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He began to knead her breasts, feeling for her nipples, and gently squeezing them through the thin fabric of her top. Thin as it was, it was too thick for Carl, and his hand slipped under the material in order to stroke the soft smooth skin of her breasts and to tease her rigid nipples. Then he slid her top up, thereby exposing both breasts in full. The top was rucked up around her neck so she quickly slipped it off completely. He changed position slightly so that he could kiss her nipples and as he was doing this Kelly was looking directly at me.She was still fairly composed although I noticed that she was already breathing more heavily. She was trying to gauge my reaction and she smiled when she saw the thin material of my trousers struggling to contain my erection. However, her expression gradually began to reflect her own increasing sexual arousal. He was still sucking at her nipples and she was still softly stroking his hair, but by now Carl's hand was on the inside of her knee.. Her head lolled back and she let herself float as he ran his hands all over her skin and she became slippery with water and soap. He fondled her breasts until she moaned with pleasure, and she rubbed herself shamelessly against his thigh as he rolled her nipples between his fingers. He skimmed down her back and sensually caressed her bottom, then moved lower and left her tottering on jelly knees as he knelt to stroke her legs, feeling his breathing grow heavy and faster as he ran his hands down her calves, then teasingly over her thighs and away again, his progress tortuously slow, and then at last he was parting her legs and cradling her buttocks as he nuzzled his mouth into her. She gasped as he began to explore her with his tongue, the pleasure shooting through her like electricity, almost unbearable, and yet she found herself gasping for more. He looped her knee over his shoulder and kissed her even more deeply so that she almost yelled out, no room left to think, her hands.
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