I carefully laid Karen in the middle of my bed and then laid down next to her on my side, my left arm bent and my head resting against my hand. I gazed up and down her slight form, utterly captivated by her little body; the stiff little points of her nipples sticking up from her otherwise totally flat torso, her smooth unblemished flesh and the puffy rise of her pussy mound between her slightly parted legs. I placed my right hand on her belly and gently circled it in tiny motions, I simply couldn't get over how soft and tender she was.

"Mmmm," I smiled at her. "Karen, you are positively the most sexy little girl I've ever seen."

"That's good, huh, Grampa? Being sexy?"

"Yes, kitten, that's very good," my smile widen to a grin. "Do you know what that means?"

"Not really," she shook her head, "but I think it means something like it makes you want to fuck me?"

"Yeah," I lightly laughed, "that's pretty much it."

"Don't make fun, Grampa, I just want to know."

I was beginning to more and more understand what Bev had told me about Karen being slightly experienced yet innocent. She was not the slightest bit bashful about being naked and was totally free and open in allowing her most intimate bodily areas to be touched and felt as well as doing her own exploring. And though she had learned the very basics of sex through her dildo play with Bev she was completely unaware of the foreplay and intimacies that provide the thrills of actual making love. I was certainly not going to disappoint my daughter in completing Karen's sexual training and, as she had put it, removing the last of her innocence. And it was time to begin.

"Okay, honey," I turned a bit serious, but still kept my demeanor light. "Being sexy means a girl is pretty, just like you," I kissed her nose causing her to giggle a little, "has a delicious body, just like yours," I stroked my hand lightly up over her nipples then down to cup her pussy and back to rest on her belly, "and knows how to make men hot and horny."

"Hot and horny? You mean it gets their dick hard?"

"Uh huh," I agreed, "and so much more..." I trailed off as I lowered my mouth to hers.

As I had expected Karen's lips were stiff and still so I kept my kiss gentle, just lightly brushing my lips on hers. After about 5 seconds I started rotating my mouth in very small circles, parted my lips and then slid my tongue along her lips a couple of times, she kept her mouth closed so I drew my head back.

"Did you like that kiss, kitten?"

"Yeah," she looked at me sweetly, "but why did move your head like that and lick my lips?"

"Because that's the way men kiss their little girls," I shifted a mite and slid my left arm behind her neck, "especially when they get hot and horny."

"Oh, I see," her face registered an understanding. "Kiss me again, Grampa," she placed her hands around my neck.

I met her mouth with mine partly opened and as soon as our lips touched I felt her lips part and her tongue lick against mine. I pressed my mouth a bit more against hers and touched her tongue with mine then slipped it into her mouth. Karen was an apt and ready pupil and our tongues were soon dancing together and exploring each others mouths.

I thought I had died and gone to heaven! I was French kissing my 6 year old granddaughter! Her small tongue swirled inside my mouth. Her child sized lips slipping and sliding against mine as she held my face to hers and our mixed spittle leaked from the corners of our mouths. I drifted my hand from her belly and slid my palm over her nipples, applying just a little pressure to feel her hard nubs, and then squeezed my fingers to mold at the underlying flesh.

"Ohh, Grampa," she slid her mouth off of mine and pulled my head down so we were cheek to cheek. "I love you doing that," her voice was low, "it makes me feel tingly. I think I'm getting hot and horny too."

"Ohh," I drawled and raised my head to look at her, "let's see." I slid my hand from her nipples and down between her legs to cup her pussy, I could feel her warm dampness on my palm.

"I think so too, honey, your pussy is getting wet." I squeezed her mound.

"Kiss me again, Grampa," she moved her face around to look at me, "make me hotter and hornier."

"Patience, kitten," I said calmingly, "it'll come. Let's just play and enjoy each other."

We brought our mouths together again, our lips open and our tongues instantly dancing. Karen separated her legs as I lightly clasped her mound and slowly inserted my finger between her pussy lips and drew it through her slit. I felt her flinch and part her legs fully to accept my hand and finger. With her thighs now parted I spread my fingers wide, bringing my thumb up to flick her clit and bending my fuck finger to slide up from the bottom of her slit until I felt her pussy hole. She wasn't tight like a 6 year old child should be and with just a little nudge my fingertip slipped inside her to my first finger joint; I rotated it in tiny circles while continually rubbing her clittie nub with my thumb.

"Mmm, Grammppa..." she moaned against my mouth.

As we continued kissing I drew my left hand from beneath her head, slid it between us and began feeling her chest and caressing her nipples with my fingertips, they felt like tiny stones. I could feel her heart beating rapidly beneath my hand and her chest rising and falling with quick short breaths.

I slowly rotated my lips off of Karen's and, giving her lips a final lick, laved my tongue down her throat and chest, then flattened and swapped it across her nipple. She moaned again, and I repeated the swipe of my tongue before lowering my mouth onto her flesh and giving her hard nub the tiniest of nips as I sucked at her nonexistent breasts. She arched her back and exhaled a long breath.

"Does that excite you, kitten," I moved my head and kissed her briefly. I could feel her wiggling her hips against my hand as I licked and nipped her nipples, and slid my finger further inside her tiny pussy hole and started finger fucking her

"Do you like Grampa sucking your nipples and fingering your pussy, huh?" I guess I was probably teasing her but I wasn't so sure that it was for her pleasure or more for mine. Her pussy was warm and wet with her juices as I gently slid my finger in and out of her hole and I was totally aroused by learning that the body of a child as small and young as her was actually preparing itself for sexual intercourse. My dick was twitching with my lust and brushing against her outer thigh.

"Ohh, yessss, Grammppa," she sighed, "I think you're making me horny," she looked in to my eyes with desire, "my pussy feels so hot and squishy."

"And you're making me horny too," I grasped her right hand then bent my legs and drew them up the bed so my erection was sticking straight out and placed her hand on it, "feel how hard my dick is."

Karen wrapped her fingers around my shaft and gently squeezed me a few times then released her grip and started roaming her hand over my entire crotch, rubbing and lightly squeezing my cock and balls. The feeling of her tiny hand fondling me was beyond compare and I knew if I let her continue I would cum, but I wanted to cum inside her so I pulled her hand from my crotch and rolled over on top of her.

"Are you going to fuck me now, Grampa," she asked almost meekly.

"Sssh, soon, baby, soon," I lowered my opened mouth to hers and silenced her with a kiss.

I kissed her as passionately as I dared in my aroused state, trying to mind that she was a 6 year old girl and not a full grown woman, but found it difficult as she circled my neck with her arms and pulled my lips hard against hers and shoved her tongue into my mouth. She was squirming under me and I reached my hand between us and over her vulva, sliding my entire hand up and down. She was fully lubricated and ready for penetration and I was aching to feel myself inside her.

"Oh, Karen," I pulled my mouth off of hers and looked into her eyes, "oh, baby."

"Now, Grampa?" it was almost a whisper.

"Now, honey," I nodded my head.

Keeping our eyes locked I pushed my torso off of hers, resting my weight on my forearms, and pulled my legs up so I was on my knees then spread them out to push her thighs wide. I rested my weight on my left forearm, reached down to grab my dick then steered it between her slickened lips to lodge at her pussy hole.

"Yesss, Grampa," she hissed eagerly, "put it inside me. I can't wait any longer. Fuck me, please," it was almost a whine.

"Umph," I just grunted and slowly inserted myself.

The opening of her vagina resisted slightly but I only had to apply the slightest pressure for my dick head to slip inside her pussy tube. Bev had done a good job in her pussy training and though Karen was still tight her pussy muscles flexed and expanded to accept my cock. With about two or three inches of my shaft imbedded in her I withdrew and slowly fucked her a few times, slipping further and further inside her with each forward stroke until my dick was wholly inside.

It didn't bother me that her hymen was broken, obviously it had been penetrated by Bev's dildo play and I had rather expected that, for even though I wasn't going to have the pleasure of slicing through her membrane with my dick, I knew my cock was the first real one to enter her. Her virginity was still mine.

Karen's eyes widen as I started fucking her, a curious smile on her face. As I thrust myself in and out she bent her knees to place her feet flat on the mattress and then spread them wide, allowing room for my body as I drove my pelvis to hers. I fucked her with long, slow deliberate strokes, not so much with any concern about causing her any pain but more so that I could totally enjoy the feeling of her vaginal walls caressing the length of my shaft as I penetrated her. But I still had concern.

"How's that, honey? You okay?"

"Oohh, God, yes," she breathed a long sigh, "fuck me, Grampa. Your dick feels so much better in me than that toy one."

I couldn't agree with her more. For the past couple of years the only thing I had had to fuck while enjoying my movies was either my hand or a supposedly realistic pussy I had bought at a porno shop. Now I was actually fucking a little girl. Yes, so much better.

Her pussy tube was warm and slick and tight, and she had learned well. As my shaft slid in and out of her fuck channel I could feel her clenching her muscles around me, working at my dick. Bev had been an excellent teacher and Karen a good student.

"Good girl, Karen, fuck me," I slid my hands under her to grasp her buttocks as I began to ride her, "fuck your Grampa."

"Ngh huh, ngh huh," she grunted, then bent her knees, raised her legs and put her hands on the back of her thighs then pulled them back, opening herself to me as much as she could.

I thrust harder, her pussy was now sloppy with her juice, rocking my body back and forth as I rode her and reached down to roll her clit between my thumb and forefinger.

"My clittie...my clittie," she gasped and dropped her hands from her thighs to pull my face to hers, crushing her lips on mine and attacking my mouth and tongue with hers. Without her hands to support her thighs she wrapped her legs as far around my back as she could get them, her heels resting in the small of my back just above my buttocks, and humped her pelvis up to meet the downward strokes of my thrusting cock.

"Nghn...ngnh..." she panted with her humps. "More...more dick...I wanna feel it deep."

"Take it...mmph," I growled between breaths and shoved until I felt her pubic bone against mine then rotated my pelvis as I pressed our groins together trying to give her what she wanted but I didn't have any more to give her. The only way I could think of possibly increasing my penetration was if she was to ride me, maybe she could push herself further down on my dick than I could shove it into her.

"Hold on to me," I told her as I reached my arms beneath her ass to hold my dick inside her then rolled on to my back. Releasing my hands from her butt I shoved a pillow against the headboard then pushed myself backwards to recline my head against it - I wanted to be able to look down and see myself fucking Karen.

All of my shifting and moving had caused my dick to slip out of Karen's pussy as she laid atop me, her head now rested at the bottom of my chest. I reached beneath her arm pits and pulled her up so our faces were even and her legs draped along the outsides of my thighs.

"Grampa?" she looked at me puzzled. Her face was flushed and I could see a wanting in her eyes. "Why did you stop?"

"Move back and sit on my dick," I calmed her.

"But I liked it like we were," she protested mildly, she held my head and kissed me deeply, our tongues dancing briefly.

"I think you'll like this better, you can feel more of my cock inside you. And I can play with you while we fuck."

"Oohhh, yeaahh, more," she kissed me again. "I want to feel your great big Grampa dick filling my pussy." She placed her hands on my chest and slid down until she backed into my erection. Pushing on my chest she raised her torso then lifted her hips and backed up further until the tip of my dick slipped along her slit and bobbed in front of her. Rising to her knees she scooted forward until her pussy was above my cock then reached down to hold it erect and slowly lowered herself on to me, squirming her hips until my shaft was fully inside the warm sheath of her pussy and our groins met.

"Ahhhh," she exhaled long and softly, "feels sooo good." She wiggled her butt to settle herself, leaned forward to put her hands on the mattress and brace herself with her extended arms, bent her head to look down at our crotches and then started fucking me. She went slowly at first, I figured it was to get the most comfortable and penetrating position, then started riding me with a rocking motion.

"This is lots better, Grampa," she looked up at me, "I can see your dick sliding in and out of my pussy."

She pistoned her pelvis on my hardness in her bent over position then raised up and leaned back, moving her bracing hands from the mattress to my stomach and began springing herself up and down. I reached forward and placed my hands on her chest to hold her as she bounced on my dick and rolled my thumbs over her nipples, she sighed and rocked a little harder. Holding her firmly I thrust myself into her hard, trying to match her downward ride to shove as much of my cock into her as possible.

"Mmph...mmph..." she panted with her head bent back and her eyes closed. "I like...fucking you...like this."

"Yesss," was about all I could say, I couldn't remember ever having had such ecstasy in fucking anyone as I did with this little girl.

Her pussy seemed to be sucking my dick inside her as she glided up and down and I bucked my hips in time with her rocking. I looked down between us and saw what was probably the most erotic sight of my life. The puffy lips of her bare child pussy surrounding my cock, making my shaft disappear and reappear with her bouncing, the edges of her pussy lips folding inward as she sat down then pulling outward and sliding along my shaft as she rose, leaving my dick coated and glistening with her juices.

"Fuck me baby," I shoved myself up and pulled her down, impaling her on my erection.

"Nehhh," she rasped, and stared lustfully into my eyes. "Stuff me full, Grampa. Fill my fucking cunt with your cock."

I fucked her hard, driving myself inside her as I became consumed with my own lust. Karen shoved herself on me and pummeled my dick with her pussy, her vaginal walls clenching and clasping at my shaft as it slithered in and out of her tube. We mated with intensity, grunting and groaning as we were lost with our passion.

"Grampa...Grampa" Karen panted loudly. "I'm, I'm...Oh! I'm..."

I knew she was about climax, not just the shivers she had mentioned before but her first full orgasm. I was verging on my own climax and wanted it to be simultaneous, I shoved and fucked at her to bring us off together.

"I know. Me too," I rasped. "Cum, honey. Fuck me and cum."

"Yeh heh...yeh heh," she squeaked then tensed. "I...Gramppaaa...cum..."

Her muscles contracted on my dick and her released fluids tickled my glans and seeped around my dick as I erupted with her in my own soul gripping orgasm. My dick throbbed as I felt my cum surge down my piss tube and spurt deep inside her as I shivered and held myself still and stiff, encased within her pulsing tightness.

"Your cum...I feel your cum..." she panted in sharp breaths. "My pussy...Oh my God!"

She went absolutely rigid as I filled her with my load then fell forward flat on my chest with my dick still buried deep in her cunt. I wrapped an arm around her back and another around the back of her head and held her close to me as her body quaked and spasmed with repeated waves of orgasms, loosening my grip only as I felt the waves crest then subside. I caressed her hair and lightly stroked her back as she lied motionless against me.

Karen lied quiet against me for so long I thought she may have fallen asleep and remained still so I wouldn't disturb her, but she stirred after about 5 minutes. Rolling her head to look up at me she smiled weakly.

"Are you okay?" I asked with genuine concern.

"Mm hmm," she answered quietly. "I never dreamed that fucking and having an orgasm would be like that. Is it always like that?"

"Pretty much," I smiled, "maybe not as intense all the time, but still lots of good feelings."

"Mmmm, I think I'm going to like fucking you, Grampa. Can we do it lots?"

My heart leapt at her comment about continuing to fuck me. I was going to have my own little girl lover. Isn't the world a marvelous place!

"I don't see why not," I rubbed her head playfully, "as long as your Mommy doesn't object."

"Oh, I don't think her Mommy will mind one bit, as long as she saves some of that cock for me."

"Bev! Mommy!" Karen and I exclaimed in unison at hearing Bev's voice. We turned our heads to see her leaning against the door frame.

"Hello you two lovers. Did you have fun?" She walked towards us, taking of her shirt on the way, and sat on the side of the bed then bent down to kiss each of us on the cheek. "And are you ready for some more?" she reached back and unhooked her bra.