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Introduction:

Continuation of story about old man who teaches 12 year old girls about extreme sex.
WARNING: This is a story describing perverted, extreme sex practices. If you're a prude, DON'T read this! If you aren't into depictions of extreme sex between dirty old men and 12 year old girls, DON'T read this! If you don't like extremes of sex, DON'T read this. This is FICTION. That is, it's fantasy, something made up. IT'S NOT REAL! If you can't understand this, DON'T read the story. If you don't understand any of the above, STOP READING NOW. If you read the above and still read the story and are offended by it, don't blame me.

Constructive criticisms welcome, flames go in the bit bucket.

If you enjoy all that above kind of stuff, read on. I hope you enjoy it.
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The phone rang and I noted that the ID indicated it was from Karen's home. I answered it, "Hello"



"Grampa, it's me, Karen." she said excitedly.



"Yes, darling, how are you doing?" I asked.



"Great, Grampa. I wanted to tell you what I did. It's so exciting! I couldn't wait until we got together again. I had to call you. Grampa, I sucked Janelle's dad's cock!" she exclaimed.



"You did? What did he do?" I asked.



"Well, I've only got a few minutes to talk until Mom comes, but you know when I left your place and headed back to Janelle's? I was so aroused even though you had done me three times. Walking down the driveway naked got me so excited all over again. I didn't want to put my clothes back on, but I did after I got down the road, almost to the road that goes to Janelle's. I know some people saw me. Grampa, it was soooooo exciting. I love it."



"I hope you didn't do anything that will cause us problems, dear. Or you." I said, worried.



"No, I don't think so. Anyway, when I got to Janelle's, I was so hot. I wanted so badly to get off again. Janelle knew I was excited and wanted to know what was going on. I told her that I was just excited and needed to finger myself to get off. She got excited and got out one of her vibrators. I didn't know she had one. She said her mother gave it to her a long time ago, and that I could use it if I wanted to. We were the only ones home so we laid down on her bed and got naked. She watched me put the vibrator in and she rubbed my clitty while I worked that thing in me. God, I got off fast. Then Janelle started sucking my nipples and I got off again. I felt so good."



I asked her, "Has Janelle done this before?"



"You mean with me or someone else? I think that she has with someone else, but never with me. We've sorta played around touching each other's butts, and once she showed me her tits when they started getting really big." she told me.



"Is that all you did with her?" I asked.



"Yeah, 'cuz not too long after, her dad got home. Her mom was out riding or something, but her dad came home. She said we could close her door before he came in if I would be embarrassed. I really didn't want her to close the door, but I didn't say anything. I really wanted him to see us naked." she said.



"So how did you get to suck him," I asked.



"Well, the vibrator made me feel so good. After I got off I gave it back to Janelle and told her I wanted to see her get off. She put the vibe in her and worked it in and out. I kissed her too! My first real girl kiss! I mean, we've kissed before but this time it was real. She felt so nice, Grampa!"



"I know, just like you do, I suspect. Now you know how it feels to me to kiss you." I told her.



'So we were laying there and Janelle was getting off. I said I had to go pee and she just nodded. I got up and didn't put anything on. I wanted her dad to see me naked if possible. I'd heard him walk down the hall, so I knew he was around there close. I walked down the hall to the bathroom and went in. Then I thought I heard something and I looked out around the door and her dad was standing in the door to his bedroom. All he had on was his shorts. Oh, I was so turned on and wanted to be a total slut for him. I didn't think I could get him to... you know, put his thing in me, but I wanted to do something with him. I told you that I've seen him naked before and they don't wear a lot of clothes around the house, except when other people are there, like me. So I walked out into the hallway and looked at him. Grampa, I was totally naked and he was looking at me! He smiled and said, "Hi" just like it was perfectly normal.



"I couldn't believe he was so cool about it. I could tell that he was really checking my body out, so I walked up to him and pushed him back into his bedroom and shut the door. He didn't object or anything. All he said was "What's going on, kitten?" I couldn't think of anything really sexy to say to him, so I said, "I want you" and I knelt down and pulled his shorts down. His thing was already almost fully hard and I just took it in my mouth and started doing like I do with you. He didn't try to stop me or anything. All he did was tell me that it felt really good and put his hands on my head. He held my head as I sucked on him. I used both hands and it didn't take long until he pulled my head to him and started spurting his cum in my mouth. I almost gagged as it went in too far, but I didn't and I got all his stuff in my mouth. When he was done, I showed him his cum like I do you and then let him watch me swallow it. He asked me, "Where'd you learn to do that, kitten?" but I just smiled at him. I didn't tell him anything. I just said, "That was nice. I want to do that to you anytime you want it. And I want that in me when you want to." He just looked at me and lifted me up so I was standing and bent down and gave me a kiss. He said, "Yeah, felt good for me to. I'll look forward to more." and then asked me where Janelle was. I almost told him she was playing with her vibrator, but I didn't."



I was astounded. By both of their actions. "So he didn't object at all? He wants to do more with you?"



I could hear the pride in her voice as she said, "Yep! And maybe next time I can get him to put it in me. Like you do."



I said, "You've gotta be careful what you say. If anyone finds out..."



She interrupted me, saying "I know, Gramps! Whatta ya think I am, a kid or something? I'm a slut in training. YOUR slut in training. I won't say anything. Besides, now he's done something with me so he wouldn't dare say anything, would he? 'Cuz he'd get in trouble. And if he does more stuff with me, that's even better."



Damn! Thinking like a little blackmailer already. But she was right. Any adult who did anything with her wasn't going to be in any position to report anyone else. I said, "Did you tell Janelle what you and her father did?"



"Ummm, not exactly. But after I sucked him, I went back down to her bedroom and she was still naked with the vibrator in her. Her dad followed me and came into her room with me. I sorta wondered about that. But she just looked up at him and said, "Hi Daddy" He just said, "Hi, kiddo. Hope you guys are having fun together." Janelle just nodded, and he left. I was so excited I was almost peeing, 'cuz I'd forgot to pee when I went to the bathroom. Janelle had gotten off a couple of times. I laid down next to her and we felt each other's titties. It feels good. Now I know why you like to do that," she said.



"Yeah, yours feel so good. So what else did you and Janelle do?" I asked, turned on from her story.



"I still had to pee and Janelle asked me if I hadn't just gone. I shook my head and she said, 'Oh, did my dad see you naked and you couldn't. It's OK, he watches me pee all the time. He won't mind. In fact it gets him hard when he watches me.' That's the first time she ever told me anything sexual about her family. I knew they were pretty casual around each other, but that really got me excited. Then she kinda blushed and said that I couldn't say anything 'cuz she wasn't supposed to tell anyone about that stuff. I told her I was her BFF and I'd never tattle on her. Except to you. I mean, I didn't tell her that I'd tell you. Oh, you know what I mean."



"Yes, sweet stuff, I know exactly what you mean. So did you and Janelle do any more stuff?" I asked her.



She said, "I still had to pee like mad, so we went to the bathroom. I sat down on the toilet and Janelle sat on the edge of the tub. She had her legs wide open and her... uh, pussy was open and red from using the vibrator. And she has hair on it. More than me. She saw me looking at it and said, "What?" and spread her pussy lips wide and looked down to see what I was looking at. Just then, her dad walked down the hall and walked past us. He stopped and looked in and then smiled, and went on. Janelle didn't seem to care that he saw her pussy wide open and me on the toilet. And both of us naked."



I said, "Hmmmm, sounds like they're pretty free. Maybe they do more than just see each other naked."



"After I finished peeing, Janelle and I went back to her bedroom. She didn't shut the door. I told her we had to talk. Serious talk. She looked sorta scared for a second and asked what about. I said, 'Sex'. and she smiled and said 'Favorite subject, but usually I like to do more than talk about it.' I knew exactly what she meant."



"So did you tell her you sucked off her dad?" I asked.



"Not right then. I told her that she was my BFF and I wanted to start doing sex things. She looked at me funny and said that I had always been so goody-goody where sex was concerned. What was it that all of sudden made me want to change? I told her she had to swear to me on her mother's soul that she wouldn't tell anyone what I told her."



My heart jumped up into my throat at those words. "You didn't tell her about me, did you?"



"Well, not really. I just said that I was having sex and wanted to learn more and would she help me? She said that she'd help me all she could, but there were a lot of things she couldn't say anything about. I agreed. Then I asked her, 'You know blond Cindy?' and she said, "Oh, you mean slut Cindy, the one that lets all the guys do her?' Well she used the other words for 'do her' but you know. Anyway, I said yes, that Cindy and that I was thinking that I'd like to do some of the things that she did. Janelle said that was easy, that all I had to do was let all the guys screw me and even take on whole groups of guys at once, like the football team. That got me soooo excited. I asked her if that was true and she said it was. Then I asked Janelle if she had done anything like Cindy did, and Janelle told me that she didn't 'kiss and tell'. She said that was the difference between her and Cindy. Oh, Grampa, it was so hot. You could have knocked me over with a feather."



"Sounds like Janelle's been a little active." I said.



"Yah-uh!" she said, and I knew she had that 'poor retarded man' look on her face again. "I told her that I wanted to be like Cindy and she said, 'no ya don't'. I asked her what she meant and she said that Cindy was trash. She said you could do all the things that Cindy does but do it quietly, with class and not be trailer trash. I didn't know what she meant and I told her I wanted to be a sex slut. She looked at me and said 'Little good Karen? A sex slut? What brought this on?' I told her that I was having sex and it was fun and I wanted to do all kinds of things and be a sex slut."



"What did she say to that, dear?" I asked her.



We both heard a click on the line and I could hear sort of an echo-ey sound and some rustlings. Karen said, "OK, well thanks very much for the details on that assignment. I've got most of it done already. See you at school. Bye." and she hung up the phone, but it didn't disconnect. I waited and listened and could hear the receiver on the other end softly hung up with a light click. Then the line disconnected. Hmmmmm? Mommy or Daddy listening in? I guess I'd find out the next time we got together.



About an hour or so later, the phone rang and the ID showed it was from Karen's house. I answered and she said quickly, "That was mom that got on the line. Can't talk now. Tell you later. Everything's fine. Love ya. Bye" and hung up.



It was agonizing waiting for either a call from Karen or having her come by. I wanted her little tight body so badly. I wanted to just fuck her in all of her holes. And I had no doubt that she wanted me to do that. So two empty days went by, then I got a call from a name and phone number I didn't recognize. I answered and it was Karen. "Hi, Gramps!" she said brightly. "Janelle and I will be over in a few minutes. Bye."



Janelle? Coming here? I figured that I should get dressed and put things like the lube and other stuff out of sight. As I was pulling on my pants I realized that if Karen was bringing her friend over, I could end up with two twelve year old sluts to take care of. God, I didn't know if I could handle just Karen, let alone the apparently much freer Janelle. I guessed I'd have to take it a little bit at a time and see what happened. The worst thing that could happen was I'd be going to jail. The best thing was I'd have to try to satisfy two sexually precocious pre-teens.



I watched the driveway out the window so I'd know when they got here. Soon two figures appeared, Karen and another lovely girl about the same height, but darker hair and gorgeous, large tits. Well they weren't huge in comparison to other older girls, but on her slim frame they looked outstanding! Both had on short shorts and halter tops. I was amazed that they had to walk, as they seemed so lovely that they should be floating. God I was horny!



I opened the door at Karen's knock and there the two stood, framed in the doorway. Karen smiled sweetly and gave me a hug and I invited them in. Karen said, "Grandpa, this is by best friend Janelle. Janelle, this is my Grandpa Dick." So that was my name now? I smiled. I wasn't really sure if she had said "Grandpa Dick" or "grandpa dick" It sounded like the former, but I didn't doubt she meant the latter.



Janelle sat on the couch and I sat down in a chair. Karen promptly plopped herself down on my lap. I said to Karen, "Uh, sweety, wouldn't you be more comfortable in that chair?"



She smiled at Janelle and said, "He's so sweet. He gets embarrassed so easily." To me she said, with a cat-who-ate-the-canary smile, "No, I like this much better." And she just looked at me. I was getting really worried about what she had told Janelle and what could happen. To me specifically.



I said, "So, Janelle, Karen says you're her best friend and you've known each other a long time."



Janelle smiled and said, "Yep. Best buds. We tell each other everything. Every-thing." I must have gotten a very worried look on my face because Janelle added, "But we don't tell any others all those things. We're good about that."



I stuttered a bit and finally said, "Well, good." I couldn't think of anything glib to say. My heart was beating pretty fast.



Janelle said, "So, Karen says you are going to be training her. Think you could take on a second student?"



I looked at Karen and she had a big grin on her face. She was having fun at my expense, watching me being scared spitless instead of being smooth and in control. I took a deep breath and figured that I was toast no matter what I did if either of them said anything to anybody, so I might as well try to regain control and find out what she knew.



I said to Janelle, "I don't know. Karen is a really good student and she'll be taking up a lot of my time. What would you expect me to do for you?"



The girl wasn't quite expecting that question. She said, "Mmmmmm, probably the same things you do for Karen. We apparently have the same type of interests."



I said, "Well, you know that I can't take on anyone unless I know they're smart enough to know not to spread things around that they shouldn't." I lightly swatted Karen on the bare leg, to emphasize my point to her specifically. She jumped and said, "Ouch" very exaggeratedly. Then smirked at me.



Janelle said, "What would you need to show that I wouldn't let out any secrets. I'm good at keeping secrets. As good as Karen, if not better."



"Is that so?" I said to her. "Well, I'd need some insurance that I wouldn't get in trouble. That you don't tell tales out of class." It felt so ridiculous verbally fencing with a twelve year old girl. A quite beautiful twelve year old girl, but still...



"You need something on me to make sure I won't tell on you for fucking Karen, huh?" she asked. I looked at Karen, who still had the grin on her face. I said, "Just how much have you told her, anyway?"



Karen put her mouth next to my ear and whispered "It's OK. She'll let you do it to her. She won't tell because I've got something on her dad."



I looked at Janelle and said, "Karen seems to think I can trust you. I believe her, but I've got to be very careful. You know what the consequences could be."



Janelle was a very confident, mature beyond her years twelve year old. You could see it in her eyes and the way she carried herself and could dominate the conversation. She'd had some good training in self esteem, I could tell, or at least had developed it over the years. This wasn't just young bravado. I asked her, "So what do you want me for? What is it that I can do for you?"



She looked at me seriously, not the 'poor retarded man' look, but the 'let's get down to business' look. She said, "I like to fuck. I like to be fucked. Karen said she wants to learn all about sex stuff, especially the kinky things, and I want to do that too. I've got more experience than her but I want to learn more. If you're gonna fuck Karen and teach her those things, I'd like to do it too. There. Is that straight enough for you?"



I smiled at her, although my heart was still racing with adrenaline from the fear of exposure. "Janelle, my dear, you certainly seem very knowledgeable and straight forward. But you have to look at it from my perspective. I have a lot to lose if someone even thinks that I've done anything more than look at you two. Just having you here in my house could possibly get me thrown in jail. As lovely as you are, I do have those things to think about."



She got up and came over and sat on the arm of the chair Karen and I were sitting in. She said very sweetly and innocently, "Look, I know about that stuff. I'd never cause that to happen. I've got a lot to lose too. Karen and I will try to make sure you're covered. My folks know I'm fucking. They don't mind. I haven't started my period yet so I can't get pregnant and when I do, mom's gonna get me an IUD so I won't have to worry about it. They're cool, so you don't have to worry about them or me. And besides, with both Karen and me, we can help cover for each other until we get something on her parents so they can't say anything. If you want. I'll talk to my dad and have him give you a call and tell you it's all right."



I was dumbstruck. "Your parents know? And they're OK with it?"



That's when she got the 'poor retarded man' look on her face. As soon as I saw it I said, "OK, OK! I understand. So what do you want me to help you with? If you've been fucking already, why do you need me to teach you?"



Karen finally jumped in and said, "Gramps, we want to learn about all the different kinds of sex things besides fucking. I told Janelle that I wanted to be a sex slut and she wants to do the same thing. Sorta. She can keep a secret 'cuz she's been doing some things and she didn't even let me know." She stuck out her tongue at Janelle and said, "And I thought she was my best bud."



Janelle was quick to jump to her own defense. "I couldn't tell you about those things for the same reason we can't tell anyone about what you do here. I practically had to drag that out of you. And when you told me, I told you about my stuff. So, we're still BFF's aren't we?"



The fear was starting to go down in me a bit and as the two girls looked at each other, it started to turn into fantasies. A fantasy of two young girls pleasuring each other. Oh shit, was I gonna go to hell or what?



I looked at the two of them and put an arm around each one. Karen was closest and I could reach around her and feel her little tit, which I did. To both of them I said, "It seems to me that you need to kiss and make up. I don't want any hard feelings between any of us."



Karen said, "Oh, we already did that. And the only thing hard we want between us is this." and she grabbed my stiff cock through my pants. "But if you want to see us do girl-girl stuff like your videos, we can do that." She leaned toward Janelle who leaned to her and they kissed. Then they put a show on for me, opening their mouths and tongue fighting each other. After a while of this, Janelle slipped down a ways and put her arm around Karen and they shared a real kiss of love, not just for show.



When they finally pulled apart, smiling, I said, "Janelle, I appreciate what you want to do and that you'll keep our secrets. I guess we're gonna have to have a long talk on what exactly you expect and how far you'll go to learn it. Karen and I know what she wants and what she'll do, and I want there to be good communication between all of us. I don't want any tempers or jealousy or anyone to get pissed off and saying the wrong things. And I'm not really sure that we need to have you two to be in a competition to try to outdo the other one. That can lead to problems. Like doing something that's not good or that's dangerous, just to one up the other. Is that clear?"



The two of them nodded. I still saw a bit of a spark of competition in both of them and I said, "I'm really serious. If you two can't agree to that, then we're done right now. You can leave. And if you agree and I find you just trying to top the other, I'll call it all off and you both won't be welcome here. Understand?"



Karen kissed me and said, "I understand Grampa. It'll be hard for us, and you may have to remind us sometimes. But we'll follow your best judgement. Won't we, Jans?"



Janelle leaned in and gave me a real nice kiss. She was very good at it and was able to communicate a lot of passion too. When she pulled away she said, "I'll agree. Sometimes I can be really stubborn, so you'll have to keep that in mind. I want to learn to do all the sex stuff, maybe for a different reason than Karen, but we both want to learn what you can teach us. So you may have to be patient with me."



I said, "Fine. I can understand that, but I've got a whole lot more years of experience than either of you combined and probably than either of your parents combined. I want you to be safe. Physically safe, not necessarily mentally safe. If I tell you to do something, I usually have a reason for it. Even if it's just to turn me on watching two beautiful girls kiss and do girl-girl stuff, that's still a reason. And if I tell you NOT to do something, there's probably more reason not to do it. I want to protect you, but I want you to learn the nastiest, kinkiest, dirtiest, most perverted sex things that's possible. At least learn about them, if not do them. That way, there will never be anything that can take you by surprise. And you'll know what to do and what not to do. I don't want to get all lecture-y on you. But this is serious. Yes, it's fun and sexy, but it can be serious. We'll talk about this more later on when we have time and it's appropriate. But I want you to understand and agree. OK?"



Both nodded their heads and gave me a kiss, one on each cheek. A pre-teen sandwich. This was gonna be good!



Janelle said, "So whadda ya want us to do first? Lick each other's cunts? Or do you want to fuck us first?"



I looked at her with a big grin on my face and said, "Yes." She laughed and pulled her halter top off, exposing an absolutely delightful set of tits that were extraordinary on her slight frame. She said to Karen, "C'mon, let's show this dirty old man that we're serious."



With that she jumped off the chair and pulled her shorts down, spreading her legs to expose her beautiful slit. She pulled her cunt lips open and said to Karen, "Get down here cunt and eat me. Now!"



Karen looked at me and grinned. She stood up and pulled her top off then dropped her shorts. Then she bent over at the waist in front of Janelle, purposely exposing her pussy and ass to me. She put her hands back and pulled her cheeks apart, making sure I had a full view, then looked up and started licking her girlfriend's slit. Janelle watched her for a minute then threw her head back and moaned. Karen let go of her cheeks and dropped to her knees, throwing her arms around Janelle's hips and pulling her cunt in so Karen could lick and suck it.



I sat there, getting harder and more turned on and asked Janelle, "So, Jan, do you two do this often together?"



Janelle moaned and shook her head 'no'. Then she looked at me and said, "But I'm really glad you taught her to do it. I love it. We'll be doing it a lot now."



Karen stopped licking and looked up at her and said, "Yeah, you're just a lez. You'd let any girl lick you, wouldn't you?"



Janelle pushed Karen's head back into her crotch and said, "I'm no more lez than you, cunt. But you do a good job. Lick that clit. Make me cum."



I figured that Janelle had seen more than a few porn vids from the way she said that. Although I didn't for a moment doubt that she was probably a dominant, judging from her attitude. And Karen was going to be the submissive. I wondered if I'd have problems with that. Right now I was having a great time just watching them. I let it go on a little longer then I figured I'd try something and see just how much of a problem Janelle's dominant attitude might be for me. I said, "Karen, stand up and face me." Karen did that. "Now bend over and hold your cheeks open for Janelle." She did that. "Now, Janelle, see if you can make Karen cum by licking her ass. She's very sensitive there, so it shouldn't take much."



Janelle looked at me with that 'poor retarded man' look for a second. I said, "NOW!" in my command voice. Her expression changed and she sank down, wrapping her arms around Karen's hips and put her tongue to Karen's ass. As she got down to business, Karen raised her head up to look at me with a great big smile on her face, then moaned as Janelle tried to stick her tongue into her ass. I let Janelle work on Karen's rosebud a little more while Karen gasped and moaned at the pleasurable sensations.



After a few minutes, I said, "OK, that's enough. Now give each other a kiss." They stood up and Janelle said to Karen, "We should have cleaned ourselves out before we came over here. You taste like shit." Then they kissed each other, trying to suppress the giggles.



When they broke apart, Karen said pointedly to me, "Maybe you should pee in her rear and make her drink it if she thinks my rear is bad."



Janelle was a bit taken aback, probably as much by the fact that this was goody-goody Karen saying it as by what she said. I looked at Janelle and asked her, "Jan, do you have any problem doing that?"



Janelle got a hard look on her face and said, "If she can do it, I can. But I don't think she could do something that dirty."



I smiled and said, "See, that's the kind of competition I am not really happy about. And I'll try to get it out of you two. Janelle, if I asked you to do that, or told you to, and you thought it was dirty and perverted and it turned you on to be such a slut that you'd do it, that's fine. But to do it just to top Karen, I'm not looking for that. That can only be detrimental to both of you. The fact is, Karen's already done that. That's why she knew to say you should do it. But I think her motives weren't so pure either. Karen did you just want to see Jans do something humiliating, just for the sake of humiliation?"



Both Janelle and Karen flushed and looked at the floor, apparently trying to spot that miniscule speck of dust that continued to escape their gaze. Karen nodded slightly.



I said, "OK. See, I'm gonna call you on that stuff until I break you of it. I won't tolerate it. I want you to do things together because you want to, because they're nasty, because it turns you on to be such a kinky slut. And gets you wet. Understand?"



The two still hadn't found that little speck but they both nodded. I said, "My darling girls, look at me." They looked up. "I want you to enjoy yourselves. I want you to have fun. OK?"



The both looked at each other and smiled, then nodded to me. I said, "OK, gimme a kiss." They both jumped on my lap and showered me with kisses. I laughed and said, "OK, OK, settle down."



I looked at sexy Janelle and said, "Dear, it's obvious to me that you've seen some porn. Tell me about it."



"Well, my mom and dad have some that I've seen. They've got some VHS tapes and some newer DVD's. They've even made some movies of themselves fucking. They don't mind if I see some porn. They've always said that I'm gonna find out about it anyway, so why try to keep it from me. Most of it is pretty standard stuff. Karen said you had some really raunchy stuff and that you'd show it to us. Will you do that?"



I raised my eyebrow and said, "Oh she did, did she? This may call for some punishment."



Janelle looked panicked and said quickly, "She didn't tell me about anything. It was only after we shared our secrets and agreed that we'd do this together that she told me. Please don't be hard on her. It was my fault. I talked her into it."



I looked at her and said in my deep, dark master voice, "So it's you who should get the punishment then? Is that right?"



The look of panic and fear on Janelle's face made Karen grin. I noticed it and looked to her and said, "So BOTH of you should share in the punishment then?"



The smile left Karen's face quickly, replaced with a bit of consternation. She knew she'd stepped in it too. My mind was racing to come up with something that would be both a lesson and a punishment for the two of them.



I said, "Hmmmmm, what to do, what to do?" I looked at Karen and said, "Maybe needles through the nipples will teach you something? What do you think about that?"



Hearing this, Karen knew something was up and she knew that we had discussed doing that with her before. She even had willingly agreed to try it. So while she knew it might hurt, she also was sort of looking forward to doing such a pain slut thing.



Janelle, on the other hand, gasped when I said it. I looked at her and said, "What's the matter? You're to be punished for causing Karen to tell our secrets. What kind of punishment would you think you deserve for that?"



Janelle was again frantically trying to find that elusive speck on the floor, and said very quietly, "I don't know. I'm sorry."



With them both sitting facing each other, I decided to try something. "Karen. Will you please take Janelle's nipples in your fingers and show her what a pain slut is supposed to be able to take without objection?"



As Jan was still looking down at the floor, I gave Karen a glaring look, trying to let her know that this wasn't a competition, but a learning experience. She seemed to understand and gave a slight nod, then said, "I'm sorry Jans. I love you." Then she took hold of both of Janelle's nipples and started pinching and twisting them. Janelle gave a little scream and tried to pull away from the torment. I had my hand behind her and held her in place. She reached up with her hands to push Karen's hands away but I said, again in my strong master voice, "Uh uh, Jan. Keep those hands down." She dropped them down, but was starting to tear up as Karen reefed and twisted on her nipples. She screamed out in pain, "STOP! That hurts. Please stop!" I nodded to Karen and she pulled her hands away from her friends breasts.



I kissed Janelle and rubbed her gorgeous tits with my hand. I asked her "Did that hurt, Jan?" She nodded. "What did you expect? Punishment that would make you feel good?" I pulled my arm from around Karen and fingered Janelle's cunt. It was pretty moist. "A pain slut would have gotten really wet from that. Watch." I pulled my arm from around her and used both hands to pinch and twist Karen's nipples, making sure that Janelle knew that it was causing a lot of pain. Karen just held still and stoically let me do it. As I really worked on them hard, she groaned and then mewled with pain, but didn't pull away or try to use her hands to stop me. Without stopping, I told Janelle to feel Karen's cunt and see how wet it was. She did and stuck her finger in Karen then brought it out to show me. Karen was groaning and squealing with the pain.



I stopped and said, "Is she wet?" Janelle nodded. I looked at Karen and she had a little smile on her face. I said, "You see, Karen's learning to be a pain slut also. She's learning that pain can be sexually exciting and can turn her on. What did you feel?"



Janelle wrapped her arms around her sore breasts, hugging herself, and said, "It HURT!"



I said, "It did huh? Then why were you getting wet when I felt your cunt?"



Janelle said defensively, "That was from before when we were talking about other things that turned me on."



I said, "So you don't get off on pain at all. All it does for you is hurt, huh?" She nodded, rubbing her boobs. I said, "Then I guess I can use pain as a punishment for you if you don't get off on it. With Karen, I've got to find something else, because when I punish her, she just gets off on it like a true pain slut."



Janelle looked at Karen and said, "Is that true? You like to be hurt?"



Karen reached over and softly caressed Janelle's breasts. She said, "Well, not at first. It seemed to just hurt. But then Gramps pointed out how wet I was getting and he told me how pain sluts are. I wanted to be as kinky and far out as possible so I wanted to do things that a pain slut would do. We haven't done a lot, but I AM starting to get wet when Gramps does pain sex things. I don't know how much I can do, but I'm gonna try it. If I don't like it, Gramps won't force me."



I looked at Janelle and then bent down and kissed and sucked on both of her tender nipples. Then I said, "Janelle dear, there isn't much that I do that isn't meant to teach you something or open you up to something new. I will never knowingly hurt you, unless it's a lesson or something that I know gives you pleasure. Pain isn't the same thing as being hurt. Somebody smacking you around and damaging you is physical abuse. I won't ever do that kind of thing. But I will see how much pain you can take, if you want to learn to go to extremes. Did it hurt the first time you had sex and your hymen was torn?"



She said "Yeah. It hurt like a motherfucker, but then it was over and the good feeling got better than the pain."



"Did you get off?" I asked.



"Well, sorta. The guy was a fucking clod as far as sex was concerned. All he wanted was to get it in and cum. He really didn't care about me. I'm surprised he lasted as long as he did and that I got excited at all. It wasn't really a lot of fun." she said.



"Then, if it hurt so much, why did you do it again?" I asked.



"I wanted to feel what it was like. And I sorta forgot about the pain. I knew it'd get better. Anyway, I hoped it would." she told us.



Karen leaned over and tenderly kissed her friend and said, "Oh, poor Jans, I wish it had been as good for you as it was for me the first time."



Janelle looked at Karen and asked, "What happened with you. Didn't it hurt?"



Karen said, "No. Gramps thinks that I must have broken my hymen with my hairbrush." She put her arm around me and looked at me tenderly. "And when he did it the first time, he made sure that both of us was lubricated up real good. And he just slid into me. God, I loved the feeling! I could have kept him in me like that forever! And when he started to move in and out... wow! It never hurt at all. But talk about going to the moon. I screamed so loud and thought I was gonna pass out the first time I came. And Gramps just kept it up and I came again. He's really good at that." She kissed me and said, "I love you so much."



Janelle almost looked jealous. She said, "God, I wish it felt like that for me. I've fucked a bunch of guys and never felt like that. I can cum but only because I rub my clit so I can get off before the guy cums in me and pulls out." She looked sort of pensive. "Well, except for one guy. He's been really good and I can cum just with him stroking into me. He holds off until I cum. He's pretty nice like that."



Karen squealed and said, "Oh, Jans! Who is it? Is it one of the boys that I know. Can I let him do me, too?"



Janelle got a bit of a flush of embarrassment and said, "I really can't tell you who it is. I promised. It's like your secret that you can't tell. He'd get in bad trouble if anyone found out."



I smiled and said, "So it's not one of the boys, then huh? Must be someone older to be that considerate. More experienced."



With a look of panic, Janelle said, "I really can't tell. I'm sorry. I'm sorry. I'll see if he'll let me tell you, but I promised."



I looked at Karen and said, "See. That shows we can trust her. She promised and she won't tell us. So she won't tell others about us. You have a very fine friend." Karen beamed and I kissed her. Then I kissed Janelle and said, "And we won't try to make you tell. It's your secret, dear. We will respect that."



She brightened up too, then said, "Hey, can you show us any of those really kinky videos? I really want to see them." Karen nodded too.



I smiled as I looked at Janelle and said, "But what about your punishment? Didn't we agree that you should be punished?"



Janelle said defensively, "Hey, I thought twisting my nipples off was punishment." She smiled then said, "I know what. DONT'T fuck me. Not letting me feel like Karen did with your cock in her will really be a punishment for me. I guarantee you that I consider not being fucked a punishment."



We all laughed. I said to Janelle, "If Karen doesn't mind, how about if you sit on my cock while we watch some of the videos. It won't be punishment, but it'll make me feel good and we'll get a lot better acquainted that way." I looked questioningly at Karen, who smiled and nodded. Then she whispered in my ear, "I want you to do it in my rear again, before we leave. OK?"



I kissed her and said, "Sure." I just hoped that I could do both of them. "How much time do we have, anyway?"



Janelle said, "Probably as much as we need. My mom will cover for us if Karen's mom calls. She'll call me if she needs to get a message to me."



I asked somewhat incredulously, "You mean she knows you two are over here fucking? And she doesn't care."



With that 'poor retarded man' look again, Janelle sighed and said, "No, she doesn't know what we're doing, she just knows we're close by visiting with someone and I'll call if there's a problem. Even if she knew we were fucking our brains out, she knows that I do that already. So it's no biggie. She knows I'm with Karen and we'll be OK."



"So she doesn't care if you were abducted and raped?" I asked.



"Out here in horse country? 'Bout the only thing we've gotta do is dodge the hay trucks and the yahu's that're stupid enough to shoot stop signs from their 'pick'em up trucks'. I mean, it's not like we were in the middle of the 'hood. We're pretty safe out here."



"I know, I was just kidding. That's why we all live out here in the boondocks. It's not like we're here for the social life." I grinned.



Janelle said, "Hey, we're not doing too bad between the three of us right now. But it'll be a whole lot better with your cock inside my cunt. Why don't you get out of your clothes? You're pretty overdressed compared to us sluts. Besides, I wanna see that cock that goes into me."



Karen was giggling. She thought it was funny. I dumped both of them off my lap and stood up. As they picked themselves up off the floor laughing, I took off my shirt. They both attacked my pants and in no time I was standing there in my naked, pasty old man glory. Neither of them ran away screaming, so I figured they could tolerate me. After all, I kept telling myself, it's what between the ears that counts. From Karen's loving description of her first time, she wasn't at all unhappy.



I asked the two what they wanted to learn about. They looked at each other, then Karen asked, "Can you show us the one with the two girls you showed me the other day?" She whispered in my ear, "The pee one." I nodded and told her to go bring another chair in so we could all sit at the computer.



I grabbed the lube and sat down in my computer chair and lubed my cock up good. Then I said to Janelle, "There's two ways we can do this. If you face me, we'll have to turn sideways so we can both see the monitor. But if we both face the same way and I enter you from behind, then we can both watch while you squirm on my cock. How's that sound?" Janelle nodded and Karen put the chair she got real close to mine and we sat down. I had Janelle bend over and lubed her hole up, then guided her back onto my cock. She groaned with pleasure as she sank down all the way on it. She'd obviously was practised at this part. Karen smiled at me happily.



I clicked through some folders and found the one Karen wanted to see. I started it and rubbed Karen's slit with my free hand. Janelle wiggled her hips to get comfortable, then sat there watching the video start. After a while she looked over her shoulder at Karen and said, "They ain't got nothing on us, huh? We've already done some of that today."



Karen didn't say anything, but watched the two women on the screen pleasure each other until one stood and started to pee in the other's mouth. Janelle didn't make any smart comments but started to grind her hips a little on my cock. Her warm cunt felt very good. Slightly different than Karen's but very good. We watched the two on screen pee in each other's mouths. This is where I had ended it for Karen. She didn't know what was coming next. I watched her out of the corner of my eye as one on screen started to lick the other's asshole. Then we could plainly see a turd come out of the asshole and into the other's mouth. The woman chewed and swallowed the scat and then took another one, all the while the blonde giving it to her kept up a running foul mouthed commentary. Karen was staring open mouthed and Janelle had stopped grinding when the first turd came out. She shivered and said, "How can they do that? Oh, damn that's nasty. How can she do it?"



Karen had quickly gotten over her surprise and with that competitive spark said, "What's the matter? Too much for you? You wanted to see the really nasty stuff. Can't take it now?"



Janelle's ego took over and she said, "Fuck you, Karen. I'll eat your shit any day. Bend over here and I'll do it now."



Karen stood up in front of Janelle and grabbed both of her nipples and started pinching. "Oh yeah? Pull off Gramp's cock and have him stick it in your rear, then lick your crap off it, if you think you can. Or I will if you can't."



Janelle was torn between outdoing Karen and her revulsion at what she was dared to do. I hesitated a bit, waiting to see what either of them would do. Finally Janelle lifted off my cock and stood up, grabbed my cock and started to drop down to put it in her ass. I put my hand on her butt before she could get me in her. I said, "Girls! Am I going to have to get the needles out or the paddle? This isn't a competition. It's an education. How do I get that across to you two?" Both of them were suddenly very contrite from the impact of my words and the tone of my voice. I pulled Janelle down in front of me.



I had one hand on my hard cock and with the other I lifted Janelle's chin up for her to look at me. I smiled at her and said softly, "Honey, if it thoroughly disgusts you, you don't have to do any of it. Karen has indicated that she wanted to be exposed to the most extreme things possible and this video shows one of them. If you or she doesn't want to do it, that's fine. At least you know that it exists and people do it. Karen do you love Jan?"

Karen said "Oh yes, a lot." I asked Janelle, "Do you love Karen. I don't mean romantically like you want to get married, but do you love her as a friend and would do anything for her to make her happy, like she would you?"



Janelle nodded and looked over at Karen and said, "You know I do, no matter how I put you down sometimes." Karen nodded. She got down and knelt by her friend and put an arm around her.



I said, "OK, this video is an example of scat play. These two women were probably paid to make it, but they've made several together like this and they probably do this because they care about each other and wouldn't do it with others. There's a woman who has been making scat videos for a long time and she says she loves it. She said that there wasn't anything she could think of that could connect two people more. It' s not that she loves everyone she does it with, but she does feel the connection. Maybe when we're done here, I can play her interview for you. But for now, you two have to learn that we love each other and we will do things for each other to learn and grow and, naturally, get off on. But, Janelle, I want you to really understand that this is not a competition to see who'll do the worst things. It's learning that there's a lot of stuff out there that you either don't know about or think is disgusting or that people say is taboo. Karen, that goes for you too."



I looked at Janelle and said, "Hon, do you like to suck guys off?" She nodded. "Sure I do." I asked "Do you like the taste of cum? Do you swallow?" She said, "Sure! It's not like it's Baskin Robbins, but I like it. And yes I swallow it."



I said, "Do you realize that there are thousands, no millions of women who would literally throw up at the thought of swallowing semen?" Janelle looked incredulous. "Believe me, it's a standing joke. 'I promise I won't cum in your mouth'.



Janelle said, "I don't care. I ain't about to eat anybody's shit!"



I said, "OK, that's fine. We know your limits. Now, would you let someone eat yours?"



"I dunno. I guess so. It's not the same." Janelle said.



"But if somebody loved you and wanted to show you how much they loved you by doing it, would you let them?" I asked.



"Probably. But who would do that?" she asked.



Karen held Janelle tight and said very softly, "I would, Jans. I'd do it to show you how much I love you."



Janelle didn't know what to make of this or what to say. She teared up and hugged Karen and said, "But I don't want you to do that." The both held each other, sobbing.



I had to regain control here somehow. I said, "OK, that's enough. Kiss and make up. Let's get Janelle back on my cock. Let's see if I can cheer you up a bit. I want to show you something."



Janelle stood up, dried her eyes and straddled my legs ready to sit down on my cock again. I guided her onto it and she sank down on it. I said, "OK, now put your feet up here on the chair next to my legs." She did that, which made her vagina a lot shallower. I moved my hips a bit and got my cock to bottom out against her cervix.



Janelle said, "God, that feels good!" She leaned forward and hugged her knees and started rocking back and forth, my cockhead rubbing hard against her cervix. She moaned and started with the verbalizing, "Ohshitohshit, push harder, oh fuck that feels good" and similar. Karen sat next to us and rubbed her friend's back with one hand and massaged one of Janelle's breasts with the other. Janelle started rocking and pushing harder, wanting more pressure. I let her continue until I knew that it wouldn't take much more for me, then I had her hold still for a bit, then let her start again. We did this over and over until she screamed with orgasm and bounced as hard as she could. I had to hold her to keep her from falling off as I thrust into her hot cunt.



After the girl calmed down a bit, I suggested that Karen do the honors of cleaning her friend up. I lifted Janelle's legs way up and spun her around, exposing her cunt with my cock in it to Karen, who knelt between my legs. Karen started licking our combined juices like a cat. As my cock softened and dropped out of Janelle's hole, Karen took it in her mouth and spit shined it. Then she started lapping up what was draining out of Janelle's hole, making sure not to miss stimulating her friend's clit every so often. Karen did such a good job that Janelle got off again on Karen's tongue. I loved watching girl-girl stuff. Especially twelve year old girl-girl.


After the two girls settled back down and got cleaned up, I decided that we had seen enough videos for the day. And that I didn't want to get these two into any more competition between them. So we sat together and talked for a long while, and I found out some interesting things about both of their families. Not a lot, but some little clues.

Finally it was time for them to head back to Janelle's. The two precocious sluts decided that they didn't want to put their clothes on until they had to and even wanted to go so far as staying naked all the way home. I convinced them that it wouldn't be a good thing if the neighbors around us, who knew Janelle, saw them do that, so they agreed to get dressed once they got down the driveway to the road. While they promised to do that, I knew full well that they'd probably stay naked a lot farther than that, but what was I to do.

When they were ready to leave and walking out the door, Janelle turned to me and said, "I really appreciate how good you made me feel today. I just loved your hard cock pushing into me. Thank you." She got up on her tippy toes to give me a very lovely, passionate kiss, all the while rubbing her very nice breasts against my chest. It was such a nice feeling that I started getting hard again. Karen grinned at me and kissed me tenderly and said, "Thanks Gramps for making my friend feel so good. I love you." Then she leaned up to whisper in my ear, "I just wish we had the time so I could take care of that thing for you," as her hand stroked my hardon.

I told her, "Don't worry. It gets like that any time I even think about you and your lovely body. You just be good and call me when you can come over again. Love you too, dear."

I watched their two lovely bubble butts sway across the yard until they rounded the corner of the house, then I went to the kitchen to watch them walk down the driveway. As they were walking, Karen put her hand on Janelle's butt, then slipped it down to goose her friend, who jumped a little, then continued walking with Karen's hand resting on her butt and her hand on Karen's. They're so cute at that age.


[continued in Chapter 3]
12 comments

Anonymous readerReport

2014-11-23 23:27:11
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