Caroline reached down and pulled my shirt off, then ran her hands through my hair and over my back as I sucked her cock. I reached for her erection an... held it at the base, I wanted to see her beautiful, engored member. I licked the underside of her cocks head and tasted a drop of her sweet pre cum as it leaked out from the tip. I loved the taste and only wanted more. My other hand found her full balls and tugged on them lightly. Caroline moaned, spurring me on. I held them and softly licked. .I started squeezing and sucking them.. She was moaning softly.. She was enjoying the warm and wet touch of my lips on her boobs.. I circled around her hard nipples with my tongue.. Sucked them and sometimes even bit them.. It pained her a bit but she was pretty much liking it.. She was caressing my head and pushing it deeper into her boobs which made me difficult to breath.. I then rolled over onto her.. She took my tee off.. Now we both were naked from the waist up.. I was still sucking her. More

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