Terri and Brenda share a sleepover. Brenda tells and teaches Terri about sex with women and men.
It's time to be a woman
by po469

The publishing rules say that everyone in these stories has to be at least 16 so even though the story is totally fiction, everyone in it is at least 16. Enjoy.

It was a little after 10 pm and Terri and Brenda were in their sleeping bags on the family room floor at Terri's house watching a movie on TV. Terri had asked Brenda over for a sleep over. Terri's mom had gone to bed and the girls had popcorn and sodas as they watched. The movie was a romantic comedy. As they watched a scene came up showing the couple making out pretty heavily. The girls giggled and looked at each other. Brenda asked Terri if she had ever done that and Terri said no but that she had been thinking about it a lot lately.

Terri and Brenda were both 16 and in the same 10th grade class at school. They lived about 3 blocks apart and had been close friends from when Terri moved to town about 5 years before. Terri was 5'2" and weighed 104#. She had shoulder length almost blond hair and had a natural deep tanned skin tone. She had a cute little turned up nose and almost always had a smile on her face. She had gotten her figure a couple years ago and had grown a nicely shaped pair of firm C cup tits. Brenda was several months younger and about 2 inches taller. She weighed about 155# and her soft D cups bounced as she walked. Her hair was black and cut short. Neither girl was what you would call beautiful but both were cute, even with Brenda being a little chubby.

While the girls lay next to each other in their bags the conversation turned to sex after the make out scene on TV. Brenda admitted that she had recently started making out a lot with the boys. Terri pressed her for more details and asked her if she had ever gone all the way. Brenda blushed and said "Yes, and I love it. Fucking feels so great." Terri had never heard her friend use the word fuck and she felt a little tingle in her stomach when she heard her say it. "Who, when, how, tell me all about it" Terri stammered "How did you learn about it and start?"

Brenda said that her first time was about six months ago when she spent a week with her aunt Joan while her Mom and Dad went on a trip. One night they were watching a movie like the one that was on now while sitting together on the couch. Brenda had on her pajamas and Joan was in a long t-shirt that came almost to her knees. Joan is in her late 20's and lives by herself on the other side of town. As the movie went on Joan moved closer and put her arm around Brenda's shoulder. Brenda rested her head on her aunt's shoulder and they watched more of the movie and laughed at the funny parts. Near the end of one of the make out scenes Joan let her hand drift down onto one of Brenda's tits and she gave it a little squeeze and leaned over and kissed Brenda lightly on the lips. "Aunt Joan, what are you doing?" Brenda asked in shock. Joan asked if Brenda liked sex, to which Brenda answered that she had never done anything but had started wondering what it would be like to make out with a boy.

Joan softly told Brenda that sex felt really great and was a lot of fun and that it is enjoyable with guys and even with other girls and asked Brenda if she would like to see how good it felt. Brenda blushed and nodded her head yes. "Have you ever done anything at all?" Joan asked. Brenda said that she had rubbed herself between the legs a few times and it felt good but that was all. "It feels a lot better when someone else does it for you" Joan said. "Relax and let me show you. Sometimes sex is with a man to make a baby but most of the time it is just to make you feel good and with another girl it is always just for pleasure." Then Joan gave Brenda a longer, harder kiss and started to unbutton the buttons on the front of Brenda's pajamas.

When she got a couple undone she slipped her hand inside Brenda's top and started to rub her niece’s tit and rolling her nipple between her fingers. Joan kissed her again and licked Brenda's lips. This time Brenda kissed her aunt back and when she did Joan's tongue slipped between her lips. Brenda could feel more of the tingling feeling she had felt before and she could feel her nipples getting bigger and hard. Joan finished unbuttoning her niece’s top and pushed it open fully exposing her large soft teen aged tits. She moved her head down to Brenda’s chest and locked her lips around one of Brenda's succulent nipples and licked and sucked causing a moan of pleasure to escape from Brenda's lips. After a couple minutes of feasting on Brenda's tits, one after the other and back again, Joan slid her hand inside of her niece’s pajama bottoms to the hairy mound between her slightly chubby legs. Joan rubbed her and squeezed her mound. Brenda realized that Joan was right that it did feel much better when someone else was rubbing her pussy than it did when she did it herself. Joan slipped a finger between Brenda's pussy lips and found her clit. Brenda had never done this. When Joan's finger made contact Brenda jumped a little at the sensation and let out a loud moan and shivered all over her body. "Auntie Joan, you are making me feel sooo good." Joan replied that it would get even better and told her niece to just relax and enjoy it. Joan played with Brenda's tits and clit for several minutes and Brenda was feeling hot and flushed. Joan had Brenda lift her ass off the couch while she pulled her bottoms off. Then Joan spread Brenda's legs wider and moved her head down between Brenda's legs and let her tongue replace her finger in rubbing Brenda's clit. Brenda moaned and arched her back. Soon Joan could feel that Brenda's pussy was getting very wet so she placed a finger at the opening of her cunt and pushed in slightly and started gently finger fucking the teenager but only about an inch deep while still licking on her now erect clit. "Oh Auntie Joan, that feels so good. I don't want you to ever stop." Just then Brenda's body exploded. She screamed with pleasure. Her head rolled back and forth, she grabbed the couch cushions with both hands and she pushed her pussy against her aunt's mouth as hard as she could. Brenda felt a large amount of fluid erupt from her pussy all over her aunt's face. This shocked Brenda and she abruptly came out of her bliss and half sat up and ashamedly apologized to her aunt for peeing. Joan stopped long enough to tell her that everything was all right and that she did not pee but came, which is normal and what you want to do when you are fully satisfied. Joan went back to her pussy licking till Brenda calmed down and nearly fell asleep. Then Joan moved up and cuddled her niece while Brenda licked and sucked her aunt's left nipple till she fell asleep, totally spent buy her first sexual experience.

As Brenda related her first experience to Terri, Terri could feel a tingling between her legs and found herself letting her hand go down between her legs and rub her pussy. "Let me do that" said Brenda as she pulled Terri's hand away and replaced it with hers. She rubbed Terri's pussy and placed a finger on her clit and rubbed it too till Terri was about to have her first orgasm when her mother's voice came from the top of the stairs and told them to turn off the TV and go to sleep. The girls were startled and afraid of getting caught so they separated and laid down in their sleeping bags. Brenda quietly said that next week they had Friday off from school and asked Terri if she would like to come to her house for a sleep over. Terri smiled and said that sounded like fun.

The week went slowly for Terri as she waited for Thursday after school when she went to Brenda's house. She enjoyed supper with Brenda and her Mom and Dad and they all talked, mostly about school. Brenda had a large room and a queen-sized bed. Her parents did not think anything about the two "little girls" sleeping in it together. Brenda told Terri to go to sleep. She said that her parents considered her old enough to stay home alone. After all she was already babysitting for other kids. This meant that when they went to work Friday, the girls would have the house to themselves. Brenda gave Terri a little kiss and they went to sleep.

The next morning Brenda's Mom called them down for breakfast and gave them a little lecture about being good while she and Brenda's dad were gone to work. She showed them what there was for lunch and then she was gone. After Brenda's parents were gone Brenda suggested that they take a shower - together. They went to the master bathroom where the big shower was and both stripped down and climbed in. Brenda turned on and adjusted the water. Then she picked up the soap and started to rub all over Terri's smaller tight young body spending a lot of time on her tits and between her legs. She handed Terri the soap and Terri returned the favor. They rinsed off and Brenda said that they should go back to her bed. They dried off. Brenda did not let Terri put on her robe but took her hand and led her back to the bed. They laid down, side by side, looking at each other. "I did not finish telling you about the week I spent with my aunt. Do you want to hear the rest?" Terri nodded yes.

"So the next day Auntie Joan told me that before she knew that I was coming she had made a date for her boyfriend to come over the next night and she asked if it were ok if he still came over to be with her." Brenda said sure. That day they spent some time shopping for clothes and for food. Joan bought Brenda a sexy top that showed a lot of her ample cleavage. When they got home Joan suggested that she try it on. "You need to wear that one without your bra. It's built to help hold your shape." Brenda did. She still sagged a little but not as much as she thought she would and her tits sure jiggled when she walked. She had always had a negative feeling about her body but as she looked in the mirror she actually felt sexy. Joan walked over and told her niece that she looked very sexy and that if she let them, a lot of boys - and men - and women would see how sexy she is. Brenda blushed. Joan reached out and took Brenda's tits in her hands and rubbed them. Her hardening nipples stood out making bumps in her blouse. Joan reached down and taking the bottom of the blouse in her hands lifted it over Brenda's head and off. She led Brenda to the bed and gently pushed her down and climbed on with her. "Would you like to do some more of what we did yesterday?" Brenda answered by pulling her aunt to her and deeply kissing her. Joan pulled Brenda's pants and panties off in one motion, leaving her totally naked again. Joan stood and stripped out of her clothes and got back on the bed going head first between Brenda's legs. This time Brenda spread her legs wide without and prompting from Joan. Joan started licking and sucking on Brenda's clit and licking her pussy hole. Brenda quickly started moaning and getting wet. Joan reached into her nightstand and took out a dildo. It wasn't a big one but Brenda was a virgin so to her it looked huge. She turned it on and rubbed the vibrating tip against Brenda's clit and cunt hole. As Brenda started to orgasm, Joan told her that the first time, when she got her cherry popped, it would hurt and that she did not want her first guy to hurt her. "Can I do it for you now?" Brenda whispered, "Yes." As Brenda's orgasm came fully Joan placed the dildo in the tight soaking wet virgin pussy and pushed it in its full 7 inches. The pain made Brenda scream "Aghhhh !!!". Joan pulled it out covered with a mixture of cum and blood but she moved it right back to Brenda's clit and let it vibrate against it continuing her orgasm. When Brenda settled back down from the pain, Joan slid the dildo back into her pussy and started moving it in and out. "This is much like what it will feel like when you do get fucked but the real thing is even better." Brenda started rolling around on the bed and bucking her hips, pushing the dildo harder and harder into her convulsing pussy till she collapsed. "Will you lick my pussy now?" Joan asked. Brenda nodded yes and Joan turned around so her pussy was near Brenda's head and spread her legs. Brenda moved her head between her aunt’s legs and look her first tentative lick. Joan was wet but did not taste bad. She decided that she was going to do it right after all the pleasure her aunt had given her and she dove in and licked and sucked the same way that her aunt had done to her. Joan orgasmed and turned to Brenda and thanked her telling her what a perfect job she had done. Brenda was pleased that she could make her aunt so happy. And she enjoyed doing it.

The next day they spent just goofing off. They spent some time at the pool. Brenda again started to feel bad about her chubby body as she noted how much better her aunt and most of the others at the pool looked than she did. When they got home she looked a little sad so Joan asked her why. "My body stinks. No boy will ever want me." Joan again told her that that was not true and that if she showed that she was feeling that she was sexy others would think so too.

That night Bob arrived at about 8:30. Joan gave him a big long kiss at the door and then introduced him to Brenda. He took Brenda's hands and said how nice it was to meet her. He told her that she was cute and that he liked the way her blouse made her look. Brenda blushed and her nipples showed as they hardened. Bob was about 30 and very good-looking. He was about 6'2" and very well built. They went to the living room and Bob and Joan sat on the couch while Brenda sat in the big chair. They watched TV for about a hour when Brenda noticed that Bob was kissing Joan and she had her hand in his lap. Brenda looked away and said that she was going to go to her room. Joan told her that she did not have to. She was welcome to stay and finish watching the movie that was on. The next time she looked over at her aunt, Bob was kissing Joan deeply and had his hand under her blouse fondling one of her tits. This time Brenda could not look away and she lost interest in the movie. Joan saw that she was watching and winked and blew her a kiss. Joan then moved to where she could unbuckle Bob's belt, unbutton and unzip his pants. She reached into his boxer shorts and pulled out his hard cock. It was about the same size as the dildo Joan had used on her earlier. As soon as she had it out Joan lowered her head and slipped her mouth over Bob's cock and started bobbing up and down making it go completely into her mouth each time that she pushed down. Bob looked over at Brenda and smiled. "Joan is a great cock sucker and I love it when she blows me." This was the first real cock that Brenda had ever seen. After a couple of minutes Joan stopped and looked at Brenda. She wiggled her finger for Brenda to come here. Almost as in a trance Brenda stood and walked over to the couple. Joan took her hand and pulled her down till she got down on her knees next to them. Joan smiled at her and told Brenda to put her hand around Bob's cock and see what it feels like. Brenda reached out tentatively. It felt rock hard but soft and smooth at the same time. Joan put her hand on Brenda's and showed her how to slide it up and down jerking him off. The outer, loose skin moved up and down on the hard central shaft. While Brenda did this Joan sucked the head of Bob's erection. Joan stopped but told Brenda not to. Joan stood up and stripped out of her clothes and came back down. She told Brenda to kiss the tip of Bob's cock. Brenda leaned over and planted a little kiss on his cock head. It had a sticky, salty fluid on it but she did not think it was bad and she was feeling that tingling between her legs. Bob brushed the back of her hair and told her that she was doing great and told her to put the head in her mouth. She opened her lips and let Bob's cock head into her mouth. Joan reached over and took Brenda's hand away from Bob's cock and put her hand on the back of her niece’s head and gently pushed down telling her to take as much in her mouth as she could. Brenda's mouth went down over Bob's erection till his head hit the back of her throat and she started to gag. She quickly pulled up. Joan told her that it was ok and that she would get better with practice and she pushed Brenda's head back down. Brenda got a rhythm and was bobbing up and down on Bob's cock taking about half of it each time. Bob moaned and told her how great she was doing but told her that she should suck hard on it while bobbing. Soon Bob told her to stop before he came. Joan helped her up and took her clothes off. Bob took his off also. Joan took them both by the hand and totally naked they all walked down the hall to Joan's bedroom.

Bob placed Brenda in front of him and told her what a wonderful young lady she is and what great tits she has. Brenda was feeling very happy with herself just then. Joan pulled them both down on her large bed. Bob and Joan each sucked on one of Brenda's tits while Bob rubbed her clit till she started to come. Joan rolled Brenda onto her back and spread her legs while Bob got between them. Joan took Bob's cock in her hand and helped guide it to Brenda's waiting pussy and Bob leaned forward. The head of his cock touched her opening. Brenda almost chickened out but Joan rubbed Bob's cock up and down Brenda's pussy slit, touching her clit till she couldn't hold off and more. "Put it in me. Please fuck me now Bob." Brenda said. Bob slowly started putting more and more of his shaft into the young girl's cunt, first 2 inches than 3. Brenda felt stretched but there was no pain thanks to her aunt. Soon Bob had his full 7 inches buried in Brenda's cunt. He paused for a minute and then started to pump in and out of her. Joan started sucking her tits and it was not long before Brenda was brought to an orgasm. "Fuck me Bob. Fuck me hard. Don't stop. It feels so great." Brenda came down from her orgasm before Bob came. Joan pulled him off of her niece and went down sucking Bob's cock deep into her throat. Bob started shooting his load of cum down her throat. She swallowed the first couple of jets but then pulled off and let the next ones come out onto her hand and the head of his cock. She called Brenda over and had her lick the last of his cum off of them. Brenda was so horny that she did it without hesitation. It was thicker and just as salty and his pre-cum but she was excited about what she was doing. After they all kissed and shared a shower with a lot of touching of each other, Bob got dressed and had to go but he made sure that he took time to tell Brenda how good she did and what a wonderful sweet, sexy girl she is. (Just like Joan had told him to do when they planned the evening) The next day Brenda had to go home but she left feeling much better about her body and what she could do with it.

"That was when and how I learned about sex. Now I feel much better about myself. I know that if I have a good attitude and present myself well guys will accept me even though I have a larger body, and it works. I can't have any guy that I want but there are not many that are not interested in me. And I don't mind fucking with almost anyone because I enjoy it as much as they do." Terri said "Wow Brenda, you've done everything. You made me horny just hearing about it." Brenda replied, "well not everything. I haven't done anal yet. But I will." I have a great sexy videotape. Would you like to watch it?" "Ya, let's see it." Terri replied. Brenda went to her nightstand and got out the tape and put it in. On the screen was a naked teenaged girl on her hands and knees on her bed. A naked teen boy got on the bed behind her. He had a rock hard 6 inch erection in his hand and he positioned himself behind the girl and buried it into her pussy and started fucking her. A man that looked like mid 30's came and stood on the floor in front of her face. His cock must have been nearly 8 inches and it was not fully hard yet. The girl reached out and put it to her mouth. He moved forward and his entire cock disappeared down her throat. He held her by the hair while he throat fucked her like her mouth was a cunt. She did not miss a beat. The camera moved around and zoomed in and out so you could tell someone was running it. It first zoomed in on the cock fucking the girl from the back and then up to his face. Terri thought she recognized him as one of the seniors form her school. Then the camera focused in on the girl as she swallowed the cock fucking her face. "Holly shit Brenda. That's you." Terri said almost in disbelief. "That's John". Brenda replied. "He is a senior at school and that is this father I'm sucking."

After a couple of minutes John's father tipped his head back and roared. He pulled his cock out of Brenda's mouth and shot the first jets of his cum onto her face and then shoved it back down her throat and held her tight by the hair while he finished emptying his cock down her throat. He pulled out and used his finger to scoop up the cum from her face and put his finger in her mouth to suck clean. The camera turned back just as John slapped Brenda hard on the ass and stiffened up and moaned as he shoved his cock deep onto Brenda's cunt and held her still by the hips as he squirted his seed deep into her womb. The camera zoomed in and you could see that John had filled her with a large load as she could not hold it all and some of his cum was dripping down her thighs. John climbed off the bed still with an erection.

You could see the camera move as it was passed from one person to another. Then a young boy came from behind the camera and walked to the bed. "He only looks like he is about 11 or 12" said Terri. That is John's little brother. He is 10 and this is his first time. He has watched before but never done anything. The skinny little boy was also naked. His prick was no longer than 4 inches and about as big around as a broomstick. It was as hard as that broomstick also. He had no pubic hair yet. He excitedly jumped up on the bed and lay on his back with his dick pointing straight up in the air. Brenda moved over to him and put his little cock in her mouth and bobbed up and down on it while rubbing his balls. It only took about a minute. Brenda took her head away and jerked him with a couple of her fingers. His little cock shot two small squirts straight up in the air about a foot. They landed back on his stomach. Brenda leaned over and licked his cock and stomach clean. The little boy could be heard to say, "That was great. I want to do it more." Brenda shoed him of the bed and you could see his father's hand waving for him to come off camera. Brenda turned away from the camera on her hands and knees. She reached back and spread her ass cheeks wide showing her puckered butt hole. She looked back at the camera and said, "THE END."

"Wow that was wild. It sure looked like everyone was enjoying themselves,” Terri said. "There is one thing a don't understand. Why did you take John's father out of your mouth and have him squirt on your face?" Brenda replied that when you make a fuck movie people want to see the cum to be sure that you are not faking it. "One of the smartest things I have done is to let Auntie Joan pop my cherry before a let anyone fuck me. Seeing that Terri was excited while they were watching the tape Brenda had started rubbing Terri's body and she had hardly noticed. Now she asked if Terri would like her to pop her cherry for her so it did not hurt the first time she let someone fuck her. Terri nervously said yes. Brenda had her lay on her back with her legs spread. She then went down and started to eat her best friend out. "That feels so nice" moaned Terri. Soon Terri was moaning and thrashing as she was having a strong orgasm. Brenda reached into her purse and took out a dildo that Joan had bought her. She put it to Terri's opening and as she reached the high point of her orgasm Brenda fully inserted the dildo. Terri flinched a little but hardly showed any pain as she started thrusting her hips up and down on the fake cock. After several minutes of fucking herself on the dildo she collapsed and almost passed out. "That didn't hurt much. Now I want to get fucked for real. Do you know someone that would come over and do it to me?" "I know a bunch of guys who would love to fuck you silly but I think I know just the right guy. I'll talk to him and we will get you set up. But we won't do it for a month. You should go to the school nurse and get on the pill. She got me on it but I was just lucky not to have gotten pregnant. I was fucked by six guys before the pill took effect. I can keep you satisfied till your safe." Brenda and Terri rolled toward each other and shared a tight tit to tit hug and thought of the fun times that they had ahead of themselves.

Maybe continued later if you want .............


2013-01-11 16:56:21
I love it, I love that shit!

anonymous readerReport

2013-01-11 05:11:39
Moar please seriously the sexiest shit ever pease please please more!

Anonymous readerReport

2010-07-14 23:38:59
Paragraphs should be split up a bit more but good overall would like more.

Anonymous readerReport

2010-07-10 08:17:02
I thought your story was VERY sexy and enjoyed it very much... I definitely want to read more... I liked it also because it WAS a story not just a porn thing with only sex but also a story line...

Anonymous readerReport

2010-07-07 22:57:38
I enjoyed this story a lot....but rate it about 6 out of 10....'cuz it could have been sexier.....Also paragraphs could have broken it up and made it easier to read....OK though....

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