"Sammy!" Freda flung herself against the startled 12 year old boy.

"Sammy, Sammy, Sammy, Sammy, Sammy!" she repeated, her face pressed against his neck.

Sammy held her thin, quivering frame and smiled, confused.

"Uh - hey," he said.

"It worked!" Freda cried, jumping up and down while hugging him, "It worked! It worked!"

Sammy sighed. "So Carla invited you?" he asked resignedly.

"Yes!" Freda said, almost yelling.

"Great."

The 12 year old girl pulled away and smiled at Sammy, her hands on his waist.

"I know you don't approve," she said, trying to sound serious but grinning broadly anyway, "But I know what I'm doing."

Sammy's gentle face looked concerned.

"Look, Freda-" he started, but stopped when the petite, black-haired girl held a delicate hand up to his face.

"I know, I know. Carla Mareno's evil, and mean and vengeful." She said, as if reciting dialogue she had heard but didn't believe.

"And hot," Sammy finished sadly.

"Yeah," Freda answered happily, " And HOT!"

Carla Mareno was a fourteen year old eighth grader, who practically ran the school. She was a tall, dark-haired, exquisitely put together beauty with long legs, big tits and a gorgeous, exotic face.

And she was an evil bitch. She and her friends had invited Sammy to a sleep-over not long ago and humiliated and practically raped him, forcing him out of the house dressed in a thong and a thin camisole.

And Freda was in love with Carla, and wanted desperately to go to a party at the older girl's house.

And Sammy had helped her, by loaning her some clothes that let her fit in with Carla's group. Freda's conservative, inexpensive wardrobe had been a major stumbling block to her acceptance into Carla's circle, though Sammy thought there was more. He knew what it was like in that group, and how mean they could be. How they preyed on the innocent.

Like Freda.

Freda's outfit was one of Sammy's. She wore a short black miniskirt, a plaid crop-top polo shirt, long white knee socks, and short black boots with thick soles and high heels. Her shiny black hair was tied in a lustrous pony tail that fell between her shoulder blades. Freda's lips were bright red with the lipstick Sammy's mom had given her last night.

Sammy's cock swelled in his thong just looking at her.

"And it's all because of you," Freda said, her nose an inch from Sammy's. The comment only added to his guilty feelings.

"Come on," Freda said, taking his hand and pulling him after her, "I wanna show you how grateful I am," She smiled sexily over her shoulder at the horny boy. Sammy's eyes traveled down her flat, undeveloped chest, to the creamy expanse of stomach exposed by her top, and down to her firm round ass, swaying under the short skirt. Sammy could see the swell of the twin globes of her ass under the hem, and his cock grew to its full four inches.

"Uh...." He said unsurely.

"This may be the only time I'm this excited," Freda said meaningfully, "You should take advantage."

Freda was a lesbian, hence her attraction to the sexy and beautiful Carla, and she was making an offer she ordinarily would never make. She and Sammy had had sex the night before, and Freda hadn't even wanted to look at his cock, though she had lost her virginity to it.

She dragged Sammy down the hall to the girl's bathroom. Sammy was reluctant to enter, though he had used it for the first few months of middle school.

Until recently, Sammy had believed himself to be a girl, and still dressed and acted that way, though Carla had disillusioned him of the notion.

His cheeks burned with remembered humiliation when he thought of the cruel scene.

"Come here," Freda said urgently. She backed into a stall and pulled Sammy behind her with his hands in hers. She sat on the toilet, and Sammy had to move close to let her swing the door closed behind him.

The thin, short girl sat on the toilet in front of Sammy and reached under his short, pleated skirt to pull his tiny white thong down, exposing his erection. She looked at it seriously, then up at Sammy. He looked down to see what the little lesbian would make of his cock.

"I looked at some on the internet last night," she explained. Goose bumps rose on Sammy's thighs and belly when he felt her warm breath waft across his naked cock.

"Yeah?" he said, gasping when she took his cock in her soft, warm hand.

"Yeah. They don't look so bad," she said, somewhat condescendingly, "And yours is kinda cute!" She smiled up at him.

"Just what every guy wants to hear, I bet!" Sammy said.

The Freda opened her mouth, closed her eyes behind her glasses and sucked his cock between her soft, pink lips. Sammy's eyes closed and he moaned. Putting his hands on either side of the stall to steady himself. Freda held his cock in her hand and slid her lips up and down his cock. He flinched when her teeth scraped across the top, and she opened her mouth and pulled back.

"Sorry!" she said.

"It's okay," he gasped, "Don't stop!"

The twelve year old girl looked at Sammy's spitty cock and took it back in her mouth, tasting the underside against her tongue. Sammy moved his hips back and forth, sliding his cock in and out of Freda's warm, wet mouth.

Sammy had rarely gotten his cock sucked, but he had given hundreds of blowjobs. He guided Freda as best he could.

"Mmmmm, yeah," he moaned. Move your tongue around when you suck, and suck on it. Don't just move your head up and down. Freda complied, making Sammy moan again.

Pull on my cock with your hand at the same time. Yeah. Oh!" he said. He put his hand on the top of Freda's head, feeling the silky softness of her hair against his palm.

"Oh, wow!" he gasped, "You're really good at this!"

Freda looked at him with her big brown eyes wide and his cock wedged firmly between her red lips.

He saw her pretty face and moaned, knowing he was going to lose it.

"Oh, you're gonna make me cum!" he gasped.

Freda pulled off his cock and held it away from her face.

"Not in my mouth, you're not!" she objected.

Sammy snatched his wet cock from her hand and jerked it.

"You can't just stop, Freda!" he cried, pulling on his swollen rod.

"Sorry!" the girl said, "I've never done this before! But don't cum on me!"

"Well hold out your hand," Sammy suggested. Freda put her hand under Sammy's cock head, palm up, and Sammy pointed his drooling rod at it.

He gasped, and his cock spit a white lump of semen on Freda's palm. The girl watched, fascinated and repulsed, as Sammy's hard cock drooled sperm into her hand. Freda looked from his cock to his face and back, until Sammy's strokes slowed, and his cock stopped spitting.

"Okay, that was weird," she said, smiling.

Sammy chuckled, and tucked his wilting cock back into his thing.

"Yeah," he said, "I guess it kind of is."

Freda looked at the pool of semen in her hand, then back at Sammy.

"Uh...." She said, not knowing what to do.

"Here," the boy said, taking her wrist in his hand and bending down. He raised her hand to his lips and slurped the lumpy goo from her palm, licking the last of the slime from her skin.

"Eeewwwww!" Freda said, wrinkling her little button nose, "Gross!"

"Mmmm, you only say that 'cuz you haven't tried it," Sammy said, licking his upper lip with the tip of his tongue.

Freda curled her red-painted upper lip. "No thanks."

"Your loss," the boy replied.

"Hi, Monica!" Sammy said as he passed the thirteen year old girl on his way out of the girl's bathroom.

"Hey, Sammy-" the blonde girl replied, confused.

"Oh! Hi, Freda!" she said, recognizing the 12 year old, "Nice skirt," she said, her blue eyes traveling up and down the girls newly exposed body. Freda slowed and looked at Monica out of the corners of her eyes, appraisingly.

"Hi," she said quietly, smiling. She pushed a lock of hair that had escaped the pony tail back behind her ear as she and the older girl locked gazes. Freda peered over the top of her glasses at Monica.

Finally, Freda followed Sammy into the hall.

- - - - -

"Thanks for bringing me, Mrs. Hartman," Freda told Sammy's mom.

"Oh, Honey, call me Jane," the woman replied, placing a warm hand on The twelve year old;s bare thigh.

"'Kay," Freda said, looking down and smiling shyly, "Jane," She looked up and caught Jane staring at her, and her smile grew.

"Sure you won't come, Sammy?" Freda asked.

"No way!" Sammy said from the back seat, "Once was more than enough for me! Besides, I wasn't invited."

"Okay," Freda said. Sammy thought she was relieved, as his presence would surely have been uncomfortable for her, and Carla, and any plans Freda had toward getting at the older girl.

"Remember what I said!" Sammy reminded Freda. They were standing face to face next to the car. Freda was heading into the house, and Sammy was moving to the front seat.

"Yes, I know," Freda said impatiently, "Leave my phone recording, and remember my lines," She rolled her dark brown eyes.

"Not that it'll probably matter."

"Whatever. Just remember," Sammy insisted, "It's important!"

"Okay," Freda said again. She rose to her knees and kissed Sammy, her little pink tongue slipping teasingly into the boy's mouth.

"See you!"

Sammy watched her bounce away, her short skirt flipping around her thighs and showing off her bare ass cheeks.

"That's the bitch that gave you such a hard time last week?" Jane asked intensely as Sammy got in next to her. She was staring at Carla, who stood in the doorway, coolly greeting her guests.

"Yup," Sammy acknowledged.

"Take her down, Baby," Jane said, and drove away.

- - - - - -

"Do you have any plans for tonight, Sweetie?" Jane asked as she drove.

"No," Sammy sighed, "I've been so focused on getting Freda to the party, I haven't had time to make any. You?"

"No," Jane said, laying a hand on her son's thigh and sliding it under his mini skirt to grip his swelling cock in his thong.

"Maybe we can think of something to do?"

- - - - - -

"Mmmmm!" Jane moaned as Sammy's tongue slipped into her mouth. Her son had her pinned to the wall in the back hallway. They had entered through the garage, Sammy having been stripped naked in the car on the way home.

The horny mother gripped her son's ass cheeks in her hands and pried them open to tickle his anus with her finger. Sammy moaned in reply, and pulled his mother's skirt up to reach her bare ass. The pair kissed and fondled each other in the darkened hallway.

Sammy pulled Jane's shirt off over her head, cupping her braless tits in his hands. He bent and sucked her nipples, switching from one to the other as she clutched his head to her chest.

"Mmmm, Baby!" she groaned theatrically, "It feels so good when you suck Mommy's titties!"

As he sucked on her nipples, Sammy pushed Jane's skirt down her long, sexy legs. She stepped out of it and he slid his finger past her thong and into her wet pussy, fingering her as she leaned against the wall and he suckled her breasts.

"I don't think I can make it upstairs, Baby," Jane panted, "Let's go fuck on the couch!"

They didn't make it to the couch, either.

Sammy took Jane's hand and led her down the darkened hallway. It was hard to walk because Jane was clutching Sammy's arm and sliding her tongue against his ear and squeezing his bare ass. She pressed his naked body up against the wall and kissed him hard, taking his hard cock in both hands. One hand stroked his erection while the other massaged his warm testicles.

Sammy moaned when his mother dropped to her knees and took his cock in her wet mouth, sucking it while continuing to manipulate his testicles.

"You're gonna make me cum too soon Mom!" Sammy gasped. Jane pulled her lips from Sammy's cock with a wet pop to answer.

"That's okay, Sweetie," she told him pausing to kiss his balls, "I can use your body until you get hard again!"

Sammy groaned when Jane's mouth engulfed his hard cock again, excited by the feel of her lips and tongue on his organ and because of the erotic words.

Oh, oh!" he gasped. He gripped his mother's hair in his fists as he came. His cock shot wads of semen on Jane's tongue, and she moaned and sucked harder, milking the boy's cock with her fist as his orgasm subsided.

His thin framed trembled when Jane pulled his wilting tool slowly, watching as a white drip oozed from his shiny cock head. She winked at him in the gloom and flicked the drop of sperm from the tip of his cock with her pink tongue.

"Mmmmm," she moaned theatrically, "Good!" Sammy grinned down at his kneeling mother.

"Come on," she said, rising to her feet, "Let's go fuck!"