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[SquatchHammer]

Did you do any roleplaying yourself first? If not, then this will be harder to explain. One of the ways I see any pen and paper RPG's is they are improve plays, where the character's do anything they will, even if its something you didn't even think of.

I GM'ed before, and I am horrible at it. One of the problems I had was that I tried to be the nice guy... DONT EVER DO THAT TO A PARTY!!!! (ever, of all time, NEVER...)
Also dont be the party killer; characters can and will be killed. Solution if you dont like people to roll up new character is a way for the party to revive said character. Note: you should be EXTREMELY CAREFUL of doing that since it could lead to game disintegration.

Anyways you will need to think up of a story for them to play in. Look for ideas from movies, shows, and video games that you like and try to work them into a setting you like. If all else fails pick up a setting or a pre fab adventure if you need experience.

[ductape]

For me when I was ganming a lot, the tabletop was all about COLLABORATIVE storytelling. I was usually DM but not always, and we mostly did hexcrawl type stuff with some old modules thrown in here and there. Hexcrawl is wickedly liberating and a great way to go, totally the original sandbox game.

checkit out: http://www.gnomestew.com/tools-for-gms/old-school-fantasy-hexcrawl-resources/

be sure to follow ALL the links in there and behold the awesome worlds they lead you to.