I'd known Holly was upset all week, but it wasn't until that rainy Sunday morning that I'd understood why. Oh, there were the obvious things, of course: it'd been her last week at school, and her family were moving over the summer, up to London, which for Holly meant starting a new secondary school, in a new town, with no friends around her. Moving from primary to secondary school is a big deal, especially these days with its end-of-year "graduations" and "balls" and goodness knows what-else, all designed to make the the kids feel special, but really only succeeding in stressing them out. I'd seen enough kids make the transition in my 15 years teaching to recognise that, really, 11 and 12 year olds aren't really ready for all that nonsense. Add all that hoo-haa to the fact that you weren't moving on to the same secondary as everyone around you, and no wonder Holly had looked miserable. The school had broken up Friday lunchtime and Holly had burst into tears as soon as the bell had gone. I'd happened to be passing Miss Walker's class at the time, and I'd stood back to let the tide of chattering school-leavers past me, smiling and swapping the occasional joke. I'd even got a "thanks Mr Wilson" from John Robinson which seemed genuine enough. Maybe we've steered that one back into the mainstream, I'd thought, and popped my head around the door to wish June Walker all the best for the summer. She was trying to comfort an inconsolable Holly, sitting with an arm part round the poor girl's shoulders as she sobbed into her hands.

June looked up at me, clearly flustered, her eyes asking for a little moral support. June was a good teacher, but not the most empathetic of souls, and tended to get into a bit of a flap with emotional pupils. I was the calm, no-nonsense-but-approachable Deputy Head, good at this sort of thing. I suppose I was, too - I seemed able to manage the the ups and downs of late-preteen kids with ease, even the "challenging" ones like John Robinson. Keep them calm, talk to them sensibly, figure out what they need. Very little fazed me. Except Holly.

Confession time. I liked Holly. I liked her far too much for the relationship we had. Far, far too much. Now, I've been around young girls for 15 years and more now and yes, I recognise the effect that's had down the years. I'm sure I've become, at least in part, a pedophile, and while I'm not particularly comfortable with the idea, part of me regards it as inevitable. Put any man with groups of nine, ten, eleven year-old girls for any length of time and tell me his appreciation of their flawless beauty, their childlike grace won't naturally increase in a way that isn't entirely Platonic - and I won't believe you. Neither tell me that these girls have no understanding of the hold they have over men; they know damn well how to use the power of their sex, even at that age. So, yes, I found many of the girls in my charge attractive, and yes, in my head I lusted after them occasionally, but Holly did something else to me. Holly wasn't a "cute little piece of ass". From the first time I'd noticed her, at around six, something about her had messed with my head, something special. I'd followed her progress through the school and found myself drawn increasingly toward the tall, pretty, well-built brunette girl who always seemed more mature than her years. A bright girl, quiet, and, until recently, self-possessed and confident in life. To see her so utterly miserable came as a wrench I felt physically when I realised it was her June was trying to comfort.

Pausing for a second to shake myself mentally, I stepped in. "Goodness me!" I exclaimed, quietly, only half-seriously. "Holly, isn't it? What a state to be in on your eve of freedom. Come on, let's dry your eyes, then you tell us what we can do to help."

Her reaction surprised both of us, maybe all of us, but certainly me the most. At the sound of my voice Holly had looked up. Her glance was unreadable, but wasn't at all what I might've expected. It was, what, I don't know - hope, partly, and fear and sadness and - well, hindsight is a terrible witness. She stood, shrugging off June's half-hearted hug, dashed the back of her hand across her eyes, then ran to me. She flung her arms around my waist and hugged me, fiercely it seemed at the time, then almost as quickly she disappeared out of the door. I had my arms raised, as if in surrender, and thank goodness for that, otherwise June Walker might have taken an uncomfortable view of that clinch. That, and the sheer look of surprise on my face, provided the alibi that my conscience needed.

"Er, oh," I said. I asked June what it was all about, but she didn't really know. Holly had dawdled at the bell, then just as the last of her classmates had left had burst into tears, and a minute later I had come in.

"And she's left her bag behind, the silly girl," she finished. Hiding my annoyance at June's lack of human empathy, I picked it up.

"She may still be here. I'll try and catch up with her, or drop it round her house on my way home. I go past their place."

Holly was at the front doors when I caught up with her. She'd stopped crying, just about had control of herself again. A smile lit her face when she saw me approaching, a smile quickly followed by a blink and a wobble of her lip. What was going on?

"Here," I said, "you left your bag. Holly, are you OK? Is there anything you want to talk about?"

She seemed to take a deep breath, then flashed me a tight smile. "No, thanks." She took the bag, slung it over her shoulder and pushed open the door. She glanced back. "Bye, Mr Wilson..." She seemed about to say something more, but snatched herself away before she did. I have abiding memories of Holly; one of them is that look she gave me just as the doors closed between us.

So, that was Friday lunchtime, and such an emotionally charged end to the year I've seldom felt. I was out shopping early on Sunday morning, having had Holly in my thoughts on and off through the weekend, and had just made it into the car when one of those intense summer showers hit. Rain hammered on the car roof like ten thousand gremlins trying to get in, and I sat it out for five minutes until I could see through the windscreen again. Once the wipers could cope, I turned out of the supermarket car park and dawdled down the street. Not far along the road a bedraggled figure at a bus stop caught my eye, and by the time I'd drawn level I knew it was Holly. This was out of the way for her, but the right side of the road if she were heading home. I pulled into the bus stop and powered down the window.

"Holly!" I called. "Get in!" I had to call a second time before she realised who it was.

She was indeed soaked. No raincoat, just a hooded top, hair plastered around her face. Her puzzled scowl disappeared as soon as she glanced into the car; the smile that replaced it caused my heart to twitch slightly. She got in quickly, turned to say "thank you" and suddenly dissolved in tears again. I reached out, touched her shoulder. It was a reflex.

"Holly..." I began. Her look as I touched her caused me to drop my hand slowly. "Holly," I began again, gently, "come on. This won't do. What is it? Tell me."

And it came tumbling out. The end of school, of the things she understood. The move to London, leaving her friends. Her fears of growing up, of not fitting in. All standard young-teenage stuff, really, not enough to make someone as level-headed as Holly this upset. I questioned gently. There was more. She'd come across correspondence of her father's - emails, I think - which suggested he might be having an affair, might be planning to leave them soon after moving. On top of this, there was a gang of girls at the local high school who had somehow taken a dislike to her and were bullying her, and bullying her in the psychologically evil way that, frankly, only girls can. Boys' bullying is generally straightforward violence and is usually equally straightforward to deal with. Girls bullying other girls is infinitely worse, involving insidious psychological warfare and black propaganda. Holly mentioned the name Paula, which instantly rang a bell. Paula Davidson, year above Holly, now at the high school. Nasty little bitch. Needed a damn good hiding in my book. My heart went out to Holly. She was far too lovely a girl to have to cope with all this.

I let her talk, soothing her as best I could. I found myself holding her hand, her cold fingers curled around mine. It felt good. Slowly, she calmed. By the time she'd come back to herself enough to notice I was holding her hand, she was smiling again. She glanced up in gratitude. I smiled back. "There." I stopped, cleared my throat a little. "There, you're OK now. Oh, Holly, what a state. Look, I don't have a lot of answers for you, but at least put Paula Davidson out of your mind. She's one nasty little piece of work you won't have to deal with." Slightly self-consciously I patted her hand and let go. "Holly, you're a sweet, bright, lovely girl, with the world in front of you. You've got a lot of change coming, but some of it is natural and normal and nothing to be feared, and adapting to change is what makes us strong." Ouch, did I really say all that? It was certainly along those lines. I know I called her sweet and lovely, and I hadn't quite intended that, so I think I'd overcompensated with pompous claptrap, but really. I was usually much more effective in my Deputy Head role. Holly undermined me. She didn't mean to, she just did.

"Come on, strap yourself in and I'll give you a lift home. I can chat with your mum and dad a little if you like, just to let them know you've been upset - but not if you don't want me to." Holly buckled her seatbelt.

"Actually," she said, "they..." She looked up at me again, and her smile was beautiful. "Yes, thanks. Can I think about it on the way?"

"Sure, honey," I said, then quickly switched my attention to the road. I'd called her 'honey'. That wasn't a name I should really be using, given our relationship. She'd looked down when I said it, but her smile remained.

We drove in a companionable silence, around about 15 minutes to her parents' large, detached house. Her father was something in banking, I remembered. The rain had just about stopped by the time I pulled up outside. I let the car idle; neither or us spoke for a few seconds, then: "D'you want to come in for a coffee or something?" asked Holly brightly. I smiled, "OK, thanks. Would you like me tell your mum and dad about Friday, and what you've told me? Well, not all of it, of course. You should really talk to them yourself, you know."

"I know," she replied. "No, it's OK. I'll talk to them. Later. It feels better now I've talked to you about it."

I switched off the engine. "Then I'd love a cup of coffee. And you should have a hot chocolate or something; come on, you're cold." A quick chat would be a good idea, for one thing to clear up any possible misunderstandings before they had the chance to take root. I followed Holly up the path, noticing her clothes for the first time. Her pink hoodie, of course, and tight, faded jeans tucked into calf-length black leather fashion boots. Shades of the young woman to come. The thought was strange in my head. Holly unlocked the door, let us in. She'd shown me through to the large, open kitchen-dining area, to a stool at the breakfast bar before I'd quite grasped a rather important point.

Apart from us, the house was empty.

"Holly, your mum and dad are...?"

Her arms were folded, almost defiantly, but her face was far from adversarial. She looked straight at me, her eyes that mix of hope and fear she'd had yesterday.

"They're in London," she said. "Sorting out the new house. They left me here, well, not here, I'm staying with, meant to be staying with, my Gran but she's busy with a thing for her choir today, so I said I'd go hang out with friends and she said 'if you're sure' but she doesn't like me that much so I think she was glad to get me out of her hair, but I'll need to go back for dinner." Her torrent of words came to a halt as she tried to gauge my reaction. Hell, I was trying to gauge my reaction.

"Look, Holly, well, OK, but it's not a very good idea for me to be here then. You shouldn't have asked me here. I'm going to leave, and you should get changed and get back to your Gran's house."

I stood and made for the kitchen door. She, of course, was blocking it.

"No!" she exclaimed, and her ferocity actually stopped me. "No, please!" That look in her eyes again, hope, fear, sadness... something else? "Look, I know I shouldn't have but I'm all alone today and, well, *you* know, I've told you, I'm..." She stopped, confused, unhappy, determined on her course of action, whatever it was. "Please! I feel the best I've felt in weeks just talking to you about this stuff. I can't talk to Gran, she wouldn't know, or care, or mum and dad, well not yet. Please, stay for a bit, please. Please, Mr Wilson?"

There were tears behind her words, not very far away. Could I walk out of that house and leave this lovely young girl in tears, this girl I'd admired from afar for six years, watching grow from a beautiful little girl to this sweet, lovely, strong-willed twelve-year-old? I fought an urge to put my arms around her, hold her.

"OK, Holly, OK. Look, I'll make some coffee, and a hot chocolate for you if you tell me where to find it. Go and get dry and changed and we can chat for a bit."

So, I busied myself in the kitchen, Illy coffee and Green and Black's hot chocolate, while Holly went upstairs. I debated slipping out, but dismissed the idea quickly. If she felt spurned, for whatever reason, by me walking out, that could potentially be more explosive, more career-damaging for me. If I pissed her off, there were things she could say which could prove troublesome. But more than that, much more, there was something going on in that pretty head of hers that was clearly eating at her, and I cared about that. I cared about her. If I could help straighten her out, make her happy again, then I would.

I had coffee brewing and a large mug of hot chocolate - four teaspoons-worth - waiting for her when she returned. For the second time that day she wrong-footed me; she was wearing a voluminous white dressing gown, hugging it to her chest as she came in, her eyes defiant. No, not defiant, not only that, but... what? Seeking. Seeking acceptance, reassurance? Seeking something else?

"Holly... You can't... I can't stay here with you dressed like... No, Holly. I must go."

I stood again, really meaning to leave this time. She didn't speak, didn't block my way, but I stopped anyway. She didn't need to speak - her face said it all. There was such a sadness there. Lord, girl, what is it? Again I wanted to throw my arms around her, again I didn't. It was harder this time.

"Oh, Holly..." I sighed. "Look, OK." I turned to pour myself a black coffee, then sat across the breakfast bar from her. She huddled around her hot chocolate, part-buried in her dressing gown. She'd dried her hair but left it loose, spread across her shoulders in soft, mid-brown waves. Her cheeks were slightly flushed, her clear skin almost radiant. She looked beautiful, no other word for it. Really beautiful, in a way only a young girl can. She smiled at me across the breakfast bar, and it was a shyly happy smile now.

"OK, honey," I said, "what's really troubling you? You're a lovely, lovely girl but there's something you're not telling me, something I might be able to help you with."

So, she told me, told me about how she was ugly and fat, and how no-one could ever love her. How she'd come to hate the way she looked, because of things people had said. It came out in a rush, so fast I couldn't quite keep up. Her eyes brimmed with tears again and she bit her lip as she admitted she'd been "asked out" by a boy, how she'd said no, and it had all gone kinda wrong and he'd been slagging her off to anyone and everyone since. John Robinson. Little fucker. Motherfucking little bastard. So much for "back in the mainstream".

I reached across the bar, my fingers brushing tears from her cheek. "Oh, Holly, Holly," I murmured, "all this over a little tosser of a boy? He's nothing, really nothing, to pay any attention to. You are very, very far away from fat or ugly, and I can guarantee you'll have plenty of boys falling in love with you when the time comes. But you're young, you're only twelve, all this stuff is for later. You have all the time in the world."

"No!" she said, looking at me intensely. "No," she repeated, more softly. "No, I don't. No time. Nearly no time. There's someone, someone here I'm going to miss, really, really miss. Someone I want to..."

"Holly..."

Her eyes burned as she held my gaze.

"Someone I've always loved. Someone I want to love me. I want to learn, I want to learn about... I want someone I really love to show me, teach me..."

"Holly..."

"You know who I mean, don't you? Don't you?"

Yes, I did.

"No, no I don't... Holly..."

I closed my eyes. My heart was pounding, mouth dry. No. Yes. I had to leave. No.

"I must go..." I whispered.

"Please," she replied, her voice soft, quiet, sad and oh, so sweet.

So sweet.

I stood. I stepped around the edge of the bar. Pushing my fingers into her soft, damp hair, I held her head gently and kissed her. I kissed her cheek, then the corner of her mouth. My whole body trembled; I could feel her trembling too. Her eyes closed. I hesitated a split second more, then kissed her on her beautiful lips. They were so soft, tasting of chocolate and a billion promises.

I took her by the hand and led her upstairs.

I chose the bathroom, chose some highly coloured bubble bath largely at random, ran a bath. My brain whirled. I concentrated fiercely on the bath, in case it would somehow dispel this beautiful madness, but no. Madness was my companion, Holly my guide. She was standing, still snuggled into her dressing gown. I approached, stood in front of her, gazed into her beautiful upturned face. I brushed her hair away from her face, kissed her again. Her hands slipped behind my neck and she kissed back with a startling ferocity, a hunger. I caught her to me, pressing her soft, slight body to mine. Gently, by example, I calmed her kisses, until we kissed slowly, with a burning intensity that only new lovers can match. I felt her body trembling under the think white towelling, and suddenly I yearned for this girl like no other, before or since, yearned to take what she wanted to give, yearned to teach what she wanted to know. That was my Rubicon.

I slid my hands to her stomach and untied the dressing gown cord. I paused, to give her a chance to change her mind. Her hands clasped tighter behind my head. Gently I open her dressing gown and slid my hands inside. Her flanks and belly were smooth and cool to the touch, girlish, utterly fabulous. I let my hands move slowly across her skin, feeling her whole body trembling. I rested on her buttocks, tight, toned, smooth. She sighed and buried her head in my shoulder.

I stepped back and opened the gown. She hesitated only a second, then let me slide it off her shoulders and onto the floor. I drew a long, shuddering breath. Holly looked at me, earnestly, almost desperately.

"Do you...?" she whispered. "Do you think I'm OK?"

"Sweetheart," I murmured. "You are beautiful. You are the single most beautiful thing I have ever seen."

And she was. Tall for her age, beautifully proportioned. Not skinny, which I dislike, but perfectly fleshed. In ten years she would be a voluptuary, no doubt, but right now her curves were mere hints in her twelve-year-old frame. Her legs were long and toned, still tanned to mid-thigh from last year's summer shorts. Her belly still had that childlike outward curve punctuated by the neatest little belly button, an "innie" but with a raised centre like a tiny igloo in a miniature snow-bowl. At the sight of her breasts I had to close my eyes. They were almost too perfect, too much to take in. Just budding, the very beginnings of firm, taut mounds beneath nipples still small but perfectly circular, slightly swollen. Lord how I wanted to touch those breasts, lick those nipples. And between her legs, legs held demurely together, the pure, simple cleft of a young girl's pussy with a beautiful, fine fan of hair rising oh-so faintly from just above her clitoris, marking the very start of her transition.

Blood surged into my loins. My penis, until now only semi-erect, stiffened almost painfully, pushing angrily at the front of my trousers, demanding release, demanding to be allowed to play with this gorgeous creature before me. I stood stunned. Holly, misreading, looked suddenly embarrassed, pained.

"You... What's wrong? You don't like me..."

"Come here," I said, stopping her with a gesture. "Come here and undress me. Come and see what I think of you."

Her inexpert fingers fumbled at the buttons on my shirt, the buckle on my belt. She may have been aware of my erection but I think not until my trousers and boxers fell did she really understand what it was. I heard her gasp. She looked up at my face, then down again, then up. I smiled.

"You know how the biology works, yes?" I asked gently. She nodded. "Well, this shows you what I think about you. Words can lie, but this can't! You are truly, truly beautiful Holly, I am truly, truly honoured you chose me, and I want you so... much..."

I stepped close, bent, put my arms around her waist and kissed her again. Her arms wavered for a second, then caught me around my neck once more. She sighed, a soft, low, "ohhh" as I pressed her naked body against mine, my erection hard against her soft belly. Her kisses were almost frantic, her arms squeezing me tightly. I lifted her, one hand beneath her gorgeous bottom, held her against me and kissed her soft, warm lips avidly.

After a few moments I set her down, flushed, her eyes shining, her breathing fast. She put a hand to her belly.

"It's wet!" she exclaimed. "Did you...?"

"No, honey, that's just what's called precum, lubricant, another sign of how I feel about you. Biology can't lie!" I grinned at her, she grinned back.

"Can I... can I touch it?" she asked, a little timidly. I had to laugh.

"Honey," I said, chuckling, "you can touch all you like!"

It was my turn to utter a soft "ohhh" as she slowly reached out and touch my penis with her small, inquisitive fingers. The feeling of a young girl's hand on my penis was unbelievably sensual. Gently, I showed her the sensitive places and how to touch them, how to use the beads of precum to make the head slippery. I showed her how to encircle the shaft with her hand and squeeze.

"I don't want to hurt you!" she said, but I told her to squeeze until I said stop. She was amazed at how hard she could squeeze, and how hard my penis felt beneath her fingers.

"The key to playing with a penis is lubrication," I said after a while. "Keep it slippery and you'll have a man in the palm of your hand, figuratively as well as literally! Lubes, baby oil are good, and saliva works pretty well too."

"Baby oil! Like this?" she said, reaching for a pink bottle of Johnson's hidden behind a line of shampoos. "Like that!" I agreed, and showed her how to get her hands slippery and encircle the head of my penis, squeezing and rubbing. I had to sit back on the edge of the bath as she got the hang of it, twisting her slippery little fist around my penis until my legs were trembling. Clearly delighted with the effect she was having, and the look on my face, she knelt in front of me and explored different ways to masturbate me. With hints from me she played faster, slower, tighter, looser, forming a ring with her finger and thumb around the sensitive base of my penis head, rubbing the shaft from top to base, squeezing, rubbing, stroking, fingering. The sensations were incredible, almost debilitating, almost overwhelming. Oh Lord it felt good, but I was being unchivalrous.

"Oh, Holly, sweetheart, you are a natural! Oh God, you've got me well and truly..." I panted. "Oh boy, but I'm being greedy." She let go of my penis and I helped her to her feet, her hand warm and slippery. "Sex is about pleasure and having fun, honey," I said, "but I think the best fun is when each person concentrates on the other's pleasure. The girl focuses on pleasing the man, the man concentrates on pleasing the girl, and everyone has a good time. Come here."

I laid a large bath towel on the floor and got her to sit on it, knees up, legs apart. I lay next to her, trickled baby oil onto her delicate fern of hair, then slowly and gently began to massage her pussy. I used one finger to start with, rubbing her pussy mound, the soft, delicate lips of her vulva, the small, neat hood of her undeveloped clitoris. I felt the initial tension disappear from her smooth, taut thighs almost at once and within a minute or so her knees were splayed brazenly wide as I rubbed and massaged, probed and stroked. I secretly looked her up and down as I masturbated her, the sight squeezing beads of moisture from my penis. Propped on her elbows, she was concentrating fiercely on her crotch, her cheeks flushed, her young girl's face a mask of something very far from the school playground, very far indeed from the classroom. The soft, low sounds she made as I rubbed her clitoris made my pulse beat hard. I leaned over to kiss her. Her mouth was open, avid. I sucked on her lower lip as I masturbated her soft, smooth pussy, probing gently to stroke her hymen.

I wondered if she would cum. The look on her face was becoming more introverted, glazing to the outside world as she focus on the awakening sensations coursing through her young body. Her soft sounds became more plosive, the muscles in her thighs began to tense again. I nuzzled my face in her hair and whispered to her. "Honey, you might cum soon. You can feel it building, and it seems scary, like you might lose control, but it's OK, it's OK to lose control. Let it take you away, sweetheart, you're safe, I love you, let it take you away."

Her hand snapped up to clutch my shoulder and I felt her back arch. She gave the most sexually thrilling cry I have ever heard, soft but high, a girl's orgasm cry. And her face...! I revelled utterly in the look on her face, that look of all things abandoned to the moment, my sweet Holly's orgasm face. She came, hard I think, a good few seconds of intense emotion, at the end of which she buried herself in my arms, hiding her face, curling into me. Oh, Holly! You beautiful, beautiful creature!

I held her for at least a minute, stroking her hair (and her bottom, if I'm honest!), until she gave a little shiver and looked up. Her eyes were shining even more brightly in her red face, a face flushed with post-orgasmic blood but one so, so happy. "Oh my God," she whispered, "oh my. Oh. That was... Oh Mr... Mr Wilson..?"

"Tony," I said, kissing her face. "I think you'd better call me Tony now, don't you?"

That made her giggle.

I topped up the bath with hot water; I guess we'd got distracted... I helped her in and we snuggled into the bubbles, she sitting between my knees, leaning back on my chest. I stroked her body, her belly and her chest, gently caressing her young breasts. We talked about inhibitions, and I gave her my view that good sex demanded they be left behind. "If two people agree to do what they do, then nothing is wrong," I explained. "Is this allowed, is that? If the two of your agree, then that's it. 'Society's rules' have nothing to say; they can just shut up and go home."

To my great delight, I sensed very quickly that one orgasm was not going to satiate young Holly. She wriggled between my knees, clearly trying to rub my penis with her back and bottom. If anything, her first non-solo orgasm seemed to have made her more horny, had, indeed, expelled a whole raft of inhibitions.

"Just ask yourself two questions each time," I said, kissing the top of her head. "Am I comfortable with it, and does it feel good? If your answers are yes, that's you done. Here, let my try something."

I got her to shift around onto her knees and lift her bottom out of the bubbles in front of me. I asked her to bend over. She did, looking back through damp hair to see what I was about. I reached out of the bath for the bottle of baby oil, squirted some onto my finger, and gently began to rub her anus with it. I didn't speak, just rubbed her anus, pressing my fingertip delicately each time, denting her anus just a little. She was silent too, and turned her head away.

"Does that feel good, babe?" I asked softly. She didn't answer straight away, but then I heard a quiet "uh-huh". "Are you comfortable with me doing this?" A little louder this time: "uh-huh". I smiled, and slowly, gently rubbed and circled and pressed until my finger was sliding into her anus, up her ass to the first joint. "Oh, sweetie, I want to do everything I can with you..." I murmured. My penis throbbed as I masturbated her anus with one finger, my other hand joining in to rub her pussy again. Slowly her posture changed, almost certainly subconsciously, and she pushed her bottom higher and further back onto my fingers.

She came more quickly this time; I think she was on a plateau of new sexual awakening, her young body tingling just below the orgasmic surface. I felt her muscles tense and I pushed my finger as far up her bottom as I could, deep into the billowing softness of her tight, warm body. Mm, a fabulous tensing around my finger and she moaned again and trembled all over, before subsiding into the bubbles. I hugged her to me again and kissed her cheek.

After a little while I disentangled myself, climbed out of the bath and held out a hand for her. She rose, bubbles running off her young body like an avalanche down the world's most beautiful mountain, and, slightly dazed, I thought, let me help her out of the bath. I wrapped her in a big, white towel, wrapped one around myself, then quickly scooped her up into my arms. I carried her out of the bathroom, kissing her gently, and through to a bedroom on the left. It was a large, stylishly-appointed room, light and airy with a king-sized bed. I laid her down in the centre of the bed, her head on the pillows, then without another word I went down on her.

Her pussy was still damp from the bath, and so beautifully warm. I licked her lips, her cleft, her clitoris, gently pushing her legs further and further apart so she was opened up to me like the sweetest flower. I tasted the most gorgeous soft muskiness in her, a pure, clean taste of young girl, overlaid with the scents of the bubble bath. I basked in her taste, the sensations of her soft thighs on either side of my face, her sounds. When I asked her softly to turn over and lift her bottom she did it at once, without a murmur. I licked her pussy from behind, running my tongue across her perineum to her anus and back. Her only sound was that beautiful low moan. I ate her, her gorgeous pre-pubescent pussy soft in my mouth, her anus winking and puckering under and around my tongue as I delved into her. I licked her hymen, stretching my tongue into her vagina as far as I could reach. Again and again I told her how beautiful she was. I lost track of time then, in a heaven of oral sex on a twelve-year-old girl. It was certainly a good while before she gave a louder groan and rolled onto her side. I looked up as she rose to her knees, then she clasped my face in her hands and kissed me long and deep.

"Oh, Tony," she panted when she let me go. "I want to do it to you. Show me how to do it for you."

Well what's a teacher to do?

So I showed her how to hold my penis in her hand and lick the head like a lollipop. I taught her how to run her tongue up the long ridge formed by by my urethra, and how to take the head into her mouth and suck slowly, then hard. I showed her how to run her tongue around the sensitive rim of my penis head, and how to poke it into the tip of my urethra. She licked up my freely-flowing precum and sucked me off in a long, slow, sensual heaven.

"Oh Holly, oh honey," I panted after too short a time. "Oh honey I'm nearly there, I'm gonna cum soon. I'll ejaculate, semen, in spurts... quite fast... don't be shocked... point me wherever... you want... but I'm... ohhh..."

"Ohh God Holly oh sweetie!"

I came, massively, and she held my penis in her mouth and sucked, sucked the semen out of me as I ejaculated, my fists bunched in the bedspread, my belly taut, a beautiful twelve-year-old between my legs letting me cum in her mouth. My lower abs convulsed again and again, a shuddering long orgasm, pulsing long after the semen has flowed, and Holly sucked my penis until I collapsed back on the bed. Eventually she let me slip from her mouth, patted my twitching member and lay down next to me. I gathered her into me, hugging her loveliness.

"Honey, that was so... fabulous. I cannot believe how lucky I am." She propped her chin on my chest, circling her finger around my nipple in a remarkably distracting way and smiled. I pulled her up and kissed her, tasting the last hints of my own semen in her mouth. She kissed back. Gone was the sad, uncertain little schoolgirl of a few hours ago. Here now was a glowing, confident girl well-embarked upon a world of sexual discovery. I pushed my head back to look at her again, her soft, rosy face alive with - just alive with the beauty of her. "Damn but you are gorgeous," I murmured.

I suggested we have lunch - it was well past one o'clock. She demurred, wanting to stay in bed. I said she'd worn me out and I needed to eat. She said eat her. I said maybe later, if she was good. I tried to retrieve my clothes from the bathroom and dress, but she kept pulling on my trousers and grabbing hold of my penis, trying to stop me. Eventually I made it into my clothes and threw her dressing gown at her.

"Lunch, girl," I growled. She stuck out her tongue in a way that made me want her all over again, but I hid the desire and just repeated "lunch" and eventually she gave in.

We ate in the kitchen. Neither of us suggested going out, even though the rain had passed and the sun shone warmly. We both understood implicitly that after lunch we would go back upstairs. I think we'd both crossed a threshold into some other world, a world in which it was just us, me and her, together for a short time and then never again. There was here and now and nothing else mattered. We ate quickly, quietly, and after lunch she took my hand and led me upstairs.

We went back to the bedroom, undressed, held each other, kissed. We lay on the bed and kissed each other head to toe. I nibbled gently on her perfect breasts, and she discovered they were seriously erogenous. I licked and sucked her tiny, hard red nipples, stroking her belly softly as I did, and she came again. I could watch that orgasm face forever. We touched, stroked, rubbed. I brought the baby oil again, and towels, and we massaged each other into frenzies. I licked her, she sucked me, we tried doing both at once and found we could reach. Sixty-nine with a twelve-year-old girl is something quite astonishingly wonderful. I licked her ass again, and used my finger on her.

"Is that really not dirty and wrong?" she asked shortly afterward.

"Does it feel good?" I replied, "Do you like it?" She bit her lip, looked down, then up with a shy smile.

"Uh-huh. Do it again." So I did.

We couldn't get enough skin contact. She lay full length on top of me and I hugged her close as we kissed. My penis stood straight between her thighs and she clamped them tight as I moved beneath her. Slowly I fucked her thighs, her soft, slippery skin closing around the head of my penis like a vagina. We experimented, her lying on her back on top of me, on her side; we discovered the best position was me seated on the edge of the bed, legs open, with her between my thighs, her legs clamped around my penis, the head rubbing rhythmically across the soft, swollen lips of her pussy. She was facing away from me, leaning back against me, her arm curled around my head, her head on my chest. I was rocking slowly, stroking her breasts, her belly, her clitoris, feeling her bottom pressed gloriously close against my crotch. I kissed her cheek, nibbled her ear. She pulled my head lower, turned hers and pressed her lips to my ear.

"Fuck me," she breathed.

Oh, Holly... Oh, wait a minute...

She felt me pause. "Fuck me!" she said, a little louder. "I want to feel you inside me. I want it to be you. I want you to be my first. Here, now. Fuck me. Make me a woman. Fuck me."

"Oh, Holly, I really don't..."

"You know I want you!" she hissed. "If I'm comfortable, and it feels good, it's not wrong. And it's not wrong. It's so right. They say you always remember your first, and I want it to be so, so special. And this is so, so special. Fuck me!"

"Oh, Holly, darling..." I turned her slightly, kissed her long, long and deep, held her and kissed her.

She knew where her dad kept condoms. I showed her how to roll one onto my penis. I took my time, alert to any change of heart. Did she really want this? Did I want this? Part of me felt guilty, but it was a small part. A much bigger part felt nothing but love and, well, honour I suppose, honour and pride that this beautiful girl wanted me to take her virginity. I'm ashamed to say though that the biggest part of me felt nothing but a deep, deep, abiding lust for this glorious little girl. Oh, yes, Holly, I will fuck you...

I decided she should go on top. I lay back on the bed, helped her straddle me, get into position. "There'll be resistance," I said. "Your hymen will stop me at first. Take your time, but when you're ready I think you should push down hard, quickly. It will hurt - only a little, I hope - but you're in control. Holly, sweetheart, you're beautiful and I love you."

I held my penis in position, held her hand braced with the the other. She rested her right hand against my chest. My penis nestled between her pussy lips, the tip brushing her hymen. The moment hung in the air above the wide, white bed, the girl poised above me, her budding chest heaving gently, her thighs tensed, her belly taut. She looked at me; I smiled. She bit her lip, her fingers squeezed mine and - she pushed. Her hips moved, not suddenly but quickly, decisively. I felt pressure on the head of my penis, a pause and then a sudden jerk as the penetration was consummated. Holly gave a sharp, low cry, her fingers crushed against mine. Her face - the look on her face - pain, joy, lust - rapture. I saw tears prick her eyes, but her hips pushed down, and the glorious warmth of her sweet, young vagina enveloped my penis like a sheath.

Other boys, other men will see Holly's beautiful orgasm face, will watch her features dissolve in glorious abandonment as she cums, but no-one will see the face I saw. No-one else will ever see the raw beauty of her face as I took her virginity, because that face is mine.

She closed her eyes for a moment or two, panting gently, then opened them and looked at me with such joy and passion that I felt a lump in my own throat.

"Oh Tony..."

"Oh Holly, darling..."

She leaned forward and I reached up to kiss her, a slow, trembling, supercharged kiss, passionate, sensual. She began to roll her hips and bottom and soon, very soon, with no guidance but her own girlish instincts she was fucking me, fucking me slowly and wonderfully with her lips hovering over mine, her breath warm and sweet. Slowly, very slowly she fucked me, and the tension in both of us built slowly but with an unstoppable momentum. My penis was hard, achingly hard, my balls tingling; her vagina was so tight, so warm, so wet. My right hand was still entwined with her left; my left hand cradled her head, fingers running through her hair. Slowly, slowly, but oh so sweetly she brought us to the edge, and threw us over.

I ejaculated harder than I'd ever done before, crying her name as I convulsed inside her. I heard her cry out too, felt her contractions, her fingers crushing mine. It seemed to go on for a long, long time, and for a long time after we just lay there, my penis still hard inside her, kissing and touching gently, whispering nothing to each other.

And now she's gone, my beautiful, beautiful Holly. Moved away over the summer. We saw each other a couple more times... and that's maybe another tale. But now she's gone, my beautiful twelve-year-old lover, my sweetheart, my darling Holly.

Damn I miss her.