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.I leaned in and tenderly kissed her clit. I could feel her twitch under my lips. It was like her pussy was gasping for air. I gently sucked her swollen bud into my mouth. I felt her thighs tighten a little as my tongue flipped over her clit a few times then made its way down into her pussy. I licked and kissed and sucked, slowly, switching back and forth between her pussy and her clit. I even let the tip of my tongue slip down and tease her puckered asshole. An all but silent moan escaped her and she seemed to lift up the slightest bit to encourage me.I could feel Katie reacting. There was no way for her to hide it. She laid back; her arms flat to each side of her; palms down; fingers spread wide and she began to push up into my face. I could hear her breathing had become much heavier; she was breathing out of her mouth now. A few tiny moans escaped her lips as I got lost in my bestfriends wonderful pussy.I kissed her softly and pulled away before she had a chance to cum then I stood. While I felt what I assumed was her other hand begin stroking my shaft, Teresa tightened her lips and she began moving them up and down the full length of my throbbing hard-on causing me to grunt unexpectedly. I began having trouble concentrating.I decided to focus my attention elsewhere. I broke my kiss with Cheryl and quickly lowered my head until my mouth was so close to her left breast I could almost touch it with my tongue. She bent forward pushing her breast into my open mouth. As I took it inside and began sucking, Cheryl quivered slightly atop me. Wondering what her reaction would be, I carefully took her nipple between my teeth and gently pulled on it, then let go. She moaned in response.I'd had forgotten how arousing it was to enjoy a woman's nipple while something silky smooth like a mouth or pussy was sliding up and down on my dick. Instead of taking my mind off of what Teresa was doing, it only made it worse. Changing breasts and hearing Cheryl moan once more as a result.
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