Please note: this story is a work of erotic FICTION, and it will more than likely contain explicit sex scenes involving relationships that could be considered socially unacceptable; if you don't want to read something like that, then please, for your own sake, don't read it, for all others, please read, enjoy, and review my work if you feel like it. Also, this story is (hopefully improved) remake of an earlier version under author's name of Lude. - Lude2

Story Codes: minor, f-m, F-m-f

The Unauthorized Un-Rated Version of

Lizzie McGuire Movie

Based upon the novelized version of the screenplay

Adapted by Lude

Chapter Nine

Half a world away, more trouble was brewing.

Matt sat at his computer, studying a news web site about Rome. Melina, his friend, partner in crime, and official tormentor leaned over his shoulder. "I don't know what catastrophe's going to happen in Rome," he said, "but with Lizzie there, something will."

"What precisely are going to do with that information?" Melina asked. "Just give it away like you did with the graduation video?"

Matt thought he was crafty, devious, and conniving. But compared to Melina, he was a rank amateur. "Hey, she was really freaked out by that," he said, smiling.

Melina didn't return the grim. "And what do you have to show for it, you swine?"

Matt shrugged. It was a good point. "The pride of a job well done."

In a furious display of angry, Melina smacked him - hard. But then, while still showing disapproving scowl, she put her hand on his crouch and began fondling him. "Try buying a Lap Dance with pride of a job well done." Then Melina smacked him again.

"Matt, Matt, Matt, you incompetent pip squeak, we've been over this before. Cash up front. Good Morning America…news. No cash. Jerry Springer…entertainment. Cash." She then seemed to morph seductively as she unzipped his pants and started to slowly jacking him off.

As Matt realized the truth of Melina's words, and her head was rapidly bobbing up and down, Mrs. McGuire poked her head through the doorway, and asked. "Melina, are you staying for supper…?"

Surprised to see her son's cute little girl friend's lips were wrapped around her son's cock, Jo was interrupted when Matt started screaming rapidly out. "Aahhhhhhhh! O God, Melina! Thank you! Thank you! You rock!"

As her son's cum shot into Melina's mouth, Jo watched the little girl's throat worked to take it all in. Mrs. McGuire was impressed by who rapidly she swallowed, even as the backpressure of her son's orgasm forced cum past her lips and back down his shaft!

Bouncing up from sucking Matt's cock, Melina answered Jo's question, "I'd love to, Mrs. McGuire." Melina's voice was as sweet as sugar and her smile completely innocent. "We'll need extra energy to work on our…home work for our Sex Education class."

"Oh!" Mrs. McGuire said in delight. "In that case, I'll make brownies." Gazing down, Jo noticed how pretty Melina's smile had become. She'd known Melina for years, watching her blossom into to a…surprisingly attractive girl. The fact that she had a little cum on her face, made her even sexier.

"That sounds just wonderful Mrs. McGuire! But…" There was now a look of apprehensively on Melina face as she tried to thank Mrs. McGuire, but couldn't go on.

"What honey?" Jo asked.

"O, Mrs. McGuire, we've got our final examination on oral sex tomorrow, but I just can't get the hang of it." As Melina spoke, she bent forward a bit and her loose shirt hung down. Not wearing a bra, Jo marveled at how Melina's small uncovered breasts were perfectly shaped, rounded and pointy, with hard pink nipples. Jo hoped she'd be lucky enough to find out if she was into girls. She could only imagine what it would be like to ravish the lovely young girl's body.

"O, I see…" Jo reached down and checked the length and hardness of her son's cock, causing him to groan. Showing a frown, Jo said to both of them, "Since this for school. Here," Jo started stroking Matt's cock, "I'll give you a few pointers." Jo said to Melina with a lusty smile

"Thanks, Mrs. McGuire,' Melina said. "I'd really appreciate the help."

"Sure, I think my son would love us both sucking his dick at the same time!"

"I sure will, thanks Mom!" Matt happily answered as he laid back and folded his arms behind his head, waiting for them to start.

"Mrs. McGuire, you're so nice. Maybe I should tell you this, but I find you incredibly sexy."

"Really, I've noticed you too." Jo told her, letting her secret slip.

"Then that explains why you're staring at my tits," said Melina, causing them both to laugh.

"Come here", Jo told her. She pulled the young twelve-year-old girl to her and planted her lips on hers. The kiss was urgent and there was a lot tongue action involved. Then taking her in her arms, Jo reached for Melina's top and lifted if up and over her head. The older women liked the feel of her long gorgeously blonde hair as he removed her shirt. She really loved the feel of Melina's sweet nipples in her mouth.

For her part, Melina dove for Jo's chest and feverishly removed her top too. Melina took her time as she sucked on each of Jo's breasts, running both her hands on Jo's body. Then she unfastened her jeans and belt, pulling them off easy. "Mmmmm" was all Jo could say as Melina pleaded "Mrs. McGuire, please…please let me taste…please let me taste pussy for the first time!"

Not waiting for answer, Melina slowly brought his kisses to Jo's waist and then whiffed in her sweet perfumed smell. "Mmmm, Mrs. McGuire, you smell so fresh and wet. Can I have a little taste, pretty please?" Melina gently asked.

Jo screamed "YES, please taste me, don't tease me anymore, eat me… fuck me with your tongue... suck my pussy!" Then as Melina lifted Jo's legs to her chest and her wet red pussy lips opened for Melina's tongue. She took a long slow lick all the way from the bottom of her cunt up over the hood covering her hardening clit. "Oh God honey! Oh God please…please," was all Jo could say as the pre-teenage girl started pushing her fiery tongue into Mrs. McGuire slippery slit. Her cunt lips squeezed Melina's tongue as it was pushed as deep as it could reach.

"Oh Mrs. McGuire, your pussy is so incredibly sweet, so hot and wet, and o so tight... I got to have more, I can't stop now, hold onto your legs!" Melina exclaimed as she started fucking Jo with her tongue, using it like a cock, pausing only at times to suck her clit as it began hardening and coming out of it's hood. She couldn't hold back. Soon, Jo's pussy was flowing as her juices ran down over her little puckered asshole.

As Melina couldn't resist and teasingly licked her asshole and teasing it, Matt got into the act by suckling on his mother's big breasts. Then he continued to rub her breasts with his right hand, as he spread her knees farther apart with his left hand and began inching his fingers between her legs, very slowly creeping up her left leg. She began breathing erratic now, and spread her legs as far apart as she could. Needing them to touch her where she enjoyed it the most. "OH GODDDDDD!" Jo could only scream as Melina tongue fucked her pussy as Matt's index finger pushed into her.

"Cum for me Mrs. McGuire... cum for me... please cum on my tongue," Melina seemed to begged as she pushed her tongue in so deep that her nose pushed against Jo's clit. On the other end of the sixty-nine, Jo had already begun her own journey to paradise. Pulling up her skirt, Jo dutifully put her hands on Melina's little butt cheeks. She brought them closer to her so that she could get a comfortable position to give Melina the cunt licking she so rightfully deserved. She loved the way Melina ooooh'd and aaaah'd as she made her way down her navel and to her waist.

"Oh my god!" Jo moaned out as she looked down and saw Melina was wearing a string thong, her young folds of skin exposed through the thin fabric. Jo eagerly pulled the thong to the side revealed her hairless baby soft pussy. Realizing Melina's pussy was as perfect as her own young titties, Jo dove in, kissing along her thighs. The young preteen girl wiggled with ecstasy as Jo tongue gave her pleasure.

"I'm cumming...Oh god I'm cumming too." Both girls soon screamed out as they came all over each other's faces. Their pulsing pussies squeezing tongues buried deep inside of hot wet pussy. Then as Jo's orgasm subsided, she said, "Melina, it's not as if you need it, but I think we'd better get back to your home work." Then turning to her son, Jo asked, "So, Matt, would you like your mother to suck your prick?" she asked her son in a husky voice.

"OHHH YES MOM!" Matt exclaimed, his lust shinning from his eyes.

Jo then gently grasped her son's cock, thrilling to the silky feel of his shaft. She breathed his manly odor in deeply before she parted her lips and her tongue
snaked out to wrap around the head. Jo pulled back for a moment to watch the head now coated with her saliva glistening in the light. As she watched, pre-come began to seep out of the hole at the tip of its head. Then as Jo leaned forward and pressed her son's cock softly against her lips, Melina got down between Mrs. McGuire's legs and began kissing her pussy again.

Jo then parted her full red lips, letting Matt's cock slide barely inside, her tongue flicked over the end, tasting the pre-cum that dripped out. She felt his hands on the back of her head, and heard the gasp that escaped from his lips. Matt pulled her toward him, pushing into her mouth. Her head came forward, engulfing more of her son's throbbing cock. Then slowly, Jo pulled back, and played with the slit in the head of his prick with her tongue, as Melina licking her pussy.

Looking up at Matt again, she ran her tongue over the sensitive underside of his cock, her bedroom eyes smoldering with lust. Then his hips started pumping, feeding his cock into her parted lips that seemed to just beg for more. They both knew that he couldn't hold back. Soon, it was like trying to stop a flood, after only two or three minutes, Matt stiffened, muscles tense, his scrotum tightening, and his eruption rocketed out. Spurt after spurt of cum filled his mother's mouth. She choked, and then swallowed, some trickled from the corners of her mouth. She swallowed again. Matt watched his mother's head bobbing as she went down on him, his hand gently stroking her hair, while Melina continued pressing her tongue into Jo snatch.

Jo looked up at him as she marveled at how much cum Matt had just ejaculated and was still rock hard. As she sucked out the last drop of his tasty semen she watched his unwavering gaze fixed on her every movement.

"God Mom, that was incredible," he told her.

As soon as she recovered her breathe, Jo looked from Matt to Melina. "Okay, now you take Matt in your mouth, and I'll suck on his balls." A big shit-eating smile grew across Matt's face as his Mother instructed Melina in the age-old art of pleasuring men. An hour later, with her son's cum dripping from all over Melina and her body, Jo got up smiling and left the room, closing the door behind her.

Melina immediately grabbed Matt's balls and squeezed…very hard. "I've said it before," she told Matt. "You're weak! Weak! Now, don't do anything without asking me first, or I'll put your nuts in a blender!"

"Yes, my worship!" Matt looked at Melina in awe. "You rock!"

"That's why you're my slave."

Melina showed an evil smile, as she gave Matt's cock a lick. The she told him. "Now, fuck me with that little wiener of yours. But keep your trap shut. I need to think about how to use your mother in my plan. And do it right this time you insignificant worm, or I'll punish you…again!"