Varda and I were school friends with one difference. My body was fully developed and hers was still in the “budding process.” I had a nice figure, developed breasts and a nice shape and she was still totally slender. Maybe that was why we became friends…she admired my shape and longed to have a figure like mine. We had lots of fun talking about boys and things like that and, as it came to pass, she invited me to her home where I met her Dad. He was nice to us and treated us like grown ups. One day, Varda asked me to spend the night on the coming Friday. She said her Dad would fix us dinner and we could watch some shows on the telly. I was looking forward to it.

Friday couldn’t come soon enough and there it was and the two of us walking to her home after school. Her Dad wasn’t home yet and so we fixed some drinks and had a snack out in her backyard. We sat on the swing and talked of school and the boys and teachers at school. Then, later, we heard the front door open and “Hi, girls!” It was her Dad. Varda introduced us and he took my hand. It was a very warm hand to go with his great smile. He was a good looking man. “I’ll fix us dinner,” he said and walked back inside. I noticed his slender hips.

After dinner we three went into his lounge and he turned on the telly for some show. We sat together on her Dad’s couch and after awhile Dad got up, left the room and came back with some packages…handed one to Varda and one to me. “Since you’re spending the night I got you both some new nighties,” he said. We opened the packages to see some nice lingerie. “Come on Sherry,” Varda said, “let’s go to my room and put them on!” We went to her bedroom. Varda took off her clothes and so did I. “You have a nice body,” she said as we stood there looking at each other. I was blushing because she was very slender and I had nice breasts and beginning hair on my fanny…she was just starting to sprout. We put on our nightgowns and there wasn’t much to them. I looked her over and could see all she had which wasn’t much compared to me. Varda looked me over, up and down, particularly the ‘down’ part. “Do you think I’ll have hair there someday?” she asked and I nodded. She reached out and I jumped back. Then I relaxed and she felt by cunt hair. “It’s so soft,” she said, petting me. I was getting aroused. Her fingers were cool but nice as she petted me blonde curls. “It’s curly,” she said and I smiled. I fingered myself a little, too. “Varda?” she looked up. “Do you ever feel yourself? I do sometimes and it makes me hot and also my privates get wet.” “You mean your cunt gets wet…?” There was that word the excited us both. “Varda!” I said in amazement, “that’s a dirty word!” She just smiled. “Maybe we can do it together tonight.”

My nightie was so revealing and I wondered about going back into the lounge and her Dad looking at us. I was blushing. Varda took my hand and said: “Don’t worry, it’s just my Dad.” I followed her to where he was watching the show. I was nervous, walking into the lounge in a kind of semi-nakedness but Varda was with me…she was my “protector” in a way and her being there calmed me down. I was certain my whole body was blushing as I knew her Dad was seeing my body through the flimsy gown he had gotten us. “You girls look great,” he said and I started to blush again but there was Varda and we sat on either side of her Dad. He smiled but was staring at the telly and I calmed down.

He got up, getting us some drinks, handing them to us and sitting back down. I crossed my legs. “How long have you and my daughter been friends?” he asked. “Since last year,” I said, looking down…I could see my hairs! And pushed down the nightie but it didn’t cover my naked knees…or my curly blonde hairs. “You’re very pretty,” he said. “Thank you for the nightgown,” I said and adjusted on the couch. He put one arm in back of me and the other behind Varda and I calmed down. It was quiet in the room; just the light from the telly and the words of the show. I was getting sleepy. It was time for bed. I felt the warmth of her Dad’s arm behind my head. I laid my head back against his arm. It was comfortable. I looked over at him and he smiled. I took a deep breath and my nipples were hard. I closed my eyes and was very glad Varda was there. His words were in my head: ‘You’re very pretty,” he had said. I recrossed my legs and felt a coolness. Mind you I was young but I knew all of this was making me moist. And nervous…I mean all of me and my breasts and privates were on view through my flimsy gown if anyone wanted to look and I knew ‘you’re very pretty’ meant her Dad had looked!

Then…Varda fell asleep.! I heard her breathing slow. Her Dad got up, lifted her into his arms…and carried her to bed! I was alone and sat up. Her Dad came back and sat beside me, putting his arm around me, his hand on my shoulder sending shivers down my arm, back up my arm, washing down between my breasts, my body, tingling all over. “Would you like another drink?” he asked. I nodded and he got up. I was suddenly not sleepy any more. Her Dad was really being nice and I couldn’t get my mind off Varda…asleep in her room and me…alone in my negligee with her Dad and his hot hand.

There was a boy in class who told me I was pretty but we were in school and it was just a remark and here I was on a couch almost naked and her Dad with his arm around me, his fingers on my arm, smoothing it…back and forth…he handed me a drink and I looked up at him. “Thank you again for the nightie,” I said “it feels good on me.” Her Dad just smiled but his eyes were glistening and then I was nervous again. “You look great in it,” he said. “There’s not much of it, is there?” I replied. “You’re a very pretty girl,” he said. His words were sending me chills.

He sat down again, his arm around me. I thought I should get up and go to bed but my mind and body were confused and curious about what might happen so I hesitated. Soon, I learned what would happen. I laid my head back on his arm, closed my eyes and then he kissed me! Now I was scared but didn’t move, just opened my eyes. “You’re sexy,” he said. “I’m glad I got you and Varda your nightgowns but I really wanted one for you…Varda already has one.” “Like this one?” I asked. “Not exactly,” he said. “You can see everything, can’t you?” I asked. He nodded and kissed me again this time taking my head and feeling the back of my neck. “You’re very beautiful,” he said. All of you!” and he kissed me again.

Now was the time, I thought…the time to get up and join Varda but my body didn’t want to move…my lips needed another kiss; then his tongue was licking my lips. I licked him back and then it was all too late to stop him or his tongue or his hands. He pushed off my shoulder strap, exposing my breasts. “Yes I can see everything and you’re beautiful,” he said, his fingers moving over my breasts. Then he was kissing my nipples and moving my gown down further. My nipples were hard and he sucked and licked them. His tongue was sending me thrills. I hoped he wouldn’t stop. I held his head against me and took a deep breath. Whatever was happening was new and exciting. He was kissing me again and his hands all over me. He whispered: “I’m going to make a woman of you tonight you beautiful thing.” I was scared and also ready; his hands all over my body. I lifted and he took off my nightie…it was so dark and quiet in the room with just the hum of the telly. “Varda is sound asleep,” he said. “She will sleep until morning and by then you will be a woman.” I put my hand on his leg and squeezed.

I opened my legs and his hands stroked my tight tummy, playing with my hairs and…I gasped…his fingers were stroking me and he whispered again: “You’re hot and you’re wet…just like I knew you would be.” I clamped my legs on his hand sending his fingers inside and I released as he stroked and stroked. Then he got up from the couch. I looked at him, thinking please don’t stop…not now! But he knelt in front of me, opening my knees, hands under my bottom pulling me to him…”Now I’m going to make you a woman,” he whispered and his face was on my privates…”You’re licking my cunt,” I said. I had never used that word with a man before and I shivered at the dirty word. He was definitely licking and spreading open my cunt lips and I arched my back…I was twisting on the couch, spreading myself wide, closing my eyes, enjoying that tongue. My hands went to his head and played with his ears, feeling his movement, his tongue up one side and licking my clit…”Oh God!” I exclaimed and his hand went to my mouth. “Shhh,” he whispered. I bit his finger gently and then licked it as I was moving on his face and cumming like I had never cum before. I couldn’t catch my breath and squeezed my thighs on his cheeks…lick, lick…”Please don’t,” I said. “Please don’t stop…please,” I exhaled and was sweating, sucking on that finger in my mouth. Then he was kissing me, my legs around his waist…he was naked, too…and his hair on my wet cunt was wonderful.

It was so nice now to be a woman, just like he said. I wondered if I could come visit again and spend the night with Varda. I didn’t have to wait long to find out.