It happened one day when I was at my best friends house for a sleep over.  Her mom and dad were gone for the weekend, so it was just me, her and her older sister.  
  We were at the mall in the morning and then went to her house for a dip in the pool. We had only been swimming for a little while when Jill was called in to work. She was bulbed but said that her sister would entertain me while she was gone.  I always thought that Jill's sister Stacy was cute but i had never been with a girl so it just didn't seem right to think like that.   We were swimming and just playing around a little bit when we got out to lay in the sun for a little while. Stacy had on this hot little bikini that just covered her tits; her nipples were hard and really sticking out. She was so damn hot.
      
     "Can I get you something to drink?" Stacy asked me
     "Sure," I said, " what do you have?"
     "Water, milk, beer, juice or i can mix us up something" she said.
     "How about a rum and coke ?" I said.

  So Stacy went in and made us some drinks. We sat around talking and drinking for about an hour or so, I was getting a little buzzed after 4 drinks.  I was getting sunburned so we went in the house.
Stacy asked if she could put something on my back to help it out.  "Sure." I said.  She told me to lay on the couch while she started to rub lotion on my back.  She took off my top  so she could get all of my back. She asked if she could my legs too; I didn't have any problem with it so i said OK.  She started on my lower legs, her hands felt so good on my skin that it was making me tingle.  When she got to my thighs i spread my legs open so she could get the inside of my legs.  The feel of her hands was turning me on.  She lightly brushed her fingers across my crouch. I must have let out a little moan because she giggled.   She rubbed my crouch a litter harder the next time, so i opened up a little more.  Stacy then put her hand on my pussy and started to rub it; i started to moan.
 
     "You like that Kim?" she said.
     " Oh yes." I moaned.
  I rolled over and she had this look in her eyes; we leaned in to each other and started kissing.  Stacy slipped her tongue in to my mouth. I thought this is great.  She started kissing down my neck to my tits.  She started to suck on my nipples, licking around them and lightly pulling them.  I was moaning louder now,  She slipped her hand in to my bikini bottoms.  I squealed a little, she then pushed a finger in to my virgin pussy.  I let out a hiss of pleasure.  

     " Are you a virgin?" she asked me
     I said "yes"
     "Well, we will just have take care of that then won't we?"
     "i guess we will" I said


  She took my hand and took me to her room.  She lay me on the bed and took off my bottoms. She then got undressed herself. She was hotter then i thought. She was shaved like me but her pussy was fuller then mine.  She climbed in bed with me; we started kissing again and feeling all over each other's bodies. I had never felt another girls tits except for mine and hers felt great.  Stacy kissed me all the way down to my pussy where she started to suck, lick and finger