We planned to study together for a while.We sat down side by side on my bed and got our books. Kelly was in a silly mood. I'd read for a minute then she nudge me in the ribs and giggle. I pretended to ignore her as I tried to read. Then she tickled me for a few seconds. I tried retaliating. It just led to more touching and tickling.In desperation, I tried hugging Kelly to dissuade her. I finally stopped the tickling by kissing Kelly. I succeeded, at the cost of study time. Kelly's passion got my motor going. We kissed for a couple minutes before things escalated. Kelly groped my hard erection though my jeans while I felt her up.Kelly shucked her blouse and bra. I kissed and caressed her beautiful breasts. Our passions carried us away. Kelly helped me pull my shirt off. Another minute of making out and Kelly was trying to get my pants off."Hang on!" I demanded while Kelly slipped a hand down my boxers while she kissed my nipples. "Damian..." I gasped as she rubbed my erection. "I got. ..I tried to think of just about anything else to avoid popping an erection. As she moved up the leg, she slid my shorts up as far as they would go. It seemed like she took a little more time than was professionally necessary to do so, and I couldn't help but get a little turned on by this. After Barbara had worked on the outside of the leg for awhile, she instructed me to push my leg out so she could work on the inner thigh.As she massaged my groin, it got more and more difficult to suppress the blood rushing to my cock. My tackle isn't massive, but it's plenty big enough to get the job done - and to be difficult to hide in athletic shorts. I was semi-hard at this point, but she just kept massaging and apparently paid it no mind. By now her ass was very close to my head, and she was bending over at the waist far enough that I could see most of her toned thighs. I couldn't help but stare...After a few more minutes of this, she climbed up on the table, balanced on her knees, and really.
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