I had just turned 17 and I was I little short for my age about 5' 7 and a slightly altletic build. It was thanksgiving morning and as usual we went to my aunts house around 12 to join the family for some fun before we ate dinner. every one was sitting around in my aunts home, it was a huge house with many rooms and pool outside. It was far to cold for the pool. I got bored so I deiced to go to the den and watch some football on the big screen. I got down into the large den that was in the basement of the house and it was quite dark and secluded with a big leather couch I plopped down and started to flip through the channels and found the playboy channel I left it on to see what the innocent school girl was gin to do about her mean teacher I guess you could image. She started to give him a great blow job, then I heard some one coming down the satires I quickly changed the channel and grabbed a pillow to cover up my large erection. it was my 11 yr. old cousin she was not bad for her age she was kind of tall. lanky build like a model she had small boobs no bigger than b cups which I guess is not that bad for being 11. she was wherein a short skirt and I tight shirt that was brown and kind of festive I guess. she had a decent sized ass for and 11 yr. old not big but I could tell she was developing one. I just sat back as she passed me and went right for the computer in the corner I know she surfed the net allot almost every time I came over she was on it looking at something new. I continued to flip channels for I while until I noticed her starin at me I looked at her she quickly looked away and then came and sat next to me. I could tell she was looking at me again. I turned and asked whats up She asked me very quickly what I knew about sex I asked her what she need to know she was too young she said some guy where talking to her on line and wanted to know if she want to have sex she said she wanted to learn about it because in school all they teach is the science part and notin practical that she need to know I told that she was too young to start learning about that She seemed a little pissed off and angry at me then she stood up and walked over to the computer I had noticed that was getting a slight boner She called me over to her about 5 min later and asked me if I could tell her something I almost for got what happened 5 mins ago and to my surprise she started to play a porn on the computer I was amazed it was a girl no older than her getting fucked who papered to be her father on what looked like a home video. She sat there for a min watching it and I still amazed she would do this I was watching it too the girl in the video was moaning softly and then I noticed her left hand was moving in her skirt I was amazed that was playing with herself right in front of me. I notice my bulge in my pants also. she turned and looked up at me and asked me if I liked that. I had no other response but to shake my head yes she then told me how when she watched this it felt funny in between her leg and it felt better when she touched it. she reached up and touched my bulge in my jeans I jumped back and asked her what she was doin. she told me she want to learn every thing I knew about sex. I looked at her cute face and just could not say no I told her after dinner we would have our first lesson she jumped up and gave me big huge and hoped away she said that she could wait I reminded her no one else could know she nodded and said she knew I then went sat back in the comfy couch and started to think what I gin to do to this tight virgin girl SHE came down satires and told me it would be 5 mins till dinner with a big smile on her face After what seemed like forever I done with dinner and I went back to the den and flipped the TV on and waited for her to come back down into the den and us to start our sex lessons she begged for I heard some one comin down the stairs and I could feel my cock growin and if was her I was so happy. She sat down next to me and moved in for a kiss I turned and kissed her deeply. we kissed for little bit. I told the first step was to find some where we could 100 percent not be interrupted she sat there thinking for a min when my parents came down stairs and I could tell they were drunk she told me that she and my father where gin to stay the night because they had a little too much to drink to night and said I could take the car and go home if I wanted I took a long look at Sara my cousin and said that I would stay the night and that I was tired She said that was fine and went back up stairs and I looked at Sara and she came to me gave me a long kiss and she said I could sleep in the extra bed in here room she told me to come up to her room so we could start With that she kissed me and pushed her tongue into my mouth. I kissed her back but the kiss didn't last. Sara quickly broke it and headed up stairs. I knew that this would be the best time of my life she would do any thing I told her. I got to her room and open the door she had changed to a pair of loose plaid pjs with a wife beater that I could see right through. I explained the rules 1 do what I said when I said 2 dont tell any one about this 3 have fun Lesson 1 Getting started I explained that you had to start off makein out for a little bit the first time until you got used to the person you where with. then your clothes had to come off. I asked her if she understood and she nodded and smiled I told her to lay back on her bed and just relax, first she had to take her shirt off and lay down again she layied back and her young perky tits bounced around as she laid back, I got on top of her and spread her legs so I could get close I started to play with her perky tits and with my right had grabbed a hand full of her 11 yr. old tit and massaged it gently and moved in closer with my mouth to put her hot young tit in my mouth and suck on it. I switch to her left one and licked around her nipple and made it nice and hard and I gently pulled her nipple harder and harder she moaned and I made me even more hard. I told her to get those pants off and get totally nude while I did. she obeyed me quickly took off her pants and exposed her little panties that a huge wet spot in the crotch. she sat back on the bed and I sat next to her and played some more with her tits to get in the mode some more. Lesson 2 Oral Next I instructed her to kneel down and get on the floor between my legs and I was goin to tell her how to suck a Dick. She kneeled in front of me and looked up past my penis to my face awaiting further instructions for me. I then told her to slowly lick around my penis and put her hand on it. she lifted my Dick against my abs and licked under it and put my balls in her hand and massaging them gently I then told her to fit as much as my cock in her mouth as she could. without hesitation she grabbed my hard Dick and put her lips around it and put all 7 inches in her throughout it felt so good to have my dick in her mouth i told her suck and lick until i told to stop. and she did she got so my balls where on her chin at one point. she was takeing it very well. i felt my dick fill and i knew i was goin to cum soon. i told her what ever happened next to justnot stop sucking my dick. within a few more movements of her head i came all in her mouth. her eyes light up and she quickly gulped down my man juice and a small amout leaked out the side onto her chin. when i finished cummin in her mouth i slid my now soft dick out of her mouth and she look at me and smiled and swalloed one last time. I then told her she also had to learn to take her pussy bein eaten out. i layed her on the bed on her back and kissed slowly down her body i got to her soft pussy lips i gentely kissed her young tight pussy and stuck my tounge thourgh her lips to her hole and licked gentely up her slit to her small clit that was growing. i flicked t around with my tounge a little and she moaned softy arched her back she maoned just a little more and started to play with her hot tits and she was rubin her young boobs softly. and then she said she felt weird between her legs and then my face was drenched with her girl cum. was overcome with pleasure she nearly passed out with pleasure on her bed. Lesson 3 takin it By this time i was rock hard again. i then told her that she was goin to have to spread her legs wide for this step.she did i instructed her to grab her legs and pull it twarad her head as far as she could she nearly got it next to her ears and looked past her dripping pussy to me and waiting for her next instructions. i moved and positonded my self between her wide legs i grabed my hard dick and slid it in her wet slit to lube up my hard penis to make it a little easyer for her first time. i leaned into her tight 11 yr old pussy and my cock slid easyly in then hit a barrier it was her hymen and i pulled out and thrust hard to break it she screamed with pain and pleasure.Then she arched her back and screamed loud and came all over my dick. I pulled out of her and moved up twards her face for her to finish me She quickly grabed my dick and slid it into her mouth. and finshed me