Introduction

My name is George Cook. I am forty years old and single. I am single, not because there is anything wrong with me, but because I really don't like women my own age. I am attracted to younger girls, teens, and sometimes even preteens. Due to the taboos of society, I have had to be content to admire them from afar - the swimming pool, the mall, and watching cheerleaders.

Recently, a business opportunity, turned out to help me to fuel my deepest fantasies. I purchased a small motel, on the outskirts of town. It was perfect, small enough to manage myself with the help of a maid and maintenance service. I lived in the two bedroom apartment, attached to the office. From there I could answer the phones, manage the desk, and still have time to read, watch TV, work on my computer, and go about my life as usual.

When I was moving in, I noticed a loose wall board, inside the walk in closet of the main bedroom. Upon fiddling with it, it slid open, revealing two, one way mirrors, peering into the adjacent Room 101. I was shocked and delighted at the same time. One mirror, provided a perfect view of the bed, from the foot. The other provided a view into the shower. My head was racing with the possibilities. I couldn't wait to try it out.

When I opened for business the next day, I kept Room 101 vacant for a special type of guest. Several businessmen and older couples checked in, and I assigned them rooms down the row. It was late afternoon, and I was beginning to think my idea was a failure, when a very young, attractive newlywed couple came to check in. I immediately assigned them to Room 101.

After giving them a chance to settle in, I went to the back room, to see what was happening. I was not disappointed. By the time I got there, they were in their underwear, making out madly. The girl, in her twenties, had long black hair and was wearing a skimpy black bra and thong. The guy's hand was rubbing frantically back and forth over the thong.

I was disappointed that I could not hear, when I noticed a control panel with earphone jacks, down by the floorboards. I went over to my computer, retrieved the earphones, and plugged them into the jack. After turning on the switch, there it was, the sound of heavy breathing and moaning.

By that time, the man had removed her bra, pulled the thong off, and had his finger inside her pussy, pumping in and out. I had seen my share of porno videos, but this live show, was 100 times better.

As he fingered her, she pulled off his shorts, exposing a ten inch penis. She pulled him on top of her and spread her legs. The view of her wide open pussy, almost had me cuming on the spot.

Without even using his hands, he aimed his penis at her vaginal opening and pushed forward, sinking it in to the hilt. Not missing a beat, he pumped in and out, with tremendous speed. I could see a thin coating, of her juices, on the shaft of his cock.

The fast speed had her matching him, stroke per stroke. Finally her pelvis started shaking, as if it had a mind of its own. Her orgasm, caused him to explode, deep inside her vagina. As he pulled out, a stream of semen followed.

I got to watch to whole thing, from the vantage point of my own bedroom. I knew I had stumbled onto something extraordinary. I couldn't wait to get a live look at some even younger girls.

As I was closing up the panel, I heard the buzzer in my office. Entering, I saw a family at the desk. They needed two rooms, one for themselves and one for their two young teen daughters.

"Damn!" I thought to myself. "Too bad I had already given away Room 101. It would have been perfect for watching the teens, especially if they used the shower."

It was then I decided, Room 101 would be reserved for fueling my darkest fantasies...

Chapter One - The Rock'On Gymnastics Team

One of the first things I did, was buy a good, HD video camera and tripod. It was one I could link to my computer, so that I could monitor the room, and control the camera from my laptop, at anytime or from any place. I equipped it with a motion sensor, that would capture the action and sound, anytime there was movement in the room.

It had been a week, and no good prospects for Room 101 had come by when a van pulled up front. Out came a mom, followed by six ten and eleven year old girls, dressed in shorts and tee shirts with the Rock'On Gymnasts logo in the front.

"I need rooms for the girls and myself." she said. "We are here for the gymnastics meet and we are on a budget."

"Well normally, I can only allow four to a room, but I can make an exception and let all the girls have one room. And since you look like you need a break, I'll throw in the next-door room for you, free." I said.

"Great!" she said. "I don't know how to thank you."

"You already have." I thought, handing her the keys. "Room 101 is for the girls, and you are next door." I said.

As they left the office, I hurried to the back room in anticipation, checking to see that the camera was all set.

I saw the door open, and in popped the six preteens, hauling their duffle bags. The mom also stuck her head in. "Now change into your leotards quickly." she shouted. "We have to leave for the meet in half an hour."

I couldn't believe my luck. Here I was watching six ten and eleven year olds, about to strip naked before me. I had dreamed about something like this my whole life. I had only seen naked preteens on the Internet, never in person. Now they were getting naked, right in front of me.

The girls were all shapes and sizes. Two of them had bodies that were totally straight. They had no breasts, just tiny nipples and their butts were flat. However, I was still interested in what a real preteen pussy was like. When they turned toward me, I saw they had only mere slits, in the center of two wide, flat, bald, lips.

Another two girls were just starting to develop. Their breasts were small mounds and their butts were just beginning to round out. I could detect a few pubic hairs on each girls' vaginal area and their lips had hints of becoming plush. I could almost see a small clitoris at the top of their slits.

The two girls, whom I assumed were the eleven year olds, had the most developed bodies. Their breasts were a full A-Cup and they had small waists with very full hips. Their pussy lips were plush and well defined. Each had a sparse covering of pubic hair, but not enough to obscure the view. Their slits were pushed open slightly by their inner labia, and more of their clits were protruding. As they bent and squatted, trying to get ready, their vaginal openings were clearly visible as their lips splayed open.

They were all soon in their black leotards. It was interesting, watching them warm-up, do the splits, and prance around in their outfits. Their was something I always loved, about preteens in leotards. They were projecting a sexual energy, far beyond their years, at least to me!

Soon they left for the meet, leaving me to beat off to a replay of the video.

Later that evening, I heard them return. I monitored the activity from my laptop, while I went about my business. Nothing much happened for a while, they ate pizza, talked and watched TV. Soon the mom started to leave, telling the girls it was time to take showers and then go to bed. That was my queue to take my place back behind the mirror.

I watched intently, as one by one, they peeled off the leotards. Over the years, I had attended many gymnastic meets, due to my interest in young girls, and I had always fantasized about what was underneath their leotards. Now, twice in one day, my fantasies were coming true.

I heard the shower go on, and turned my attention to the other mirror. I watched as one by one the girls entered the stall and lathered up their subtle bodies. I watched as the spray made their nipples hard. I watched as water, moistened their slits, fantasizing about the treasures within.

After the first four girls dried off, they put on their sleeping clothes. Two wore short tee shirts, coming just below the crotches of their cotton panties, one wore a plain cotton nighty, and one of the older girls, wore a sheer satin nighty, showing off her breasts underneath. They were all amazingly sexy for preteens. The four of them got into one of the queen beds together. I found it odd that they did not split up three and three. They turned off the light closest to their bed, and started whispering to each other.

Meanwhile, the last two girls entered the shower, together. It was one of the eleven year olds, Samantha along with the youngest, Darlene. I watched as they soaped each other's bodies. At first they concentrated on their breasts. Darlene was fixated on feeling Samantha's eleven year old, soft A-Cup mounds while Samantha used her fingers to tweak Darlene's tiny nipples.

After a while, their hands slid down to between each other's legs, and their fingers rubbed up and down the other's slits. Samantha reached toward the back of Darlene's hairless slit, and found her vaginal opening. After rubbing it, she slid her finger right in.

Darlene then reached down, and following the slit of Samantha's plush, hairy pussy, found her vaginal opening, and pushed her finger in.

They pulled each other closer, breast to breast, pumping their fingers in an out of each other, the whole time. They seemed to be getting really turned on. I was surprised to see how sexually aroused preteens could get.

After a while the bodies of of both girls started to shake and they collapsed into one another, almost falling over. I learned just how powerful a preteen orgasm could be.

As Darlene turned toward the mirror, to dry off, I finally got to see the preteen clit I was hoping for. At the top for Darlene's bare slit, was a very excited, pale pink clitoris, pushing out of its hood. I could only imagine my lips around it.

Instead of putting on sleep wear, the two girls ran naked to their bed, slid under the sheets, and turned off their lamp. Luckily there was enough ambient light, from outside the window, to allow me to see what was going on.

After some hugging, kissing, and heavy petting, Samantha slid under the sheets, down to between Darlene's legs. The sheets blocked my view but in was obvious what was going on. Through the earphones I could hear sounds of moaning and licking. Finally there was the unmistakable sound of another orgasm, then Samantha came up for a passionate kiss.

I heard the sound of giggles, coming from the next bed.

Then the process was repeated, with Darlene going under the covers this time. Samantha's orgasm came quicker, probably due to the fact she was turned by eating out Darlene's pussy earlier.

Finally the moans and giggles subsided, and all six girl gymnasts fell asleep.

I saved and cataloged the video, for some future use, and went to bed.

By the time I got up, the girls were dressed and waiting in the van to leave. The mother came to the desk to thank me again. She told me they would be in town monthly for gymnastic meets.

I told her she could have the same deal, any time she came to town.

She gave me a list of dates, and I reserved Room 101...

Chapter Two - Prom Night

The action in Room 101 kept me well occupied. There were the numerous couples having sex, both married and not, a variety of teen and preteen daughters, traveling with their parents, and the monthly gymnastics team. I was, however, always on the lookout for something more, more sexual that is.

There were several high schools in this and the surrounding towns. I noticed from the dress and floral shop ads, that prom season was approaching. I remembered how prom night was often the rite of passage, for teens losing their virginity, and had an idea.

Most of the high schools, offered ads for sale, in the back of their sports programs, to area merchants. I placed an ad, for my motel, in every one I could, with a coupon for twenty percent off.

The ads were ostensibly for the parents and community members, but I gambled that they would catch the attention of the students.

I was sooo right. After the first set of ads, I got six reservations for the Saturday night of Central High's Prom. I would have to wait to see who showed up in person, before assigning Room 101.

On Saturday night, a number of high school couples came to check in. Most seemed about seventeen years old. Too old for a pedo like me, so I assigned them other rooms. Finally just the right couple arrived. The boy was a tall, athletic and sixteen, while the girl was a young looking fifteen year old. She had long brunette hair, nice 34C breasts, and looked stunning in her short, red, satin prom dress. I gave them the key to Room 101.

Having filled all the rooms, I flipped on the No Vacancy sign, and got comfortable in the back room. I made sure my camera was running.

It was fun watching them. They were so awkward and inexperienced. The boy brought a bottle on some kind of wine, which he poured into the plastic motel glasses. They both reluctantly drank some, as if not really liking the taste yet wanting to appear sophisticated.

They found some slow music, on the music channel, and proceeded to dance. As they did, he pulled her close, and started to make out. Their kisses were open mouthed and passionate, enough to give me a hardon right then and there but soon it got really hot. The boy reached behind and pulled down her zipper. The front of her dress fell forward. She wasn't wearing a bra, and out popped her two, gorgeous 34C breasts. He reached up and fondled them. He then bent down and placed his mouth, first over one, then the other, sucking at the nipples.

She moaned, reached down, and then pulled her dress over her hips, down to the ground. As she stepped out of it, she stood there in only high heels and a pair of red, silk, bikini panties.

"Your turn now." she whispered.

It didn't take long for him to strip down to his briefs. His hardon, formed a visible tent in front.

He threw back the bedspread and pulled her onto the sheets. They started to make out again, lying side by side.

She reached down, and pulled off his briefs. When she did, his eight inch penis flopped out, landing on her thigh. She reached out and examined it with her hand. It seemed to be the first penis she ever held.

He in turn pulled off her panties. As he did, she rolled onto her back, and spread her legs. I got a fantastic look at her fifteen year old pussy. Her pussy lips were extremely plush, covered by a light coat of brown pubic hair. Both her clitoris and inner labia were swollen and protruding. Her vaginal opening was visible and I swear, I could see moisture starting to leak out.

She leaned up and whispered. "I started taking the pill, like you suggested."

With that, he centered himself over her, and pushed forward. Though inexperienced, his penis found her vaginal opening, and started to slide right in.

It stopped as he must have hit her hymen. I saw her nod yes, and he then pushed forward, and slid all the way in. I saw a tear in her eye as he rested inside her for a moment.

He then started to pump in and out, slow at first and then very fast. Her hips started to meet him stroke per stroke, but then he stiffened up and released inside her. As he pulled out, a steady stream of semen, flowed out of her pussy. What I sight it was!

"Sorry." he told her. "You just felt too good."

"Oh, that's OK," she said, "you felt good too."

"Well that was just the beginning." he said.

Looking down, she saw he was still hard. (Oh, to be fifteen again!)

He went back over her, and plunged his penis back in. This time there was no hymen to block his entry, and his semen formed a nice lube. He started to pump in and out, slow and deep.

When he felt her getting into it, he would speed up slightly. When she really started going, he would slow back down. This happened several times and she was appearing to be getting frustrated.

She pointed her toes to the ceiling. When she did, I got an even better view of his cock going in and out of her fifteen year old pussy. It was white and covered with cum.

Finally, they both sped up and I saw her body convulse in orgasm. He stiffened up and released another load deep inside her. When he pulled out, an even bigger cream pie flowed out of her opening.

There was another tear on her cheek. This time, a tear of pure bliss.

They fell asleep naked. The camera kept filming, as I went to bed.

When I woke up, I fast reviewed the video. I saw that they had had sex two more times during the night. I would watch that another time. I noticed that they had woken up and were in the process of having a morning quickie. I watched in person as I stroked my cock.

After they were finished, they jumped into the shower. My camera caught them feeling each other all over and captured the semen going down the drain. The sight of two naked teens, having sex, took the value of Room 101 to new heights!

For the next month, Saturday nights were booked with the Prom crowds, from a number of schools. Each experience was as good as the first.

I was also acquiring, quite a collection of videos...

Chapter Three - Aunt Kathy and Nephew Brett

It was early evening and the motel was nearly full. A car pulled up and in walked a very pretty twenty something woman and a fourteen year old boy.

"Hi, my name is Kathy and this is my nephew Bret." she said. "We are traveling cross country to join his mother and we need two rooms for the night."

"I'm sorry, we only have one room left." I replied. "But it has two queen size beds, will that do?"

"I guess it will have to." she said handing me her credit card.

I gave her the key to the only room left, Room 101. I didn't think there would be much to see, but I went in back and settled in anyway.

I was hoping to at least get a good look at Kathy, if she got undressed or took a shower. She was, as I said, in her twenties and a real knockout. She had short medium length red hair and C-Cup breasts.

Kathy went into the bathroom, undressed, and got into the shower. I was not disappointed. Her breasts were nicely proportional to her body. She had a nice round butt and small waist. Between her legs, was the most beautiful, red haired pussy I had ever seen. It was so neatly trimmed, it framed her plush, fleshy lips, perfectly.

She wrapped the towel around her body and went into the bedroom, giving Brett his turn. As he entered the shower, I did a double take. Brett was very well endowed for a fourteen year old. His penis was about nine inches flaccid and a good two inches in diameter.

Kathy forgot her hairbrush in the bathroom, and decided to reach in to get it. As she cracked open the door, she caught sight of Brett's naked penis. She had not seen it since he was little, and couldn't believe her eyes. She starred at it for a while and then snapped out of it, and closed the door.

Brett came out, also wrapped in a towel, hoping to retrieve his PJ's. He was surprised to see Aunt Kathy, still wrapped in her towel. It did little to hide her cleavage and he could see a few hairs of her red bush, peeking out the bottom. She had a look of shock on her face.

"What's wrong, Aunt Kathy?" he asked.

"I,I...just can't believe it." she stuttered.

"You can't believe what?" Brett asked.

"I don't mean to be improper, or embarrass you, but I saw your penis in the shower," she answered, "I can't believe how big it is."

Brett turned red, as she continued. "Would you mind if I had a better look?" she asked, reaching out for the towel.

Brett just stood there as she pulled it off. His nine inch member, dangled in the breeze.

"Oh wow!" she exclaimed, wrapping her hand around it. "this is the biggest cock I have ever seen."

As she examined it with her hands, from the base to the head, it started to grow to a full twelve inches.

"I just have to have this inside me." she whispered to herself.

"Brett," she asked louder, "have you ever had sex before?"

"No, Aunt Kathy." he nervously answered.

"Would you like to have sex with me?" she asked.

"Aren't we related?" he answered.

"Well not by blood. I'm only your mom's sister-in-law." she answered. "And she's divorced from by brother, so technically, we're not related at all."

Not waiting for his answer, she pushed him on the bed on his back, and continued stroking his penis, keeping it nice and hard. She pulled off her towel, giving him his first look at a fully naked woman.

As with any fourteen year old, his eyes first went to her breasts. He loved how round they were and how straight her nipples poked out.

He was most curious about her pussy, having seen many photos on the Internet. He loved the red pubic bush, and how it matched the hair on her head. He noticed her outer lips were fatter then most he had seen and saw what appeared to be an equally plush set of inner lips, swelling out.

He reached out and ran his finger inside her inner lips, when he reached her vaginal opening in back, he couldn't believe how wet it was. He reached up and put his finger to his noise, getting his first scent of a woman.

Meanwhile, Aunt Kathy straddled him, cowgirl style. I had a perfect vantage point. From the foot of the bed, I could see the head of his massive penis, probing her vaginal opening from behind.

She reached her hand down, guided him in, and then moved her hand away. I saw the bulbous head disappear into her opening, followed by about six more inches. He seemed to be having some trouble going deeper. Evidently she was wet, but not wet enough. She pulled up slightly, trying to coat more of his dick with the juices at her entrance, and then pushed down again. She repeated this several times, until his penis sunk all the way into her vagina.

As he bottomed out, Kathy's pelvis immediately started shaking, in the first of what was to be many orgasms.

After calming down, she started to rock up and down more slowly over his penis, coming almost all the way up on each stoke. She wanted to make it last for both of them, and knew that slow and steady would do the trick. Little did she know, Brett had the stamina of a pro anyway.

Aunt Kathy kept this up for fifteen minutes, and finally it was she who started to speed up. When she did, her body exploded in another orgasm. I loved seeing her slick juices coating the underside of his shaft.

Without pulling out, Brett took the lead and turned Aunt Kathy onto her back. He pumped in and out, fast and deep, fast and deep. His penis filled every inch of her vagina as she had two more orgasms, while he continued pumping. Finally, as her third orgasm started, I saw him stiffen up, and load upon load of pent up semen, shot into her pussy.

Her vaginal canal could not contain it, as it leaked out between the walls of her pussy and his thick shaft. When he pulled out, an even bigger load of cum, leaked onto the bed.

She appeared to have passed out, as he rolled over, and turned out the light.

I went to bed, feeling as exhausted as them.

The first thing I did, when I awoke, was check in on them. They were still naked, sleeping above the sheets. Brett had a raging morning hardon.

As I sat down, with my morning coffee, they both started to stir.

I heard Kathy say something about her pussy being sore and then go down and take Brett's penis into her mouth. She could only get the tip and four inches down her throat but that seemed to be enough. After about ten minutes, he exploded into her mouth. She swallowed about half of the semen down her throat while the rest leaked out around her mouth.

They went to the bathroom and then took a quick shower together. Fourteen year old Brett, didn't seem as shy as he was yesterday. As they were dressed and ready to leave, I heard Kathy on her cell phone.

"Hello Sis, this is Kathy." she said. "There's been a change in plans. Brett's going to be spending the rest of summer, here with me!"

Chapter Four - Kissing Cousins

One day, a nice Lexis SUV pulled up. Two couples came into the office with a boy and girl. I learned the children were cousins. Each was eleven, each was in sixth grade.

They asked for three rooms, one for each couple, and one for the cousins. They explained that they were attending a business meeting and dinner. Since they would be late, they thought it best that the kids had their own room to keep each other company while they were away.

They asked if I thought it would be safe to leave them for the afternoon and evening. I told them it was a good part of town, and there was a pizza place next door that delivered. I also explained that I had just opened the pool for the season, and there would be plenty to keep them occupied.

Finally I told them, I would give them Room 101, right next to me, in case they needed anything. I said I would keep my eye on them. (Little did they know, I meant literally.)

They thought that sounded good, introduced the cousins as Nick and Nancy, and checked in. After getting their bags in, the parents left for their meeting and the cousins got ready to change into their swimsuits. That prompted me to head for the back room.

Nick, went into the bathroom to change while Nancy stayed in the bedroom. That was great, since the bedroom afforded me the best view. The camera was rolling, as always.

Nancy was a very petite girl. She had blond hair, cut very short, almost boyish. As she undressed, it was obvious she had just started puberty. Her breasts were a nice A-Cup and her butt was nice and round. Her pussy was changing from a mere slit to pleasantly plush. She had a light blond covering of pubic hair, all over her pussy lips. There was a hint of her inner labia, straining to poke out. Her skin was as fair as her hair, and her legs were long, the kind any man would love wrapped around his waist.

Her swimsuit was a yellow bikini. Not only was it skimpy to begin with, it appeared to be a size too small. Her eleven year old, A-Cup breasts, spilled over the sides, and the bikini barely covered her bottom. It hung tightly to her butt in back, and formed a nice cameltoe in front.

I also caught a glance of Nick as he was changing. He too must have just started puberty. He had a sparse patch of pubic hair surrounding his penis, which was about four inches long, flaccid. He wore a trunk type suit, that was likewise a little too small.

When they went down to the pool, I followed, pretending to do some tasks pool side. I just love preteen girls in bikini's. I am so glad I opened the pool. I watched as they frolicked in the pool, all afternoon. I watched Nancy as her breasts bounced as she ran. I studied Nancy's cameltoe, as she lay in the sun. I fantasied about her long legs, as she pranced around pool side.

It was getting towards late afternoon, and they went back to their room. I figured they were hungry, so I picked up a pizza, and some pop and delivered it to their door. They were most grateful. I then went back to my observation room.

They sat around, still in their swimsuits, eating pizza and making small talk. Evidently they had know each other their whole lives and had shared many things together. When finished, they cleared the food, and sat up on the bed, continuing to talk.

"Gee you've really grown up, since I saw you last." Nick said. "Your body is so, um... sexy."

"Well thanks." Nancy said, blushing. "So is yours. Do find yourself, um... feeling different around girls lately? You know, anxious, nervous, excited? I'm feeling that way around you, right now. Isn't it strange. We've known each other forever."

"Well yah." Nick replied. "I'm feeling that way too. I'm really excited to be with you right now.

As he said this, Nick's penis expanded, and the tip started sticking out of the bottom of his trunks.

"I can see that." Nancy said, directing her glaze towards his crotch.

"Oh God!" Nick exclaimed, as he rearranged himself.

"Hey, no need to be shy." she said. "I've seen your thing before. Remember when we were little and used to play I'll show you mine, if you show me yours?"

Nick leaned back, and spread his legs again. The tip poked back out. Nancy reached forward, and pushed the cloth of his trucks up further. "Wow, it's gotten bigger since we were kids." she sighed. "Can I see all of it?"

Nick simply reached down and pulled off his trucks. Up popped his rock hard penis. It was six inches, erect.

Without asking, Nancy reached over, and took his penis in her hand. She rubbed it, from the tip to the base, examining every square inch with both her fingers and her eyes.

"OK." Nick said, "I've shown you mine, now your turn."

Nancy reached behind, undid her bikini top, and let it drop to the floor. Nick got his first peek at real, naked breasts. I had to admit, they were quite nice, for a girl her age, about the size of two oranges.

Since she had touched him, he reached out and put his hands on her breasts. He felt them all over, loving how soft they were. As his fingers rubbed over her nipples, he was delighted to see them become erect and hard.

Nick then reached down, and put a hand on each side of her bikini panties. She raised her hips up and he pulled the panties down, and soon they were on the floor, beside his trunks.

Nancy spread her legs, giving Nick (and me) a perfect view of her eleven year old pussy. As I saw before, her outer lips were starting to get plush, like that of a more mature girl. They were covered with a light fuzz of brown pubic hair. Being that her legs were spread, her inner labia, pushed out even further.

Nick took his fingers, and spread these inner lips apart, feeling how moist they were becoming. He then slid down further and discovered her vaginal opening. He pushed his finger in and out, feeling even more moisture. He stopped pushing inward, when he felt an obstruction.

Meanwhile, Nancy's feeling of Nick's penis, was turning into pumping. He felt her hand milking it from top to bottom, in long, slow strokes.

She moved closer to Nick, and whispered in his ear. "Rub here." she said, directing his hand to her clitoris.

Nick placed his hand on the emerging bud at the top of her slit and rubbed. The more he rubbed, the more she moaned.

Nancy leaned in and put her mouth over Nick's. She gave him a wet, open mouthed kiss, inserting her tongue as she did. They held it until they had to take a breath. I couldn't tell who started speeding up first, but soon they were rubbing and pumping each other at a furious pace.

I noticed Nick's body stiffen up first, and then rope after rope, of thick white semen, shot from the tip of his penis, landing on the bed and all over Nancy's hand.

Then I saw Nancy's body shake and she squeezed her legs together, trapping Nick's hand between them.

They both looked at each other, not knowing what to say. Nancy was rubbing the semen between her fingers, and then dripped some into her mouth.

"Um, tastes like chicken!" she exclaimed. They both laughed, breaking the silence.

They lay together naked, this time telling each other what they knew about sex. They talked for a good half hour, all the while, continuing to rub each other.

Soon Nick's penis was hard again. "There's one thing I don't understand. How does something that big, get into a hole this tiny?" Nancy asked, placing Nick's finger, again at her vaginal opening.

"Well I heard a girl's pussy gets lubricated when excited and stretches to accommodate any size." Nick explained.

"Well I'm still pretty excited, feel how wet. Do you think we can see if it will fit?" Nancy said. "I don't want you to bust my cherry, just push it in a little."

With that, Nick climbed up over, between her legs as she spread them. From my vantage point, I could see her vaginal entrance, opening up, ready to be entered. Not having had any experience, Nick couldn't find the right spot. Nancy had to reach down, and guide his penis, into her opening.

As he pushed forward, the tip went in two inches and then hit her hymen. Nancy felt relieved, IT FIT!

Nick then started to rock in and out, in shallow strokes. Although not deep, this was starting to have an effect on Nancy. She tried to speed him up and her breathing got shallow.

Finally she just yelled out, "OH HELL, PUSH THAT THING INSIDE ME, NICK!"

Nick didn't need to be told twice. He pushed in hard, busting right through Nancy's hymen. The cousins were virgins no more. I had witnessed another defloration, this time, of two eleven year old preteens.

Nick started pumping in and out of Nancy, in deep but rapid strokes. Luckily he had cum earlier, and felt he could last a long time. A girl's body is different, however. Orgasms make them even more sensitive, and soon she was cuming in waves. I got excited as I got to see Nancy wrap her long legs around Nick's waist.

After about fifteen minutes, her vaginal canal was just too tight, and another orgasm milked a massive load of semen, deep into her pussy. (Nancy told Nick later, that even though she had started puberty a few months ago, she had not yet had a period, so he should not worry about having cum inside.)

As Nick pulled out, I watched as a river of semen, flowed onto the bed.

They held each other close, naked in each others arms for a while, and then changed into their PJ's. They kicked their swimsuits, under the bed, so they would be out of sight. Wiping down the bedspread, and sheets with a towel, they were careful to get rid of the evidence of their activities. (I made a note for housekeeping to clean the bedding.)

They then got into their separate beds, to watch TV. An hour later, their parents returned, and the first thing they did was check up on the cousins.

Popping their heads into the room, they asked, "So how did it go?"

"Just fine." said Nick.

"OK then, see you in the morning." they said, closing the door.

Nick jumped up and chain locked the door. He then hopped into Nancy's bed and they torn off each others PJ's.

I don't know how many times they had sex that night or what positions they tried. I went to bed after watching them fuck once more. I would have to check the video, to see for sure.

The next morning they got dressed, and met their parents on the way to the car.

I heard them ask, "Can we come with, on your next business trip?"

I hoped they would keep my motel in mind for the future.

I was happy to have been seeing so much teen and preteen nudity and sex, but was frustrated with the fact, that society would probably never allow me to experience any. I couldn't help wonder what it would be like to have a young girl, especially a virgin. Little did I know I would soon get my chance.

Chapter Five - Little Payton

One day, at the beginning of summer, as I was cleaning the pool, a woman approached me with her daughter, a twelve year old, with long blond hair. She was dressed in short/shorts, which showed off her fine legs and a striped tube top, which accentuated her B-Cup breasts.

"Hi I'm Dorothy Rhodes, and this is my daughter Payton." she said.

"Nice to meet you, I'm George Cook. How can I help you?" I asked.

"Well we live in the apartment next door, and I've seen you working around here for several mouths." she said. "You seem like a very nice and responsible person, and I need some help. I'm a single mom, and I just got a job finding new talent for a teen and preteen modeling agency. I don't have anyone to watch Payton, while I work during the day."

She continued, "I hate to leave her alone. I was wondering if she could hang around here and you could keep an eye on her. I'm sure she could be a big help to you, she's really good at doing chores. In addition, I can make sure, my agency books your motel to house any teen and preteen models from out town. That usually amounts to several per week. And watching Payton, would only be until school starts."

Looking at cute Payton and considering the motel filled with teen and preteen models, it was a no brainer. "Sure." I said. "Send her over starting tomorrow. And have her bring her swimming suit, in case things get slow, and she needs to entertain herself."

Dorothy thanked me and surprisingly, Payton gave me a big hug. This didn't seem to phase Dorothy in the least.

The next day, Payton came over, carrying her backpack. She was dressed in the same short/shorts and tube top. The nipples of her braless, B-Cup breasts, poked out of the thin material. "Hello Mr. Cook. What can I do for you today?" she asked.

"First of all, call me George." I said. "You can start every day by cleaning up the pool area. Pick-up the trash, straighten the chairs, bring the towels to the laundry, collect any glasses, and sweep up the leaves."

"Oh good, I like doing jobs like that!" she said.

I watched Payton work, as I skimmed the pool and tested the chemicals. She was a very pretty, with blue eyes and long blond hair. Her body was extremely sexy, the perfect definition of jailbait.

Since I had a maid service, most of the jobs merely involved outdoor clean up. With Payton's help, we were done by noon.

"Time for lunch," I said, "what can I get you?"

"Oh I brought my own." she answered, pulling a brown bag from her backpack.

"Well can I at least get you a pop?" I said.

"Mom doesn't let me have pop." she said.

"It can be our little secret." I said, handing her a cola.

We sat at the table, outside my apartment, ate lunch, and talked. She was quite a good conversationalist for her age. We talked about many things.

Finally I said, "You've worked hard enough for today, why don't you go swimming. You can change in here." I said opening the door to Room 101.

As she went in, I rushed around to my back room. I was just in time to see her lifting up the tube top. Since she wasn't wearing a bra, removing the tube top, released her two B-Cup breasts. They were slightly large for her petite frame and toped by nipples, the size of pencil erasers, over two quarter sized aureolas.

She pulled off her shorts, revealing a pair of white cotton, bikini, panties which she quickly removed. I then got my first look at her twelve year old pussy. Her outer lips were very plush and fleshy. There was a nice covering of blond pubic hair, just above those lips and a light coating on each side of her slit. As she spread her legs, to put on the suit, I could detect her inner labia, just inside the slit. I thought I could also see the little bud, that was her clitoris, barely peeking out the between the top of her lips.

I raced out to meet her as she exited the room. Her suit was a navy blue one piece, the kind that most young girls wear. It was totally non sexual, except for the fact her nipples poked out from atop her breasts and the cloth went into the crack of her pussy slit.

She swam and played in the pool, the rest of the day, while I worked on my laptop, outside, and tended to an occasional guest. I kept a watchful eye on her, as I had promised her mother. I enjoyed watching her. Her round butt, was a real delight, her breasts bounced as she ran, and I had a perpetual hardon, just looking at the way the cloth went into the slit in her crotch.

In late afternoon, Payton changed back into her clothes, and Dorothy came to get her, shortly afterwards.

The rest of the week went pretty much the same. I had stopped watching her change. I had plenty of video of her.

As we were finishing lunch on Friday, Payton started to complain.

"I hate my swimming suit." she said. "It's really ugly and it digs into my pussy."

I was surprised to hear her talk like that, but I just let it slide.

"Well I have a bikini, that one of the guests left behind. I think it is your size. You can have it, if you want." I offered.

"Mom won't allow me to wear a bikini." Payton said.

"It can be our little secret." I said, as I handed her the yellow bikini, cousin Nancy had forgotten under the bed.

When she came out, after changing, my jaw dropped open. The bikini, which was almost too small for eleven year old Nancy, definitely did little to hide Payton's twelve year old body.

The top exposed more than fifty percent of her breasts. When she bent forward, her nipples would show. The bottoms, barely covered her butt crack, and were cut so low in front, they just covered her pubic bone.

Nevertheless, Payton really loved it and gave me a big hug, before jumping in the pool. Needless to say, this gave me another hardon.

As she splashed around the pool, I noticed that her breasts popped out of the top, several times. She saw that I noticed, but covered up and went back to playing.

When she got out, I noticed that she still had quite a cameltoe. I decided to be bold.

"I see the suit hasn't solved your pussy problem." I said.

"You shouldn't be looking at me, or talking to me like that!" she snickered.

"It can be our little secret." I laughed. That joke was becoming our standard line.

That next week, the motel didn't have many guests during the day, so I started to g swimming with Payton. Besides the pleasure, of visually watching her there was lots of physical contact. I often caressed her butt, when catching her and she would press her breasts against my back, while grabbing me from behind.

As the days when on, our physical contact got bolder. Her hand would often "accidentally" brush against the front of my trunks. We started to play this game, where she would wrap her legs around my waist, while floating on her back. When she did, my penis always got hard, and pressed into her pussy. She had to have felt it.

With her legs still wrapped around me, she began to wrap her arms around my neck, putting her chest against mine, and giving me an extended, tight hug. I figured I was providing the affection, of her long absent father.

During one of these hugs, the top of her bikini slipped up, landing her bare breasts against my chest. Payton made no effort to cover up.

She whispered in my ear, "This can be our little secret."

The next day, she purposely lifted her top while hugging. She also started grinding her pussy harder, onto my cock. As I grabbed hold of her butt, pulling her closer, she surprised me and reached her hand, down to my cock.

"Speaking of secrets," she said, "I'd really like to see this thing. I've never seen a real cock before.'

"OK." I said. "But someone may see us here. Let's go inside."

We grabbed our towels and headed to Room 101. I was happy I had installed the motion sensor, to start the video camera, whenever there was movement in the room.

I sat on the bed next to Payton. Without saying anything, she reached over, and pulled off my trunks. Up sprang my eight inch cock.

"Oh wow!" she exclaimed. "It's so big. Can I touch it?"

"As long as..." I said...

"I know," she interrupted, "as long as it's our little secret. Let's just say, everything from now on will be our little secret. And by the way, this isn't so little." she continued, grabbing my cock.

Payton took it in her hand, examining it all over. She squeezed the cockhead, watching as some pre cum leaked out. She rubbed up and down the shaft. The thought of her tiny hand around me almost had me cuming on the spot. She even cupped my balls, noting how heavy and full they were.

"OK, now it's my turn to see you." I said.

Payton reached back, unhooked her top, and let it drop to the floor.

"Nice but I've already seen them." I said, in a smart alec tone.

"Yea, but you haven't tasted them." she said, equally sarcastic.

Leaning over, I placed my mouth over her right breast. I sucked the nipple until it got erect. I then did the same to the left side. It was starting to turn her on, for her breathing was getting more shallow.

Without me saying anything, Payton hooked her thumbs in the waistband of her bottoms, and pulled them completely off. She bent her knees, placed her heels on the bed, and spread her legs.

"Happy now?" she snickered.

"Not as happy as you'll be in a few minutes." I said, continuing our banter, as I slid my face down between her legs.

From there, I got a close-up look of what I had only seen from behind the mirror. It was the perfect, twelve year old pussy. As I noted before, her outer lips were full and plush surrounded by a light covering of blond pubic hair.

She must have been excited, for her inner labia, were swollen, protruding, and almost as big as her outer lips. Her light pink clitoris, was sticking out and definitely more aroused.

I gently spread open her inner labia, using the fingers of my left hand. I could see how smooth and moist these inner lip were. I repeatedly traced up one side and down the other, with the fingers of my right hand, delighting in the silkiness.

Toward the bottom, I came upon her vaginal opening. There was a visible coating of moisture inside. As it was splayed open before me, I could see her preteen, virgin hymen. I inserted my finger, just and inch. I wanted to do everything, not just see, but also feel, the preteen pussy.

I wiggled it around, feeling it getting even wetter. An aroma filled my nostrils. It was pungent, yet sweeter than I had ever smelled. I had to have a taste. I replaced the finger with my tongue. I licked up and down, drinking in as much nectar as I could.

Payton in the meantime, didn't know what hit her. Her body was squirming, her breathing was frantic, and she was moaning, incoherently. Her hands were on the back of my head, pulling my face, into her vagina.

I was able to push free slightly, and move my mouth, up to her clitoris. By this time, it was about the size of a marble, and I was able to get my whole mouth around it. I sucked ever so gently, while tracing the alphabet over her clit, with my tongue. It was a technique I heard about online.

By the middle of the third time, her little body, exploded in one of the most powerful orgasms I had ever seen. I don't know if she ever had an orgasm before, or even knew what one was, I just knew she liked it, falling back on the bed, with her knees still bent and spread.

I climbed up over, between her spread legs.

"Do you know what sex is Payton?" I asked.

She mumbled, "Uh huh."

"Would you like to have sex with me?" I asked.

Again, all I got was another, "Uh huh."

I placed my penis, at her vaginal opening, and pushed forward an inch.

I felt her opening stretch to accept my cockhead. Something I never thought was possible, was about to happen. I was about to fuck a twelve year old. I looked at Payton's face, capturing her last look of innocence.

I then pushed forward, with all my strength, busting through her hymen. I stopped deep inside, letting her get used to the feeling. After a brief expression of pain, the look on her face, turned to pure bliss.

She pushed her pelvis, up onto me, as if wanting me even deeper. This signaled me to start pumping. I like to fuck in long, slow deep strokes, savoring every minute, enjoying the pleasure on every inch of my cockhead and shaft.

Payton was OK with this, at least for the first ten minutes. She straightened her bent knees and wrapped her legs completely around my hips, trying to become one.

After a while, I felt her trying to speed up. I obliged her, and sped way up, continuing with long, deep strokes. It didn't take too much of this, until I felt her vaginal walls expanding and contracting around my shaft. I then exploded also, shooting a healthy load of semen, deep into her preteen vagina. I intended to pull out, but passion got the best of me. (She told me later, she was on the pill, in order to curb her acme.)

Wanting the moment to last forever, I stayed inside her until my cock got limp and I slipped out. What seemed like a pint of cum, followed, flowing onto the bed.

After resting a while, Payton rolled me on my back, and climbed on top of me. Pressing her naked breasts, into my chest, she looked into my eyes.

"George," she said, "if you want, we can do this every day."

"As long as it remains, our little secret!" I said.

Payton reached behind and noticed I was hard again. She placed my penis, at the opening of her vagina and sat up straight. She then bore down, plunging my penis, right into her pussy. As she rocked up and down, her twelve year old breasts bounced to the rhythm.

We fucked like that, all afternoon, and for the rest of summer.

I learned then and there, dreams can come true...

Epilogue

Payton and I were really starting to become attached to each other. It was more than sex, it was beginning to turn into love. Who would of thought, a Middle school girl and grown man could have fallen for one another.

When school started, Payton needed to have an excuse to continue coming over. I offered her a paid job, doing all those tasks she helped with during the summer. Her mother was happy with that arrangement.

I had so many video of her, we shifted our encounters to my apartment.

Payton is in high school now, and our relationship is stronger than ever. We plan on getting married when she turns eighteen.

Hopefully both her mother and society, will be more accepting by then.

As for the videos, I have posted them all online, all that is, except for Payton's. They will remain private forever.

The others can be viewed, for a fee, in an area called The Underground Internet. If you know where to search, you can find them in Room 101.

As for the actual Room 101, yes, I still book it, I still spy on it, and I still video tape it. I have found, one can never get tired of seeing naked preteens...

The End