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Early one Sunday afternoon, I was resting on my couch downstairs while watching sports on TV

when Donna came down to visit. She didn't hesitate to get herself situated in the recliner, and sat quietly with me until the game I was watching ended. There wasn't anything else that I wanted to watch, so I turned the TV off; when I did, she got up and came over to where I was laying down.

Without saying a word, she shed the blouse she was wearing before moving to lay on top of me.

Since she was laying face down with her head right under my chin, I simply put my arms around her and held her — she wasn't heavy enough to bother me, and it felt nice to just have her in my arms like that.

Several minutes went by before I heard her ask "Uncle Ted?"

"Yes, dear?"

"When I touch my boobs, it feels good — but not as nice as when you do it. Well, sometimes I touch myself between my legs, and that feels even better that just touching my boobs. So I was wondering if… if it would be okay if you touched me between my legs now. I mean, it feels so much better when it's you touching my chest than when I do it, that I figure if you touched me between my legs, then that would be even better, too. I want you to do it, so would that make it okay for you to do that with me?"

I wasn't as shocked or surprised as I maybe should have been; the last few times she'd wanted to be semi-nude with me, I'd caught the faint scent of aroused female shortly before we stopped.

And I hadn't forgotten the conversation we'd had with her on my lap, when she told me that she might want me to do that. While I was certainly willing enough, I didn't want to accidentally push her farther than she wanted to go, or frighten her, so I calmly asked "What did you want me to do?"

She sounded a little relieved as she told me "I just want to know what it feels like when you touch me there. Sometimes, when I do it, it starts feeling so good that it kind of scares me, and I stop. If… if you did that with me, I know I wouldn't have to be scared about what might happen."

I almost couldn't believe my ears. Not that she would tell me that she was masturbating, but that she got scared and stopped what she was doing because she was afraid of the increasing pleasure when she got too close to having an orgasm — and wanted me there, and helping, when she finally let it happen. The idea of not merely witnessing, but actually assisting as she had her first-ever orgasm aroused me tremendously — something that I could only hope she didn't notice.

Maintaining my equanimity, I replied "Okay, I can do that, if you like. Was there anything else you wanted?"

"I thought it would be better, and nicer, if we, you know, maybe kissed and stuff, too. I mean, if you want to."

Giving her a soft hug, I answered "I'd like that, sweetheart. When did you want to do that?", thinking that I already knew what she'd say.

"Could we maybe do it today? Or even now?"

"Of course we can. Do we need to close the door, or anything?", I asked, wanting to know if I should be concerned about us being interrupted.

"Oh, no. I told Mom that I was coming down here so you could help me with something, just the two of us, and she just smiled and said she'd make sure nobody bothered us."

We stayed on the couch like that for another minute or so before I hesitantly told her "If we're going to do that, it would probably be easier and more comfortable if we were someplace where we had more room than on this couch."

I got an idea of how much she loved and trusted me when I heard her answer "I thought your bed would be better, too. Just because we're there, I know you aren't going to do any more with me than what I want, Uncle Ted. I know you don't want to scare me or anything, but you don't have to worry about talking to me, either. If I'm grown up enough for us to do stuff like this, don't you think I'll understand those kinds of things?"

Hearing that, I moved my hands so that I could start gently caressing the soft, smooth expanse of her back, and heard her release a contented sigh; being able to give HER pleasure like that while getting my own was something that always pleased me. After I'd tenderly re-mapped the topography of her skin several times, she spoke up again to tell me "It always makes me feel good inside when you touch me like that — but that's not what I came down here for."

"Well, I suppose we can do that, now…", I replied, feigning a reluctance I certainly didn't feel.

Knowing that I was just teasing her, she raised her head and graced me with a loving smile before placing a brief soft kiss on my lips. When she raised her head again, I knew that she could see how much it had meant to me by the happy expression on her face. A second later, she moved to stand up next to the couch again, leaving me free to sit up. She unabashedly unfastened and dropped the skirt she was wearing, revealing that she was wearing only a very skimpy pair of panties. Confidently, she looked into my eyes as she calmly slid her hands under the waistband and eased them down her lovely slender legs. After she stepped out of them, she turned to face me straight on before saying "I don't think you've gotten a chance to really look at me before -

at least, not with us close like this, or for very long. So if you want to, you can do that now; it's okay. I… I'd like it, even."

The closest I'd ever been to her for one of her little shows had probably been three feet. And with me being a good foot and a half taller than she was, the views I had gotten weren't as good as they could have been. So with her standing there not two feet from the couch, and my eyes about level with the bottoms of her breasts, I definitely DID want to look at her closer and longer.

I saw her lift her foot, as if she wanted to go somewhere — and realized that she was willing to come even closer to me. I shifted my feet apart, and she gave me a pleased smile as she moved to stand between them. I leaned forward slightly, and finally got to really look at her adolescent body.

With her that close, the first thing I noticed — had to notice! — was how incredibly flawless her skin was. Looking as delicate as the finest porcelain, it also had the light pink color of a healthy young girl. I couldn't see a wrinkle or blemish on her anywhere; there was absolutely nothing to mar the beauty of her epidermis. Able to really examine her mammaries, I saw that they were beginning to fill out a little; compared to the generally conical shape they'd had when I first saw her, they looked to be slightly more rounded then. Her dime-sized areolas were almost perfectly round, and darker than the smooth flesh surrounding them. Discounting the slight crinkling they were showing from what I knew was her mild arousal at having me look at her, I figured that both of them would have only a minimum of the small bumps that I'd seen on other women. Her nipples grew from the center of her areolas, and slightly larger around than a pencil; each stuck out for perhaps a bit more than a quarter of an inch.

Letting my eyes finally drift downwards, I thought her "innie" navel was about the cutest thing I'd ever seen — and leaned forward to give it a soft kiss. When I was sitting up again, my gaze dropped even lower, and I got my first close look at the base of her flat abdomen. Up close and personal (as it were) with her developing bush, I saw that it was made up of a still somewhat sparse growth of fine blond hairs that looked to be still a little short — and soft. I didn't have any trouble making out the skin beneath, nor the cleft that divided her mons. I thought to myself that if I'd known that girls could look this good at that age, I'd have paid a hell of a lot more attention to them…