diane lifted the lighter girl's hips off the bed and 
licked the skin below her pussy, just an inch from the 
girl's asshole. The sensation tickled but the wet 
tongue felt strange and erotic. Diane didn't linger 
there, but long enough that Karen wished she'd 
continued down for her ass was spread open and exposed 
and she realized for the first time that she really 
wanted some attention paid to it.

But Diane began sucking Karen's pussy again and the 
younger girl who was new at this, wasted no time 
building to a climax. It only took seconds and Karen's 
pussy exploded for the second time in her life. Karen 
knew enough about it, this time, so that instead of 
wondering what her body was doing, she had a chance to 
feel the climax and concentrate on it. 

Karen felt more than the localized sensation... she 
noticed the tingle that moved up her body. And with her 
legs up and her pussy exposed, she felt her young pussy 
flex as she spurted her girl-juice into Diane's mouth. 
She noticed that the climax was not just localized to 
her pussy, though that too gave her sensations. She 
decided that cumming just made her whole pelvis explode 
with a rushing feeling.

Karen had never been so preoccupied with anything like 
she was with her love for this new discovery of how 
good her body could feel and how warm it felt to be 
touching another, even a girl. Well, almost especially 
with a girl. For Karen felt comforted by Diane's mature 
power; she was so much wiser, and more developed. The 
girls fondled each other for a time and Karen felt very 
secure, running her fingers over Diane's arms, 
shoulders and then her breasts and down into her pussy 
again.

The girls had said very little for they had been 
totally preoccupied with their sensations. For Diane, 
it was more of a sexual experience but in another way, 
Diane felt protective of Karen because she sensed that 
Karen was becoming dependent. Diane kind of liked that. 
It occurred to her, as she held Karen in her arms so 
close, that Karen sort of belonged to her.

Karen was feeling many things. She had experienced so 
many new feelings. She'd submitted to Diane. She 
worshipped Diane. She loved Diane. These were complex 
emotions for one so young. Karen decided she just 
belonged to Diane.
 

-=PART 4=-

The girls slept naked in each other's arms in Diane's 
bed. It was after nine on Saturday morning when Karen 
awoke to the sounds of noisy dormies in the hallway. 
Diane was turned towards her and their thighs were 
intertwined and it was warm under the covers against 
each other. Karen didn't want to get up because the 
outside air was chilly and Diane's warmth kept her 
cozy. 

Karen thought that they would be caught and embarrassed 
at the school if someone came into their unlocked room 
but she knew that except for Rachael, no one ever did, 
and Rachael had made the bed-check before the girls 
went to bed together. Karen chose comfort over caution 
and she put her hand on Diane's hip. 

Her lover's nakedness gave Karen an even closer feeling 
of oneness with Diane and she couldn’t help but run her 
hand gently over Diane's skin. The intimacy of the 
moment enveloped the 13-year-old and she remembered the 
sense of belonging she felt for her 15-year-old lover.

Karen thought that her father would be shipping out on 
his nuclear submarine soon and since her mother died, 
she was alone in the world... except for Diane who was 
now her lover. Karen didn't understand the loneliness 
she'd felt since coming to St Ignatius. She only knew 
that despite her scholastic success, she was missing 
something very important. 

She always figured it was just her mother or her home 
in Norfolk. But her dad had broken up the house, put 
everything in storage, and sent Karen to boarding 
school. Karen really no longer had a place to belong. 
The other girls had homes--at least somewhere. Even 
though Karen's dad called every few days, that wasn't 
enough. For her dad considered home whatever Navy 
billet he was staying in and shortly HIS home would be 
underwater on the boat for three months. Karen thought 
that her own home was --at least for now--this room. 
And with this girl.

The intimacy the teenagers had shared now for two 
nights bonded Karen to Diane. It was a relationship not 
fully defined. If Diane was like her sister, well, 
Karen had never had a sister. But she didn't think a 
sister would feel quite like this. Maybe so. 

Karen ran her fingers over Diane's heaving breasts 
which somehow seemed alert while Diane was deep in 
sleep. She lowered her touch to the center of the 
girl's warmth and fingered Diane's soft pussy which was 
velvety and still slightly moist from their lovemaking. 
Even now, Karen could feel a tenderness in her pussy 
which reminded her of what she and Diane had done last 
night. Karen's own pussy grew damp as she thought about 
it. She looked up to Diane's face. Her long brown hair 
was mussed. Diane had stirred a little as Karen 
fingered her pussy but her eyes were still closed and 
Karen studied her face. The younger girl was wide awake 
with her thoughts of her lover. 

Seeing Diane sleeping and feeling her naked under the 
covers of her bed made Karen smile. She gazed at 
Diane's eyelids and nose and mouth. Diane had kissed 
and sucked Karen's girlish tits and her immature pussy 
as Karen had done to Diane. With all of that intimacy, 
Karen felt she wanted to be more intimate with the rest 
of her. She'd never even really looked at Diane's face 
all that closely. She wanted to memorize it in every 
detail almost as if it would help her know Diane 
better. Karen studied it -- the shape of her nose, even 
the tiny pimples Karen noticed in the morning daylight. 
Karen studied how Diane's mouth turned up at the 
corners and how full and soft her lips looked. Karen 
had the urge to kiss those lips but Diane was asleep 
and to move her would awaken her. 

Karen thought that she would do whatever Diane wanted 
and let Diane have her any way she liked so long as it 
meant the girls would be close. With that thought, 
Karen continued exploring Diane's body, touching her 
thigh which was crossed over the top of Karen's. The 
red-haired girl felt Diane's ass, the softness of her 
ass-cheeks, bare to Karen's fingers. Karen explored 
further, feeling Diane's ribs and the developing flesh 
of her breasts. Karen even fingered her nipples and 
smiled as she watched them erect in her sleep.

Diane slowly came to consciousness during this fondling 
and she took a deep breath and began to feel Karen's 
fingers touching her all over. She too felt the warmth 
of Karen's body under the covers. As Karen fondled her 
tits, Diane felt her nipples begin to swell, for the 
touch of her young roommate was awakening her teenage 
lust. Diane rolled onto her back, giving Karen access 
to her growing breasts and Karen reached for them, 
squeezing the nipples and molding their shape to her 
tender hands. Diane stretched, reaching her arms over 
her head and around Karen's back. She smiled and opened 
her eyes and watched Karen studying her and touching 
her. Their eyes met and they both smiled at each other, 
and hugged, quickly but intimately.

Diane settled back under the covers and the girls 
looked at each other very close and face to face. "That 
was really something, last night, Kay."

Karen smiled again, somewhat self consciously, and said 
nothing.

"Shall we do it again... right now?" Diane teased.

Karen smiled more broadly and made a slight affirmative 
nod but she knew Diane was only teasing.

"Did'ja like it?" Diane whispered.

The red-headed younger girl nodded, never taking her 
eyes off of Diane. "Yeah," she whispered. "It was kinda 
scary for a little while but after that, it was... 
like... GREAT!"

"We gotta get up." Diane said.

"I know it." Karen answered.

They smiled at each other again. Diane's turn.

"Bummer if we get caught."

"I know it." Karen answered.

Another shared smile.

"My pussy's hot."

"I know it... mine too."

"I know it... I know it." Diane laughed. Neither had 
moved a muscle.

Karen, always more disciplined, got out of bed. Warm 
feet hit cold tile. Hot pussy, ready for sex, was the 
center of Karen's nearly hairless, freckled body. Diane 
studied it for a moment. She thought about leaning down 
and fingering it but Karen quickly turned around and 
reached for her panties on the floor. As Karen 
stretched one leg to the floor and leaned over to pick 
them up, Diane then looked at Karen's exposed pink slit 
and thought a moment about having licked and kissed it 
just a few hours ago. Her pussy flexed instinctively 
and Diane stroked herself under the covers.

"I can't believe I'm horny again." Diane said, feeling 
herself.

"Well," Karen answered as she lifted her legs and 
pulled her panties on while glancing at her alarm. 
"It's nine-thirty-two and you'll just have to put up 
with it."

"Till later?" Diane mocked.

"Yeah." Karen grinned as she fished around her top 
drawer for a blouse.

"You can have me... but not all day and all night."

Diane crawled out of bed. She looked around for her 
undies but she couldn't find them. Karen had pulled a 
T-shirt over her head and now it was her turn to watch 
her roommate. Karen's body was reddish and freckled, 
and her young breasts were firm. Diane's skin was more 
tan and Karen studied the white ass that had been 
covered by summer swimsuits. The 15-year-old found her 
panties under the covers at the foot of the bed and as 
she turned to put them on, Karen briefly saw that 
Diane's pussy looked wet. But they had to get up. Both 
girls put on their jeans, dragged brushes through their 
hair, and started their Saturday.

***

Neither knew what Rachael knew. After two in the 
morning, Rachael had made a second bed-check. She 
always did it on weekends when the dormies were tempted 
to sneak out. When Rachael had gotten to Diane and 
Karen's room, she had spotted Karen's empty bed. And 
she had seen the much larger mound of two girls in 
Diane's. Rachael smiled to herself. This was not the 
first time she'd seen this, even at St Ignatius. And 
she'd done similar things when SHE went to girls' 
school several years before.

The prefect crept over to the sleeping ninth graders 
and very quietly lifted the blanket. It was dark but 
the window light revealed Karen's girlish fanny naked 
and Karen was lying on top of Diane. Rachael saw 
Karen's hand on Diane's matted pussy between her legs. 
She gazed at the sight for a short while, wondering 
what sexual experiences the girls had enjoyed with each 
other. But Rachael did not disturb them; instead, she 
lowered the covers and quietly left, closing the door 
as gently as she could. 

She knew of two other sets of roommates who sometimes 
slept together, one of the foreign couples and two 
girls whom she knew from last year. In fact, she had 
entertained the two American girls on several occasions 
this year after discovering their secret almost a year 
before. Rachael loved girls and in the case of Mary and 
Roseanne, she'd taught them the finer points of girl 
lovemaking--just as she had been taught more than ten 
years before in a school not all that much different 
than St Ignatius.

Rachael had been first seduced at age eleven by an 
upperclassman. It was not a one time affair by any 
means for girl-sex at her old school was widespread. 
She had had lovers. And she'd sucked even more pussies 
than a few. And when she was an upperclassman, she did 
the same thing. But her taste was for the younger 
girls, even those who had not yet reached maturity. 
That Rachael would become a dormitory counselor is not 
surprising for she never wanted her girls' school 
experience to end. By taking this job at St Ignatius, 
it didn't. 

Last year, she had found Marie and Roseanne engaged in 
pussy play on a Sunday morning when they had skipped 
Mass. The frightened girls had little choice but to let 
her join them and she did that very morning by playing 
with them both under the covers. Later, she'd invited 
each of them and then also both of them to her room 
where she taught them the joys of girl-fucking. 

While they would be sucking each other, she would 
finger both of their pussy slits, around the other's 
tongue and then soon one of them would raise up and 
suck her at the same time. This year, she made sure the 
returning students roomed together for she made the 
assignments even before they arrived. And this year, 
she had threesomed with them once or twice and had 
Roseanne in on even more occasions.

The ninth graders, Karen and Diane, continued their 
school days pretty much as they had except on most 
nights, they would hop into the same bed and begin 
their nightly sex play, each sucking and getting sucked 
or finger-fucking each other until they were exhausted 
with sexual release. Karen had even managed to get 
herself off a couple times but she liked it much better 
when her lover was there to share. It had occurred to 
Karen that she was more familiar with Diane's pussy 
than her own but she didn't mind that.

Rachael didn't let on that she had found another set of 
girls who had discovered each other's bodies. But she 
tended to watch Diane and Karen more carefully than she 
had before. Now, she noticed when the two ninth graders 
joked and whispered to each other; she could see that 
the two girls were very close. She noticed especially 
when Karen would not hesitate to touch Diane more than 
most girls (except the Asian girls, who seemed to 
always be touching each other) feel comfortable 
touching. 

She noticed when they would shower at night, first one 
and then the other shortly afterward. And she tended to 
stop at their room and chat at bed-check time a little 
longer. Once, she stayed for ten minutes just to watch 
and see if they were getting anxious for her to leave 
but they didn't. For by midweek, they were getting more 
used to their sexual routine. But she did get much more 
acquainted with them and she found herself stealing 
more and more looks at them. On Thursday night, she 
found Diane lying on her bed reading a textbook in her 
bra and panties.

Diane had wondered about Rachael. Diane had lusted 
after Rachael at least on a few occasions for she 
wondered what it would be like to be with someone 
older. Diane thought the best way to find out was to 
show her some skin and see if Rachael would look at 
her. The teenager had set an exhibitionist's trap.

When Rachael entered the room and had seen Diane's bare 
legs, and partially clad breasts, she knew she would be 
staying for awhile. Rachael sat down on Diane's bed. 
Karen was still at the desk working on a written 
report. Rachael engaged Diane in conversation and she 
sat close enough so that when she leaned back, her hips 
were against Diane's leg. They talked while Karen tried 
concentrating on her work. Rachael glanced down several 
times at Diane's panties and once when Rachael laughed, 
she purposely put her hand on Diane's inner thigh, if 
only momentarily.

Diane realized that Rachael's suggestive squeeze was 
neither accidental nor unintentional. She glanced down 
at herself and realized that her nipples were beginning 
to poke out her flimsy bra. Diane watched the prefect 
very closely for signs of interest. That the young 
woman had touched Diane, made her feel more conscious 
about being nearly naked. She felt her pussy start to 
grow damp at the excitement of seeing Rachael look at 
her, and was afraid that her panties would soon be 
showing a tell-tale wet spot. 

She wasn't sure what to do; she'd already put her book 
down and it would seem pretty obvious if she picked it 
up and put it over her pussy to cover up her wetness. 
And Rachael sitting on the bed blocked Diane from 
getting up or even turning over. Diane's panties began 
to get wet, and it was showing.

Rachael continued to talk to her about insignificant 
things. She saw Diane's chest rise and fall under her 
thin bra, with more intense breathing and she was 
getting excited about it as she looked at Diane's 
nipples poking through and thought about tasting them. 
And her eyes cast downward. Diane's panties were 
showing a growing wetness, and Rachel began to 
fantasize about touching that spot, and making it 
wetter. There was no doubt that Diane was extremely 
excited and Rachael realized that the more she looked 
at the teenager, the more turned on Diane would become.

"VERY interesting. Is it warm in here?" Rachael said as 
she looked at Diane's crotch and then into Diane's 
eyes. Diane bit her lip and smiled. Rachael glanced 
back down to Diane's panties.

"Yes, but I think it's you that's making it hot... I 
mean warm, Rachael."

"Well that's only because I think I see something that 
is causing the heat."

"Do you want to do something about it?"

"Very much."

"You CAN."

Karen turned around and looked at them. She saw Rachael 
very close to her roommate and she didn’t really know 
what to think about it except she had the thought that 
she knew Diane was going to fool around with Rachael 
and Karen didn't want to share. Karen turned back 
around to her books.

Diane opened the invitation further. She reached down 
and rubbed her pussy under her panties and Rachael's 
eyes followed her hand.

"Go ahead." Diane whispered.

Rachael knew from the night she'd seen the girls 
sleeping together that there would be no one shocked 
here. The prefect put her left hand on Diane's cotton 
panties. She squeezed the girl's mound with her hand, 
and Diane's pussy tensed with excitement for Rachael 
had squeezed too hard. Rachael started breathing harder 
with excitement too and she glanced up at Karen.

"She wont mind." Diane said, and a little louder, 
"Kay!"

Karen turned around and saw Rachael's hand in what had 
belonged to her lately.

"Kay... I think Rachael wants to play for awhile... ya 
wanna come over?"

"No."

"C'mon... we may BOTH learn something. Karen!"

Rachael hoped to make it easier. "I know you girls are 
lovers... you're not the ONLY dormies."

Karen got up from her desk and stood over by the bed. 
She watched as Rachael slipped her hand under Diane's 
bra and took Diane's tits into her grip.

"You have nice breasts, Diane." Rachael looked at 
Karen. "You're lucky to be rooming with these." The 
young counselor looked at Diane's nipples which were 
indeed long and erect. She continued to finger the 
nipples and eventually ran her fingers to the waistband 
of Diane's panties. Rachael's index finger slipped into 
the dampness of Diane's pussy and she felt the juices 
of girl-cum forming in the void. She spread the wetness 
up and down the crack of Diane's pussy and then flicked 
her clit hard. It caused Diane's pussy to flex and a 
red flush spread through her loins.

Karen was a little embarrassed for she looked on 
Rachael as an adult. But Diane looked on Rachael as 
just another girl because Diane had had some experience 
with an older girl, even if she was only 17.

"I would really like us both to get naked, Rachael... 
you would like that, wouldn't you?" Diane decided to 
commit the prefect before anybody said any more.

Rachael, confident she had the situation under control, 
leaned back and slowly peeled off her sweatshirt. Then 
she stood up, pulling out the elastic waistband of her 
shorts and slid them down her long and beautiful legs.

Rachael leaned down and began kissing Diane's belly, 
above her panties, and stroking her breasts with her 
free hands. Diane was surprised by the gentleness of 
the older girl, and just leaned back in the bed and let 
Rachael take charge. Rachael trailed her kisses further 
down into the steamy crotch of Diane's panties, finally 
kissing her pussy through the cotton. She then pulled 
the 15-year-old's left panty-leg aside and licked 
pointedly in her crevice. As she lapped up, down, and 
into her pussy she caused Diane's legs to involuntarily 
flex open and shut around her ears, and Rachael 
continued for, perhaps, ten seconds. She loved girl-
pussy and as she sucked this teen's woman-sized 
girlhood, she realized she was leaving a younger girl 
out of it. And she knew that wouldn't be a very good 
idea. "What about you, Karen?"

Diane watched as her roommate hesitated. "Yeah, Kay... 
lets do this together. C'mon take your jeans off."

Rachael remembered having seen the younger girl's nude 
charms nights before and she thought about the 
innocence of a young girl pussy. Rachael was really 
more interested in Karen than in Diane but she knew 
Diane would be easier. Karen still had an innocence and 
immaturity about her that excited the young woman who 
had once lost her own innocence in just such a school.

Karen decided it would be better to participate than 
leave Rachael with Diane so she nodded good naturedly 
and forced a grin. And then she unbuckled her belt, 
undid her jeans and slipped them off. Rachael took 
stock of the younger girl as she pulled her pants down 
and slipped out of them. The girl's cotton briefs did 
not show much... they were tight against her crotch and 
didn't even show the bulge of pubic hair. Rachael 
wondered if the 13-year-old was even past puberty but 
she thought Karen MUST be for she and Diane had been 
asleep and naked just a few days before. But she liked 
what she saw. Hairless legs. Boyish look, fair skin.

Only Rachael now was fully dressed; Karen was in her T-
shirt and panties and Diane was only in her panties 
which Rachael had pulled down to expose the girl's 
woman sized pussy. Karen didn't want Rachael undressed 
because she didn’t really want Diane getting too 
interested. But Diane had other ideas.

"That leaves you, counselor." Diane smiled. Rachael was 
just a bit more cautious. She got up, took the chair in 
front of Karen's desk and lodged against the doorknob 
so no one might walk in on them. With that, the girls 
had learned a new trick about room security. Rachael 
walked back over between the beds, undid her pants and 
took them off. All three were now in their under-
panties pretty much looking at each other and waiting 
for Rachael to call the shots.

But Diane, again, pressed it. She slipped off her 
panties and moved back on her bed, leaving room. "C'mon 
girls, let's show it all." Diane had made it easier; 
both others slipped off their panties and stepped 
towards the bed. All three of them stole glances at 
each other, comparing their differences. Rachael's bush 
had a lot more hair than Diane's, and, of course, Karen 
had little hair at all on her juvenile pussy. Karen was 
also very self-conscious of her own budding breasts, 
since Karen's and Rachael's more mature chests made 
Karen's small chest look almost boyish. Karen, being 
only 13, had a ways to go yet. But not much more in the 
excitement department. Being in the company of two 
other hot and sexy girl-women, even Karen with her 
reservations was getting with the program.

Rachael slipped off her blouse, leaving herself 
completely naked like Diane was... she had not worn a 
bra tonight. Rachael was more than a head taller than 
the thirteen year old. She stepped behind Karen, 
glanced at the ruddy bare lobes of girl cheeks sticking 
behind the girl's T-shirt. 

The girl pulled Karen's shirt up and over her head. Now 
Karen was naked as well but Rachael opted not to touch 
the youngster. Instead she stepped to the side and 
displayed herself. The two girls studied her breasts 
which were full and the nipples erect. Her pussy had 
considerable hair and Karen thought she looked so much 
older than she and Diane. Her pussy hair was darker 
than the other two girls'. 

Diane's loins were light brown and Karen's sparse curls 
were reddish. Rachael sat down on the edge of the bed. 
With her left hand, she reached for Diane's right thigh 
and squeezed it. With her right, she began stroking 
Diane's breasts. Then she reached over and touched 
Karen's tit-meat with just two fingers, tenderly, and 
watched as Karen closed her eyes. And she squeezed both 
girls' tits at the same time.

"Well, they're not quite the same size, but they're 
both turning me on!" Rachael grinned at both of them 
and Karen and Diane looked at each other and smiled as 
well. Karen didn't think she could quite get into this 
for she was totally satisfied with Diane being her 
lover but she knew that Diane wanted this. But she had 
to admit that she was beginning to liked Rachael's 
style.

"So... you girls would like to play around some, I 
bet?" Rachael looked at them to see their reactions as 
she slid over on the bed and crossed her legs like 
Diane had.

Diane, ever quick when it came to sex, said "Sure... 
this pussy is always ready to be played with." And she 
extended her legs out, spread slightly and closed her 
eyes.

Rachael had her invitation. "You can join in, if you 
want, Karen... lets show Diane a good time since she 
wants it so badly." Rachael stretched out on the bed 
over Diane and nuzzled her face in her pussy and 
started sucking her. The prefect was a little rougher 
than Karen was but Diane didn't mind. As she licked at 
the 15-year-old, Rachael reached between her legs and 
fondled the skin between her pussy and her asshole and 
slipped her finger even lower and toyed with Diane's 
asshole. Diane was enjoying it and she drew her legs up 
which exposed even more of her bottom.

Rachael enjoyed the taste of this new girl. She removed 
her mouth from Diane's pussy, kissed her way down to 
Diane's wrinkled little pucker and began to lick her 
asshole. Diane was wondering if all older girls must 
like that for her old friend from back east liked that 
too. Diane had learned that relaxing made it feel even 
better and she offered the young woman's probing tongue 
her other private place. Rachael was devoting 
considerable attention to Diane's bum and moved around 
behind her to get a better angle on her asshole. 

Karen had only been watching but she decided she wanted 
Diane's pussy since Rachael had lost interest in it. 
Karen laid down on the bed beside Diane, facing down to 
her pussy and wrapped her arms around Diane's bare hips 
and began to suck her lover's pussy. She was aware of 
Rachael in front of her, sucking her friend's ass, and 
Karen wondered what Diane must be feeling right now.

Diane hadn't want to leave Karen out of this threesome 
and was glad Karen finally joined in. Diane then turned 
her attention to Karen by pulling her hips towards her 
and when Karen moved near enough, Diane leaned up and 
began sucking the 13-year-old's leaking girl-pussy.

Diane was clearly getting all the stimulation she could 
handle. Rachael at her ass, Karen's mouth at her pussy 
and her mouth on Karen's pussy. It didn't take long for 
Diane to reach an orgasm with all this and it was Karen 
who felt Diane's spasms on her tongue and then the 15-
year-old's series of sexual mini-explosions. Karen 
sucked the juices from Diane who was getting some 
equally intense feelings at her asshole. Rachael had 
stuck her tongue into Diane's bottom and was tickling 
it as best she could, feeling Diane's orgasm as she 
flexed her groin muscles.

Rachael set Diane's legs back on the bed and turned to 
Karen. "I think we did her in!"

Both the prefect and Karen looked at Diane who was 
grinning, breathing hard, and pretending. "Oh... I'm 
dead," she smiled. For the first time, Karen smiled 
like she meant it because the idea of both of them 
working Diane over was pretty funny.

"Well," Karen joked, "it WAS Diane who asked for it!"

All three of them laughed.

"Well, what now?" Rachael raised the question. "Let's 
see what we can do for you next," she said as she 
looked towards the younger girl. Karen looked at both 
of them while Rachael thought about it for a minute. 
The girls were beside each other lying on the bed, 
one's head not far from the other's pussy.

Rachael knew that the feelings Karen felt for Diane 
were much different than that of a fast fuck. For that 
reason, the prefect decided to go easy on the younger 
girl. She knew that Diane was easy... and more than 
willing. But Rachael knew what Karen had. She had love. 
She had love for Diane.

"Great idea... " Rachael began. "Diane, slide down the 
other way on the bed... put your head here," pointing 
to the foot of the bed. "And let Karen get on her hands 
and knees on top of you... put your head up Here."

Neither girl knew exactly what Rachael had in mind so 
she positioned Diane on her back with her head at the 
foot of the bed, or nearly so. Karen started to climb 
over her on her hands and knees but Rachael turned her 
around too and positioned her in a sixty nine position 
over her young lover.

"Oh... sixty-nine!" Diane said, after she finally 
realized what the young counselor had in mind for the 
teenagers.

"C'mon girls... make each other feel good." Rachael 
said. She was adjusting Karen's legs so that the 
younger girl's pussy was directly above Diane's face. 
And she pushed Karen's shoulders down so that her face 
was above Diane's girlhood.

The girls knew now what she had in mind and they began 
kissing and licking all over each other's pussies. 
Rachael was sort of supervising this little event. With 
the 13-year-old above and the 15-year-old below, 
Rachael watched the girls. And she ran her fingers over 
the smaller girl... from her neck, over her shoulders 
and underneath to her tiny tits, and then to Rachael's 
fetish... Karen's open fanny.

Rachael simply had an ass-fetish that was second to 
none. Already she had rimmed Diane and now she leaned 
over the end of the bed and while the girls were sixty-
nining each other, the prefect began to fondle and kiss 
Karen's bottom. Just a few days before, the 13-year-old 
had learned how erotic her ass was when Diane had 
finger-fucked and sucked her there. Now, Rachael had 
fondled the 13-year-old's childlike pussy and had 
kissed and spread her butt-cheeks. 

Her tongue had found Karen's pink flower and the young 
woman began to wet it and lick it even as Diane was 
licking her pussy from below. Karen was getting the 
same action that Diane did earlier... attention from 
the front and the back and in very short order Karen 
too reached her climax and pumped her girl-juices into 
Diane's mouth. Rachael stood up and caressed Karen's 
hips and around to her breasts. As she did, Diane 
reached for the prefect's pussy and began to slide her 
middle finger in and out.

"Diane hasn't gotten off again yet, Karen," Rachael 
said. "Slide more towards her pussy... I wanna lick 
your ass some more."

Karen blushed deeply, but moved slightly forward and 
was fully on her knees now with her young bottom 
squarely up in the air. Diane's head was now between 
the calves of Karen's legs. Rachael knelt towards 
Karen's baby red bottom and began tonguing it but she 
had also positioned her pussy where Diane could go 
after it if she wanted. And Diane did. She spread 
Rachael's woman-pussy with her fingers and started 
sucking while Rachael was tonguing Karen. 

Rachael was so hot she welled up and began spasming 
almost immediately, and in the process nearly 
suffocated the fifteen year old with her heaving 
thighs. For Rachael was nearly delirious with her 
tongue licking the ass of such a young, immature girl 
as Karen. Karen, who was sucking on Diane for the 
second time didn't even notice that Rachael had cum... 
she was preoccupied with both the giving of pleasure 
with her mouth and getting of pleasure at her ass.

And Diane was just doing fine too, getting sucked again 
by Karen, sucking Rachael and occasionally noticing 
that Rachael was licking on Karen's bottom. Diane too 
finally reached her second orgasm and pumped her 
remaining girl juices into Karen's mouth. Karen had 
waited anxiously to bring Diane off a second time 
tonight... she had worked hard on her lover and when 
she was done, she had to back off to catch her breath. 
In fact, Karen collapsed on Diane just to rest.

All three of them were satisfied and Rachael was 
pleased to have been part of the ninth graders' affair. 
She stood up, glanced at the girls in their exhausted 
sixty- nine position and got dressed.

"I hope we can do this again, sometime, girls." Rachael 
said, trying not to sound too authoritative although 
she knew she had. "You two have the sweetest pussies... 
and asses in this dorm!"

The two younger girls separated and put on their 
panties. When all were more respectable, Rachael bade 
them goodnight, moved the chair away from the door, 
smiled, and left, closing it behind her.

"Well, Kay... whad'ya think?" Diane grinned.

"I dunno... it was fun, I guess." Karen said, her mind 
drifting because she really wanted to tell Diane that 
she didn't want to share with Rachael or anybody else.

"Well, now you've had your butt licked... that was fun, 
wasn't it?" Diane said as she sat on the edge of her 
bed. "I know I like my ass licked and Rachael knew what 
the fuck she was doing, that's for sure!"

"Well, I'll do that to you... if you want." Karen 
answered.

Diane realized Karen was pleading just a little 
"C'mhere, Kay," Diane said, patting the bed next to 
her. Karen came over to the bed and sat down next to 
Diane.

Diane put her hands gently on Karen's bare shoulders, 
turned her, and slid her fingers to the younger girl's 
neck, drawing their lips together. For all the girls 
had been doing, making love to each other's bodies, 
this was their first kiss.

Neither was very experienced but it was as tender as 
two novice girls could be... girls who had learned to 
suck before they learned to kiss. Actually, their 
mouths were more tender than their kiss was, 
considering the sucking they'd been doing.

"I know you just want it to be 'you and me', Kay." 
Diane said very quietly. "We're very tight." Karen 
nodded.

Diane went on, "I'm your first. And I've done stuff 
with you that I haven't ever done before. But I might 
want to fool around with somebody else once in 
awhile... I dunno. I just don't want you to feel badly 
about it. If you don't want to with Rachael or somebody 
else, that's cool. Maybe I won't, either. But I might. 
Okay?"

Karen nodded and said okay. She knew she didn't have a 
lot of choice in it.

"Besides, you might want to, with somebody else." Diane 
wanted to head off what she was starting to realize 
would be a broken heart over this and she was starting 
to understand that Karen was feeling some love 
feelings.

Diane's feelings were confirmed when the younger girl 
shed a single tear that streamed down her cheek. "Oh 
Jeez, Kay." Diane was learning there was more to life 
than sex and the immediate feelings afterwards. Diane 
leaned over and kissed Karen's cheek... tasting the 
salty tear and she licked the younger girl's cheek, 
drying her face with her lips.

And she then pulled Karen's cheek up against her chest 
and began caressing Karen's red hair. The girls held 
each other and Diane was beginning to feel more close 
to Karen at this moment than she even had when the 
girls were locked in sexual lovemaking.

Karen snuggled against Diane's bare breasts, thinking 
of nursing, and feeling very cared for... very 
dependent... and wishing that Diane would love her as 
much as she did Diane. Maybe that will come.

END

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This story was written as an adult fantasy. The author
does not condone the described behavior in real life.

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Kristen's collection - Directory 63