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He was now quite hard and his cock had grown to 9 inches with a big mushroom head and was standing straight up in the air before me as he stroked it. I said "I'm always ready for some sex-ercise." and I pulled my towel aside setting my pulsing cock free as well. We sat side by side as we slowly masturbated together and soon we were feeling each others cocks. I leaned over putting my lips on the tip of his huge cock and gradually slid my mouth down his shaft as far as I could go. My mouth was full and there was still a couple inches left in my hand. I sucked up and down his long hard boner and played with his balls for about 5 minutes then he nudged me to sit up and let him suck me. I sat back as he skillfully worked on my throbbing 7 inch cock, which looked so small compared to him. It felt so good having him suck me, feeling his tongue lapping around the tip of my cock. I held his head in my hands as he repeatedly made my shaft disappear into his hot mouth sending waves of pleasure. I remember thinking to myself that it's about to really hurt, but his finger never did. It just felt awkward, not painful, just weird.He moved upwards, still between my legs and his massive dick was pressing against the bottom part of my rib cage. He told me to keep stroking myself and just listen to him. He started calling me baby and said he was going to make me feel really good. He asked me if it was ok to just give me a small kiss. I said yes. He started kissing the top of my chest and worked his way up to my neck. He nibbled on my earlobe and slowly kissed the side of my cheek right up to the edge of my lips and felt a small brush from his tongue on the corner of my lips. What was supposed to be a small kiss turned out to be a full on make out session. It was very slow and not rushed. Eventually he was laying on top of me and I felt one leg being pushed upwards towards my stomach. Again, I felt his finger inside me as we continued to kiss. At some point, I was sooo relaxed and I.
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