OUT IN THE WOODS

                            OUT IN THE WOODS


         It was "Senior Ditch Day", and a group of us had headed  out
    to Whilhite State Park.  It was a beautiful place, set  right  at
    the foot of  the mountains.   Things  were a little uncomfortable
    for  me,  because I was a last minute addition to the  party.   I
    didn't really plan on going, because my ex-girlfriend, April, was
    going to be there.
         She broke up  with  me,  because  she  "couldn't  handle the
    relationship."   I think  it was  because she's  got this prudish
    hang-up about only having sex in the missionary position.
         Anyway, I noticed that all day long, April and another girl,
    Ellen were watching me.   Every time I looked in their direction,
    they'd look away, and Ellen would  look kind  of embarrassed.   I
    could imagine what April had been telling her.
         Ellen was  kind of  pretty.   She usually  wore clothes that
    were too big for her.  Her hair hung straight down, and  she wore
    no make-up.  I don't think I'd ever really seen her  with  anyone
    at  school  before.  It was kind of strange that she was  at  the
    party anyway.
         Ellen never  hung with  any crowd.   She  was quiet, and was
    definitely out of  place  with  just  about  anyone.    April was
    probably doing  her a  favor by bringing her along.  She had been
    staying by April's side all day long.
         After a few hours,  and  one  flag  football  game  later, I
    noticed  that  Ellen  had  left  the  crowd.   I couldn't see her
    anywhere.  That's when I felt a hand on my shoulder.
         I turned, it was April.  She look kind of sheepish.
         "Can you do me a favor, Billy?" she asked.
         I felt a  little  flush  of  heat  in  my  face.    Our last
    argument  had  contained a  little line  by her that said, "Fine,
    don't do me any favors!"  I fought back the urge to remind her of
    it.
         "I guess so."  I was somewhat of a push over.
         "I was  telling Ellen  about the falls up the mountain," she
    told me.
         "So?"
         "She went up there.  She didn't want  anyone to  come along.
    It's quite a hike, and she might get lost."
         "So,  you  want  me  to  catch  up  to her and make sure she
    doesn't," I said.
         "No!  I was  thinking about  you following  her, and  if she
    gets into any trouble, then you can help her."
         Boy, was I a push over.  I didn't like the idea of leaving a
    good party, just to follow some girl up a mountain.  I  picked up
    a pack  and through  a couple  of beers in it, and started up the
    trail.   I had  been to  the falls  before, and  I knew  it was a
    twenty minute hike.
         I was only a few minutes behind Ellen, and soon caught up to
    her.   I  stayed behind her, and of to the side of the trail,  so
    that if she looked back, she wouldn't see me.  I tried to move as
    quietly as possible.
         The noon sun cut through the  trees, and  I stripped  off my
    shirt as I went.  My t-shirt was soaked with sweat.  I shoved the
    shirt in the bag.
         After awhile, Ellen reached the pools  at the  bottom of the
    falls.   I stayed  back in  the brush  and drank a beer while she
    walked around the pools and picked up rocks.  I could have killed
    April for sending me up here.
         For a  few moments,  Ellen studied  a rock,  then  threw  it
    into the clear water.   This  was a  beautiful area,  and not too
    many people  knew about  it.  I watched Ellen as she took off her
    shoes.   She looked  into the  water, and  dipped her  foot.  The
    water must  have been  cold.   But, a  second later, she dove in,
    with all her clothes on.
         A few seconds passed, and she didn't come up, I was about to
    leave my  post and dive in after her, when suddenly she broke the
    surface, and took in a big gasp of air.  April was  really in for
    it.
         Ellen swam  around for  awhile, and then decided that it was
    time to get out  of the  water.   She pulled  herself out  of the
    water,  found  a  sunny  area  on  the  rock,  and lay down.  She
    shivered a few times, then sat up.
         For some reason, I knew what  was coming  next.   She pulled
    her  shirt  out,  unbuttoned  it,  and  took  it off.  She wasn't
    wearing a bra, and her tiny little breasts  matched the whiteness
    of the rest of her torso.  She sat back on her hands for a moment
    and let the sun shine down on the tiny mounds of her chest.
         Satisfied with the heat, she unbuttoned her jeans,  stood up
    and  slid  them  off,  leaving  just a pair of wet, white, cotton
    panties.  Again, she spread herself in the sun.
         With her back turned to me,  she bent  over and  gave me the
    best view  I had had so far.  Slowly, she pulled her panties off,
    to show me a small, white, round ass, with her  tiny brown haired
    muff  peeking  from  between  her  legs.  She stood straight, and
    stretched in the light, turned a little so  that I  could see the
    front of her.
         Her  pussy  didn't take up a lot of area between  her  legs.
    Just a little bit  of brown,  curly hair  covered the  small "V".
    She had been hiding a nice little body under all those clothes.
         She stayed  in the  sun for a moment, then turned and walked
    into the woods.   Suddenly, her  little swim  and nude sunbathing
    turned into  a nudist fantasy.  I decided to follow her, but kept
    my distance.  After all, she might run into trouble.  Right?
         It was kind of easy keeping track of her as she walked naked
    through trees.   Then,  she was gone.  How had I lost her?  There
    was a small clearing just a few feet away, but  as I  walked into
    it, I still could not see her.
         As I  stood there,  about to feel panic, I got the feeling I
    was being watched.  I turned, and at the other end of  the meadow
    was Ellen.   She  was standing  with her hand lightly folded over
    her pussy.
         "I think  you're a  bit over  dressed, Billy,"  she said and
    began to walk towards me.
         I knew  exactly what she was talking about and pulled off my
    t-shirt.  She was close now, and reached  a hand  out and touched
    my chest.   I  cupped my  hand around one of her breasts.  It was
    firm, and the nipple was hard.  I looked into  her eyes,  and her
    hand wandered down and rubbed my crotch.
         "April said you could help me," she said.
         "With  what?"   I  asked,   still  not  believing  what  was
    happening.
         "Well, I've got these great, big fantasies, but,  I've never
    had  sex  with  a  man  before."   Her hand rubbed harder into my
    crotch.
         "Never?"
         "Well, I've been with  April before,  and we  like to finger
    each other, but it's not the same."
         This was  a revelation  to me.  April never came across as a
    bi-sexual type.  It's not that I don't  like bi-sexual  girls, in
    fact I'm  all for  it.  My first fuck was with my sister, and her
    girlfriend.   I just  didn't think  April was  into anything that
    kinky.
         "Maybe I can help," I said.
         Her fingers fumbled around my belt, and finally loosened it.
    She then unzipped my pants.  Her hand  pushed in  past my briefs,
    and her  fingers wandered  up and down the hard on that I had had
    for quite awhile.   Her  face  showed  her  inexperience,  as she
    looked surprised at what she was doing.
         She  pulled  her  hand  out,  and backed away, smiling.  She
    walked off about ten feet, then found a sunny place  to lay down.
    I pulled off my shoes and socks.  Then stripped my pants off, and
    threw them to the side.
         As I walked towards her, Ellen got to her knees, reached out
    her hand  and wrapped  her fingers around my cock.  For a moment,
    she just touched it.  She ran her fingers up and down  the shaft,
    and fingered  my balls.  She studied it intently.  Then noticed a
    tiny drop of jism on the tip.
         She moved closer and lightly  flicked  it  with  her tongue.
    She must have liked it, because she wrapped her tongue around the
    head of my dick, and then tried to swallow it.   For  a beginner,
    she was good.  She couldn't have learned this from April, because
    April wouldn't even think of going down on my cock.
         Ellen worked my cock over and over.  A couple of times I let
    her  think  I  was  getting  ready  to cum, and she got even more
    excited and worked even harder.  Before long, I cut  loose with a
    mighty jet of jism.  Some of it spilled out of her mouth, but she
    quickly brought it back in with her tongue.   She  fell back onto
    the grass  and smiled.   Her  hands fell to her cunt and began to
    furiously pump in and out.
         "Oh, I'm so horny," she said, "Help me?"
         I nodded, and knelt between her feet.  I displaced her hands
    with mine, and pushed my fingers in and out of her wet box.  It's
    own perfume drifted up and gave me new  energy.   I felt  my dick
    getting harder than before.
         "Eat me, please, eat me," she pleaded.  It was almost a cry.
         I didn't  waste anytime.  I moved down and plunged my tongue
    into her slit.  I pried  at  her  door,  but  is  was  tight, and
    something harder  would have  to open  it.  I flick and sucked at
    her clit  until she  was rocking  in the  grass.   She moaned and
    groaned, and  even squealed once or  twice.   This was  as much a
    treat for me as it was her.
         I pulled her legs further apart,  and pulled  them up  to my
    shoulders,  just  as  I  was  aiming my cock at her tight, virgin
    cunt, something at the edge of the meadow caught my attention.
         April was  sitting  on  a  large  rock.    Stark  naked, and
    fingering herself  madly.  There was another surprise.  She was a
    voyeur.  That wasn't going to stop me now.
         I turned my attention back towards the girl under me.
         "Fuck me, please.  Slide into me, Billy," she said.
         I did just that.  Her hole was tight, but it gave  under the
    gentle pressure  of my  rod.   This time she squealed, and almost
    screamed.  She threw  her whole  body into  the action.   I don't
    know who  was pumping  harder, me  or her, but I do know that her
    cunt was trying to swallow my dick whole.
         Just before she was about to  climax, I  pulled out  of her,
    and moved up her body.  I placed my dick between her tiny breasts
    and gave her the best tit fuck, I could.   She bent  her head up,
    and sucked  at the  head of  my cock,  and I  shot my load in her
    face.
         I heard a squeak come from the edge of the  meadow, and knew
    that April had cum, too.
         I climbed  of Ellen,  turned her over, and lifted her to her
    knees.  She looked back at me over her shoulder.  Her eyes showed
    her passion.   I  parted the lips of her cunt, and pushed my cock
    into her.  Slowly I began to pump into her,  and she  pumped back
    to me.  She was fuck crazy.
         It wasn't  before long  that she  was ready  to cum, and me,
    too.  I grabbed her ass cheeks and pulled them apart.   I slid my
    thumb  into  her  butt  hole  and  worked it back and forth.  Her
    frenzy became a whole  new experience  for me.   Then  wildly, we
    both came.
         We  collapsed  on  the  grass,  and  breathed  together  for
    sometime.  Then, April joined us, and we started all  over again.
    April surprised me again, and again.


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