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 Archive name: katie.txt (mf, adult/teen, first, ped)
 Authors name: Lisa & Sharon (bymsap@aol.com)
 Story title : Katie Becomes a Woman
 Date: 4/10/99

 ------------------------------------------------------
 This work is copyrighted to the author (c) 1999.
 Please do not remove the author information or make
 any changes to this story. You may post freely to non-
 commercial "free" sites, or in the "free" area of
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	For those who enjoyed our story of Melissa
 (Melissa's Special Afternoon), we offer this story
 about Melissa's friend Katie and the advent of her
 womanhood.  We dedicate this story to a special friend
 (Hi Hon!  You know who you are!) who does so appreciate
 the special delights of the young adolescent female.
 As always, this fantasy is intended for mature adults
 and those like our Katie, while old enough to star in
 our fantasy, are certainly not old enough to read it.
 If you are underage, be gone!	

 Katie Becomes a Woman (M/f, first)
 By
 Lisa and Sharon

	Frank Stevens had just completed several hours
 of yard work.  He was hot, sweaty, and aching for a
 hot shower.  He had just finished putting away the
 tools he had been using when his wife Sandy and his
 daughter Melissa came out of the house.

        Melissa spouted a cheery "Bye Daddy!" and
 bounded over to Sandy's car.  Sandy meanwhile paused
 and announced that she and Melissa were late for their
 hair appointment and that they would be home late in
 the afternoon.  She also informed Frank that Katie,
 Melissa's friend was still upstairs in Melissa's room.

        Katie's Mom had called to say that she had been
 called out suddenly and had asked if Katie could stay
 at the Stevens' for a couple of hours when she would
 swing by and pick Katie up.  Since Katie's Mom would be
 picking Katie up before she and Melissa were back from
 the hairdresser's, that precluded Katie coming with
 them.

        The whole arrangement was fine with Frank, who
 at that particular moment was more interested in get-
 ting into the shower.

        As Sandy's car backed out of the driveway,
 Melissa gave another look at her good looking Dad,
 standing there waving goodbye, his muscular, sweaty
 body clad only in tight cutoff jeans.

        A ripple of tension flowed through her tender,
 teenage snatch as she thought about some of the cool
 times she and her Dad had shared lately up in her
 bedroom ever since that afternoon when he had come home
 early from work and the two of them had added a whole
 new dimension to her being Daddy's special girl!

                           -=*=-

	Katie didn't really mind having to wait for her
 Mom at Melissa's.  There were teen magazines to read,
 with lots of pictures of cute boys.  Katie liked flip-
 ping through the magazines, fantasizing first about
 this boy, then about that one.  Would this one be a
 nicer kisser than that one?

        Katie, like many girls her age, knew 'all about
 sex', and was oh so worldly and sophisticated, at least
 on the outside.  Inside she was still quite naive and
 innocent.  Though she had often heard of guys being
 'hung' or girls talking about some guy's 'equipment',
 she had never seen a man's sex, and had no idea about
 the full ramifications of sexual intercourse.  Still,
 she loved the idea of love.  The thought of a guy
 adoring her and holding her and kissing her was oh so
 nice.  She loved the tightness she would feel in her
 breasts and teenage pussy when she thought about guys
 and them loving her.

        Katie never thought of herself as anything
 special, but she was in reality any males' wet dream.
 She was a tad taller than many of her classmates, with
 long brown hair and a shape that easily made men think
 she was much older than she actually was.  Her breasts
 were firm and rounded, and stood high and proud and
 full on her chest.  Her hips had enough spread that the
 ruler straightness of her pre-pubescence was obviously
 a thing of the past, but she was by no means hippy.

        Men had increasingly of late paused and watched
 her tight, rounded bottom twitch its way down the side-
 walk encased in tight, form fitting jeans.  	

	Katie reached over to Melissa's night table to
 get a tissue, but the box was empty.  She got up and
 proceeded towards the bathroom that she had just heard
 Mr. Stevens exit after his shower.  

                           -=*=-

         The shower had been just what Frank needed and
 he felt rejuvenated.  With the bath towel wrapped
 around his middle, he stood next to his chest, extract-
 ing a clean pair of briefs.

         Melissa, on her way to the bathroom, paused.
 She could see Mr. Stevens by his chest of drawers,
 reflected in the mirror of the dresser.

         Though she didn't know it, Frank saw Katie
 standing in the hallway looking at him.  Not really
 knowing why he did it, he succumbed to the sudden
 exhibitionist urge and pulled the towel from around
 his waist.  He stretched and twisted languishingly and
 studied the reflected image of his cock and balls as
 they swayed and bounced before taking his briefs in
 hand and stepping into them.  He then adjusted his cock
 and balls so that the bulge in the front of his briefs
 was quite pronounced.

	Katie's mouth dropped open as she saw Mr.
 Stevens drop his towel.  Why, his cock was so ...  The
 thought tapered off in her mind as she had no appro-
 priate word with which to finish the sentence.  Incre-
 dible, big, delicious, strange, different, all these
 and more went through her mind as she stared in amaze-
 ment at her very first real live naked male body.  Mr.
 Stevens looked so different naked than she did!  His
 thick cock tapering downward from its hairy base ending
 in the graceful tapering of its foreskinned head, and
 the rounded pouch of his testicles swinging behind that
 cock, was so different from the smooth sleekness of her
 own body.

         Often she had studied herself in her bedroom
 mirror.  The soft sweeping curves of her body and the
 way one curve flowed into the next.  Of course there
 was no parallel between his muscular chest and her own,
 with her soft round breasts and perpetually turgid nip-
 ples.

         It was almost with despair that she watched Mr.
 Stevens step into his underwear, though watching him
 adjust his magnificent male equipment was a thrill, and
 looking at him clad only in a pair of briefs, with that
 bulge at his crotch, was nasty and exciting and stimu-
 lating all at the same time.  

         Frank turned suddenly and moved as though he
 were going back toward the bathroom, but his movement
 brought him face to face with Katie standing there in
 the hallway just outside the bedroom door.

         Her eyes bulged and she pulled her arms tight
 against herself as she shrank in the sudden shock of
 having been discovered, not realizing that her presence
 had never been a secret.

         "Oh Mr. Stevens," she blubbered.  "I didn't
 mean to ..." the balance of her sentence catching in
 her throat.

         Disturbed by Katie's obvious degree of distress
 Frank took her shoulders gently and tried to reassure
 her but to no avail.  Katie completely broke down and
 began sobbing.

         Responding only to the moment, and without
 thinking of what he was doing, Frank took Katie in his
 arms and gently cradled her.  "That's OK honey," he
 murmured over and over, "That's OK."

         He brought her over to the bed and sat her on
 the edge, where he sat down next to her, gently rocking
 her and reassuring her.  As his cheek rested against
 her soft brown tresses, and her warm sweet body seemed
 to melt up against him, Katie slowly began to calm
 down. Frank did not realize that he had begun to
 intersperse gentle kisses to the top of Katie's head
 and gentle caresses of her hair, her neck, and her ear
 into the pattern of his verbal reassurances.

        Though the arousal had not reached the point
 where his cock would respond, Frank without realizing
 it had become quite aroused by holding Katie.  His
 breath was much deeper, and his blood pressure had
 definitely responded to this gentle little bit of
 femininity he was holding in his arms.

        Katie too was responding to the moment. Without
 thinking that she was in fact being held by her best
 friend's father, a man over three times her age, Katie
 was warmed and reassured by the gentleness of Frank's
 embrace.  His soft murmuring and stroking of her hair
 and neck were so soothing.

       She glanced upward at Frank, a mixture of uncer-
 tainty, anticipation, trust, and desire in her eyes.
 Gently guiding her face with the tips of his left hand
 against her cheek, Frank brought his lips to Katie's
 and kissed her.  Though just a soft gentle interplay of
 lips, the kiss thrilled Katie like nothing she had ever
 felt before.  It was therefore with eagerness that she
 entered into their next kiss, a firmer, more intense
 exchange that brought the tips of their tongues into
 contact.

       Her right hand, which until now had rested pas-
 sively in her lap, began to rise as if with a mind of
 its own to stroke the muscled flesh of Frank's arm.
 As her breathing quickened and her pulse raced, Katie
 slipped her other arm around Frank's waist and began
 to pull herself against Frank with increasing urgency.
  
       With a soft whimpering born of passion rather
 than despair, Katie buried her face into Frank's
 shoulder as Frank moved from her lips to the soft,
 warm spots of her neck and her ear.

       Gently he kissed her, nibbled her, and loved her.
 Though Katie was unaware that the soft phallus she had
 observed earlier had transformed itself into a rigid
 staff, she was very aware of the how tight her bra was
 beginning to feel as it constrained her breasts, and
 how hot and moist her pussy was becoming.

       As Frank's hand moved from her face to her waist
 where he could pull her tighter towards him, it brushed
 over the swollen contours of her right breast.  It was
 as though rockets began shooting between her breast and
 pussy.  The pressure against her breast brought greater
 tightness to her puss, and her tension down there made
 her breasts ache and throb.  She ground her other
 breast against Frank's chest as though trying to bore
 a hole with her hard nipple through her bra, her top,
 and straight through his chest.

       Frank broke their embrace to stand and to sweep
 Katie into his arms so he could lay her onto the bed.
 In the moment he stood over her, Katie's gaze swept
 from Frank's eyes, down over his chest and down to
 where the bulge in his briefs had become a pronounced
 tenting.

       Tentatively, she reached out and lightly touched
 the foremost point.  Lightly she explored the firm head
 of Frank's cock as it pressed against the fabric of his
 briefs, but his cock was so rigid and the briefs pulled
 so taut that she was unable to grasp more than the tip
 of his dick.

       Frank pulled the briefs down and stepped out of
 them, standing naked before her.  Katie could now run
 her fingers over the length of his cock marveling at
 the velvety feel of the flesh and how incredibly hard
 this cock was.  It seemed so big and so threatening,
 but Frank had been so gentle and nice that she wasn't
 afraid of this swollen, hard cock pointing at her.

       Frank rested on one knee on the bed next to her
 so that Katie could continue becoming familiar with her
 very first cock.  Meanwhile he began to stroke Katie's
 cheek and neck gently, moving downward to cup her
 breast in his hand.

       Katie moaned softly at this new contact and as
 Frank gently caressed her breast and lightly rolled her
 nipple beneath her T-shirt and bra, her hips began a
 slight rolling motion and her little girl folds became
 moister and more ready.

       Frank sat on the bed next to Katie and slipped
 his hands behind her shoulders pulling her up towards
 him.  They kissed before Frank took the hem of Katie's
 T-shirt and pulled it up and over her head.  Katie
 rested her head against Frank's chest as she felt his
 arms slip around her and his fingers go to the clasp
 of her bra.  Suddenly it was loose and a tremendous
 tension was released from her breasts.

       Frank slipped the straps off her shoulders and
 her bra slid down her arms where Frank placed it off
 to the side of the bed next to her shirt.  Frank
 cradled Katie's face between his fingertips as he
 kissed her before easing her onto her back again.

        Now freed from their confinement, her breasts
 felt fuller and more aroused than they had ever felt
 before.  She had been naked many times in her room and
 in her bath, and had played with her breasts and nip-
 ples before.  This time though things felt ever so much
 more delicious.  At home, whenever she had played with
 herself she had always been a bit afraid that someone
 might discover her and see her nakedness.  Now she
 loved the feeling of lying here with her breasts
 exposed to Frank's gaze.  

        Frank sat onto the bed next to Katie and, gently
 cradling the sides of her breasts with his hands
 brought his lips to the hard little nipple standing up
 so proudly atop its little hillock of tittie tissue.

        Katie closed her eyes and moaned as she thrust
 her chest up to meet the lips closing over her nipple.
 Her right hand reached out and clasped Frank's hard
 cock while her left closed over Frank's neck and pulled
 his face tighter against her breast.

        Up and down the length of Frank's cock Katie's
 fingers stroked while she lost herself in the wonderful
 feelings that Frank was drawing from her breasts with
 his lips.  

        Her nipple suddenly chilled as Frank's warm,
 sucking mouth left it.  Gazing deeply into her eyes,
 his hands moved to her jeans and began to loosen them.

        Katie felt a momentary wave of panic at the
 thought of this ultimate exposure and it must have
 registered on her face because Frank looked at her and
 said, "Don't be afraid.  I would never never hurt you."

        Katie's timid smile was Frank's green light and
 he finished lowering the zipper of her jeans.  Raising
 her hips slightly, Katie felt Frank's fingers slip
 under the waistband of her jeans and her panties and
 felt her final articles of arraignment slide over her
 hips, down her legs and finally off to be cast aside
 next to her other clothes.  

        Frank's hands slid upward over the firm smooth
 flesh of Katie's legs to stop at the sides of her
 magnificent butt.  He lowered his face to the junction
 of her thighs and lightly kissed the mat of hair there.
 His tongue snaked out and flicked over the wet lips of
 Katie's labia and the hard little bud of her clitoris.

       Letting her thighs fall further apart, Katie
 placed her hands on Frank's head and pressed him into
 her crotch.  This was ever so much nicer than his lips
 on her breasts.

       As Frank licked and sucked on Katie's pussy, he
 let his fingers begin to stroke over the folds of her
 flesh and probe between the wet lips into the hot
 vestibule beyond.  As Katie became moister and looser
 down there, Frank let another finger slip in next to
 the first.  Together these two fingers stroked, probed
 and gently stretched Katie's unfucked little girl hole.
 Frank sucked Katie's swollen clitty between his lips
 and tugged on it gently.  His fingers turned, twisted,
 and worked her tight little tunnel preparing it to
 receive its first cock.  

        When he had readied her as much as possible,
 Frank ceased sucking Katie's delicious twat and,
 lifting her knees toward her breasts and spreading
 her thighs, Frank prepared to slip his hard cock into
 Katie's virgin cunt.

       Her breasts heaving, Katie had never felt so open
 and exposed.  Frank could see ALL of her!  Her cunt
 lips were slightly parted from his fingering so he
 could even see the start of the opening into her hole!
 And she loved it!  She loved being hot and horny like
 this.  She loved being naked and having someone hot for
 her body.  She wanted to find out what it was like to
 have a man's cock filling her pussy hole.  

       Katie could not have been more ready for this
 moment as Frank closed the distance between his loins
 and hers.  With his foreskin slightly peeled back to
 expose the tight pink flesh of his cockhead, Frank
 stroked the tip of his cock up and down the length of
 Katie's open slit.

       Each stroke opened the petals of Katie's flower-
 ing cunt a bit further and smeared her moisture over
 the head of Frank's cock.  Finally, positioning the
 head of his cock directly before the opening of Katie's
 vagina Frank applied the beginnings of the slow forward
 thrust that would shatter Katie's virginity.  They both
 moaned with pleasure at the first passage of the tip of
 Frank's cock past the open petals of Katie's cunt and
 into virginal hole.  Katie's passion engorged sex lips
 parted slightly as the tip of Frank's cock slipped be-
 tween them.  More and more open they grew as they wrap-
 ped themselves around Frank's big thrusting penis.
 Further and further her cunt stretched open around the
 head of Frank's cock.  The ridge of his cock passed
 beyond the tightly ovaled ring of her cuntal opening
 and the long, hard shaft began to slide into her body.

        Katie could feel Frank's cock as it opened and
 filled her.  It felt so good!  Frank had done his pre-
 paratory work well, as there was no pain associated
 with her deflowering.  There was only a magnificent
 fullness inside her and the incredibly good feeling of
 her cunt lips rippling back and forth as Frank's cock
 moved slowly from the depths of her cunt to a point
 just barely nestled between her cunt lips and back
 again.

        Frank only knew that he had never felt anything
 as exquisite as Katie's snug little adolescent cunt.
 She was so warm and soft and wet and snug.  He couldn't
 think of any female who had ever felt better, even his
 own delicious little baby girl Melissa. The way Katie's
 tight little twat lips would hold and caress the length
 of his shaft as he slowly slid his hard cock in and out
 of her loving, receptive little body.

        It was just fantastic.

        Katie's legs wrapped around Frank's thrusting
 body as she clutched herself to him.  Though already
 stretched as far apart as she could spread them, Katie
 tried to part her legs even further that she might
 expose herself even more fully to Frank's big, thick
 wonderful cock.

        As his thrusts became deeper and faster Katie
 responded with her own more desperate thrusting against
 Frank's hard, driving cock.  Her breasts rocked and
 shuddered as Frank's pile driving piston flew back and
 forth within her.

        Finally Frank grunted and drove his throbbing
 cock as far as he could into Katie's receptive well.
 With his foreskin fully peeled back over the head of
 his sensitive cock and his entire shaft firmly
 clutched by Katie's tight young snatch Frank bucked
 and spurted shot after shot of thick white cum deep
 into Katie's belly.

        As Frank squirted his release into her, Katie
 ground her clitty against the base of Frank's cock and
 felt her own release shudder through her.  She cried
 out as her first real orgasm flooded over her carrying
 her to places she had never dreamed of.

        Katie next became aware of the weight of Frank's
 body on her as he lay atop her exhausted by their fuck.
 She then became aware of the deflating prick that was
 slowly slipping from within her.

        Soon Frank stirred enough to flop over onto his
 back, pulling his limp pecker from her with a slight
 plop.  Her cunt, no longer the cunt of a girl but one
 of a woman, remained stretched open, the lips seeming
 as though they might never come together again.  A rich
 mixture of Frank's spent seed and Katie's abundant sex
 juices seeped slowly from Katie's cunt. 

        After Frank had rested, he took the towel that
 was still sitting on the bed from his shower and gently
 daubed Katie's slowly recovering pussy.

        She loved listening to him tell her how pretty
 and sexy she was and how good she had felt and how nice
 sex with her was, as he dried the juices of their love-
 making from her body.

        Suddenly the phone rang.  It was Katie's Mom
 saying she would be by in 10 minutes to pick Katie up.

        Their afterglow was cut short as they scrambled
 to get Katie dressed and presentable before her Mom
 showed up.  Her little pink panties were much too
 soaked with her girlish snatch juices to put back on,
 so Frank gave her a pair of Melissa's panties to wear.

        "Gee," Katie quipped as her well-fucked little
 cooze slipped into the panties,  "This is the first
 time I've ever been in Melissa's panties!"  Her eyes
 sparkled at the double meaning, but Frank thought
 happily, "Been there, done that!"

                         -=*=-

 We hope you have enjoyed this, our ninth literary
 effort.  Please feel free to convey comments and
 suggestions to us at BYMSAP@aol.com.
     	Lisa & Sharon

 ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~
 This story was written as an adult fantasy.  The author
 does not condone the described behavior in real life in
 anyway shape or form. Anyone tempted to act out any of
 the scenarios in this story;  should seriously consider
 seeking professional help.
 ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~
 Kristen's collection - Directory 9