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I explained that I am a virgin. She said she thought I was cute, and wanted me to be her first cock. I slowly lifted off her shirt, exposing her bra. It was a thin bra, black with a lace pattern around the edge. I slowly undid the bra from the back. She held onto the bra for a bit, but then dropped it down, exposing her beautiful, soft breasts. I rubbed my hands on them and sucked her nipples. Oh, wow! It was an incredible feeling! I took off my shirt and pants, leaving only my boxers. I asked her to pull them off, which she did so well. Pulling the boxers off exposed my 6-inch penis. She had never seen a penis before. She licked my cock, covered it with her mouth, rubbing it in and out of her lips, her tongue flicking it every time it went in. She sucked and licked until I came in her mouth. She lick up all of my cum and swallowed it. She had my dick in her mouth when she swallowed, sending my cock into an incredible spasm, and causing her to lick even harder. I pulled my cock out. Michelle lays down and I get between her legs and look at a beautiful trimmed pussy and I breath heavily on her and hear her moan. I slowly start to lick her very pussy from the bottom to the top paying close attention to not licking her clit. As I look up at her I see Kate has knelt between her head and I see Michelle licking her pussy and spreading her ass cheeks as she starts to move a finger toward Kate's asshole! I am in heaven as I watch this and keep on licking and sucking her pussy I then move down and start to lick her asshole as I start to place 2 then 3 fingers in her wet pussy. I hear Kate screaming that she is ready to cum and I see her start to convulse as orgasm after orgasm hits her! I can't take anymore and move up and place my cock against Michelle's very wet and wide open pussy! I slowly, very slowly start to insert my cock into her pussy feeling her wall enclosing my hard thick cock. As I am going slow I see Kate come down and place her head on Michelle's stomach.
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