Lea and I would make each other up, practice make up and dressing for dances. Would use her moms dresses and coats.
One day I had on her heels and her long coat, nothing under. When I turned to lea I opened the coat, her brother Francis came in.
Told Lea she had to help him. She went to his room and the door closed. I got dressed and followed, when I opened the door lea was sucking her brothers cock. Come in or get out, just close the door. I stood there in shock, Lea was young like me, and she is sucking his dick, kept running in my mind. She waved for me to come in. Told me I will be done in a minute. She was comfortable doing this, comfortable with me watching. Francis started to cum and told her to lay back. he put it in her and finished. She jumped up and used his sock to wipe her self. Stuck her fingers up inside and wiped them with his tee shirt.
OK, lets go back now.
She told me Francis and she had sex all the time. he had problems with stress and she had sex to calm him down. She liked the sex but hated when he shot off in her mouth. So he came in her instead.
I spent the night with her and we slept together. We laid there talking about boys in school dresses and make up. Francis came in and closed the door, must have been close to midnight. He got in bed and ask me if I would suck Lea's pussy for him. lea said no, I can do it this way. She started masturbating. Francis ask me to masturbate with her. Was not comfortable doing that, so I stuck my hand in my panties and faked it.
Lea was really cumming when she said, OK I am ready. She sucked his dick some and he got on top of her. I watched my friend get fucked. Just before he finished he looked at me, Want me to pop that cherry of yours???? Want to feel some man cum inside you???? No, I don't want this, I started to get up and leave. lea said just lay there. your ok. Francis!, cum in me and get this over. He focused back on her and she looked at me while he came. he got up and used her shirt to wipe his self off. threw it in her face. She threw it back and called him a nasty fuck.
We talked about sex when he left. She ask if I had sex of any kind yet???? I had not. I had fingered my self and rubbed my clit some, just not got much from it.
She reached over and said do it this way, she rubbed my clit pretty fast. That feels good but it hurts. She went her fingers and did it some more. When I got dry it hurt. lea said let me try this, she licked and sucked my clit. Had my first real good orgasm. I ask lea if I had to do this for her now. No, I came earlier and again when Francis fucked me. you came when he fucked you???? yes, it feels real good. I just don't say anything. if I do he makes me fuck for a long time.

Walking home from school Francis and his friend pulled us in the neighbors garage. Francis said he would fuck me, his friend could fuck his sister. I screamed and he covered my mouth. lea said leave her alone. Her mom checks her virginity, if its gone she can not come over any more. They argued and Lea kicked her brother in the nuts. he cried and slapped her. She kicked him again.
she worked out a deal where she would fuck his friend and they leave me alone.
I watched my Friend Lea with this boy and then with her brother. With the guy she had an orgasm like she did when she fingered her self. The guy got excited and blew his load with in a few minutes. her brother took almost forever. His friend threatened to rape me, if I jerked him off he would not. I jerked him while we watched Francis and lea. He yelled faster over and over. he grabbed my very small breast while I jerked him. He shot all over his face and shirt. I laughed and so did lea.

Francis tried to get me and lea always stopped him. he did make me suck him off a few times, that was it. I did suck lea's pussy a few times, she sucked mine many times. She instructed me in the form of masturbation. I thought of her being fucked and masturbated a lot. I loved Lea and miss her