**this is a fantasy. yeah. a fantasy. uh huh.** i went to the walmart and was checking out the new DVDs and games. as i was standing there a kid came up and started playing a game. he was about 11 or 12. i am not always attracted to guys much younger than me, but this kid was fucking hot. looked like a little skater boy with his baggy shorts. he was quite a bit shorter than me, blonde with brown eyes. as i watched him he kept adjusting his crotch. i was getting hard. i wanted to approach him, but was scared because he was so young. he looked over and said "what's up." and i said hey. i moved closer to watch him play. he was so cute. i asked him if he knew where the restroom was. he pointed me in the direction. i started walking off and kept looking back, but he didn't return my look. i was so horny and thought that i would jack off and be on my way. i walked into the restroom and it was empty. i check the three stalls, but there were no glory holes or grafitti. i went to the urinal and started playing with my cock. after a few minutes i stopped because i was really horny to be with someone. i went back to the games and the kid was still there. he looked over when i got back. "did you find it?' he asked. i said i did. i put my hand in my pocket and started rubbing my cock...he was that fucking cute. he looked over and back to the game and then looked again when he realized what i was doing. "are you playing with it?" he asked. yeah, i said. i asked him if it bothered him. he said no. i asked if he would like to see it. he said yeah. so i said let's go back to the restroom. he said ok. i told him to walk behind me and come in after i did. we get into the restroom and stood at the urinal. i pulled out my dick and stood back so he could see it. i started jacking it and he was just watching. i could see he had a bit of a tent so i asked if i could touch it. he said sure and took it out. it was not bad sized for a 12 year old. he got nervous and started shaking. i asked if he was ok and he said sure. i asked if he wanted to try more. he said yeah. we went into the big stall against the wall. i asked him to take off his shorts. he did and he was so cute. he had a bit of a bush, but just a little bit of hair on his legs, almost none. i couldn't help myself and said i really wanted to be with him. i pulled him close and kissed him. i could tell he never had been kissed because he didn't know what to do and he was shaking. i asked if he ever been with a guy and he said no. i asked if he wanted me to stop. he said no. i had him stand in the corner so the toilet block view of his feet. i got on my knees and licked his cock and his dick started bobbing. i went down on him and he sighed as i went all the way down. "oh god, oh god" he kept saying. so i started going up and down on his cock. "oh god i'm cumming." and he shot in my mouth. it was sweet and i swallowed it. i got off of his dick, but it stayed hard. i asked if he wanted to try something hot. he said yeah. i asked him to turn around and bend over. he got a scared look. i said i wasn't going to fuck him, just rim him. but if he wanted to try fucking we could. he said ok. his ass was perfect. absolutely no hair on it or in his crack yet. he must have taken a shower because it smelled like soap. i spread his ass open and slowly licked around his hole. he shuddered and started saying "oh god, oh god" again. i got my tongue on his hole and started licked and sucking on it. i got my tongue up in it and started lick around it again. i slowly stuck my finger in his hole. i only got just the tip in and then he said "im cumming" and he stood up straight. when he was done i asked if i could keep rimming him. he said "yes." then i said can i try fucking him with my finger. he said yes. so i went back to rimming him until his hole was wet and started loosening up. i got my finger on his hole again and started circling it. then i slowly poked it and he backed up into it. half of my finger was up his tight ass. i wiggled it and he moaned. then i started sliding my finger in deeper and pull out and push back in into hole. he was shuddering again. i asked him if he liked it. he said he did. so i kept finger fucking him and then i reached around and started playing with his cock. it was still hard after cumming twice. then he asked if i liked his ass. i said i did and that i would like to stick my dick in. he said ok. i stood up and pulled down my jeans. my dick was so fucking hard and precum leaking. i told him it might hurt a little at first, but that i would go slow. he said ok. i told him to bend over and spread his ass withhis hands. i got right behind him and put the head of my dick up to his hole. i started to slowly push in and he said ooh. afetr a few tries i finally got my cock head in his hole and he made a surprised ooh sound. so i stopped and let him get used to it. then i slid a little more in and he said ooh again, so i stopped. then the restroom door opened and someone went to urinal to piss. i whisperd to be quiet and hold still. after a couple fo minutes the pisser was gone. my cock was still hard and still in his hole. i asked if he wanted to keep going. "oh yes, yes." so i slid a little more in and stopped. i reached around and rubbed his chest and slid my hand down to his cock. do you like my cock in you? he said yes. do you want me to keep going? yes. i said ok. i said i am going to fuck him now and that i wasn't going to be able to stop until i cum. he said ok. i asked if he was sure because it may hurt. "oh, please fuck me." i said ok. i grabbed his narrow hips and started in on his ass. oh it felt so fucking good. it was so tight. i started pumping in and out. the more i did i the better it felt. i could see he was both hurting and enjoying. little gasps of oh god, oh year and little whimpers of pain when i pushed all the way in. i coudln't handle it any more. and just started really fucking. then he said "oh, oh, oh no. i'm cumming." and that made em blow my load. i pushed my cock in as far as i could up his ass and shot my load. i stood there for a second to let my cock get soft and then i pulled out slowly. we cleaned up ourselves and went to wash hands. i told him that i enjoyd it and thanked him. he said he liked it too and that it felt like my cock was still in his ass. i told him that i would like to mess around again if we ever had the chance. he said yeah and that his mom came to walmart each wednesday night and he would look for me.