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Make-Out Mutual Masturbation

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Make-out Masturbation
Now it was about a year ago i was watching a movie and my friend that i knew since i was little was over. We have always been close but that day something happened that i will never forget.
 We were watching a movie and laying on my bed and I had my arm around her .It was nothing just friendly stuff. About half way through she moved to the bottom of the bed . As did i and continued to have my are over her. She turned on her side where her back was facing me and I had my hand on her stomach. I moved my hand slowly up her stomach till i felt the underwire of her bra. I asked if i could unhook it. She allowed me too if i could figure it out. In a few seconds i got it unhooked. I made no move for her breasts until she held my hand and placed it there. I left it there for a while. I slowly took it down to her butt and grabbed it firmly. She smiled and made a small giggling noise. I ignored it and slid my hand up her shirt where i held her left breast. It was large and flexible. I rubbed it and move my hand up and down her stomach and chest. When i did this she turned her head and kissed me. I felt her tongue in my mouth so I too gave her tongue. I slid her shirt up and began sucking her right breast. I felt her nipples get hard under my tongue. i went and kissed up her stomach till i reached her mouth again. I took off my shirt quickly and she began to suck my nipples. She unbuttoned her pants and slid them to her knees. She started fingering herself and i was surprised but i ignored it. I took off my pants and she realize what i wanted she grabbed my underwear and pulled them off with a jerk. She then grabbed my cock and started thrusting up and down . about five minutes later I came at that time she was sucking it and she played with it in her mouth. She crawled up the bed and started fucking her. I had two or three orgasms before i stopped. Afterwards we sat and jerked each other off. We kissed a couple of times more and we played around a little more. She left and i started masturbating and i didn't stop for and hour or so. I am supposed to see her again soon so i have my hopes and penis up and waiting for her. --Unknown

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