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Suddenly she felt Ed stiffen as his cock rested just inside her tightly clasped lips. She knew that he was about to cum, and she held the iron-hard staff where it was for a second, waiting for the explosion of cum that she knew was about to follow. Then, she thrust her mouth downward, relaxing her jaws and cupping her tongue to receive the male fluid. It shot out in a white-hot burst as her own spasms of delight began to rock her belly. The first delicious explosion was followed again and again by gushes of the sticky white cum that seemed to be inexhaustible. The dark-haired teenage girl held the creamy sperm in her mouth for a moment, savoring it before beginning to swallow mightily.

As the last drops began to ooze from the sensitive tip of his mighty cock, Sandy silently begged for more of the delicious fluid. Her frantic tongue forced it's way into the dilated tip, searching out the last drop, and her hungry mouth continued to suck greedily at his flesh. She was moaning and little animal sounds came from her throat, cat-like and pleading for more of the sticky cum. She could feel her pussy contracting as the last spasms of orgasm subsided within her. Unwilling to believe it was over, she began to suck harder at the slowly subsiding penis within her feverish mouth, coaxing the few remaining drops of cum from around the ridge of his knob-head. Tears of happiness ran from her eyes and flowed down her cheeks as she collapsed on the rug, still nibbling at the flaccid flesh between her red lips.

Lucy was almost out of her mind with lust as she watched Sandy's mouth devouring Ed's huge blood-swollen cock. At first she had refused to believe that the massive cock could possibly enter her friend's mouth. It seemed too large for the young girl's distended jaws. Then, as the awful organ seemed to disappear between the hungry lips. Lucy felt the burning in the pit of her stomach begin. Involuntarily, she pushed her thighs together and felt her warm vaginal lips close and a thrill of pleasure begin in the moist folds of flesh. Eyes wide-open and staring in disbelief, she watched with mounting excitement as Sandy sucked frantically at the lust-swollen cock.

When Sandy collapsed with Ed's limp cock still in her mouth, Lucy could contain herself no longer. She ran from behind the camera and threw herself down on the rug, her cunt flaming with desire. She had to have this beautiful cock inside her burning pussy, just as it had been within the warm mouth of her friend. Pushing Sandy aside, Lucy spread her legs wide apart and lowered her body over the stretched-out figure of Ed. She reached between her thighs and pulled her hair-lined vaginal lips apart as she came down, resting the moist flesh directly on Ed's spent cock.

Squatting Indian-fashion on her heels, she began a feverish back-and-forth motion, praying for the organ to respond to her frantic body manipulations. Ed opened his eyes and looked up at her as she came down on his body, surprised at the naked lust her eyes displayed. She was almost drooling as she pleaded with him to fuck her. Lucy's full, pink-tipped breasts swung invitingly over him as she squirmed her hot wet pussy down on his glistening cock.

Despite himself, Ed felt the first faint stirrings in his cock at the thought of Lucy's wild and lewd gyrations over him. Her frantic cunt was almost sucking his limp member up into her.

"Fuck me!" Lucy screamed down at him. "Damnit. Fucccckkkk meeeeee!"

Ed's exhausted cock began to harden a little as the wet pussy urged it on. Crazily, Lucy sensed the quickening in his loins and began to work harder. Her lubricating juices were flowing profusely, the hot flesh inside her cunt like silk as it glided obscenely back and forth over his rapidly swelling organ. Ed watched with awe as his penis began to grow, slowly at first, almost imperceptibly, then faster and faster as Lucy's lewd entreaties assailed his ears. Before it was even half of it's fully-erect size, Lucy reached down and slid her hot hand between his cock and her wet pussy. With one quick motion she lifted her body slightly and grasped the organ with one hand. Ed felt the warmth of her heated cunt slip over it as her body came down again.

"Aaaaaahhhhhh!" Lucy moaned with pleasure as the penis filled her belly. Her upper body came down on Ed's chest, her rigid nipples pressing into him as she began to pump up and down on his swelling cock.

"Screw meeee!" Lucy begged as her panting mouth closed on his and her tongue began a wet search for his oral instrument. "Ooohhh Gooooodddd!"

Jimmy was shocked by Lucy's actions. It had happened so quickly that he had no chance to stop her. He remained by the camera, staring intently at the obscene Lucy squatting over the body on the rug, her lewd words exciting him as Ed's cock disappeared into her pussy and she began her frantic pumping movements. He could tell by the whirring sound that the camera was still running, and he knew that Ed would be pleased that he was capturing Lucy's actions on film. He continued to watch as Ed's throbbing penis grew larger with the rhythmic pumping of Lucy's body.

Fascinated by the scene, the dark-haired youth began to move closer to them, and his body came to rest only a few feet away. He could see Lucy's flesh-filled pussy with perfect clarity. The pink, ragged edges of her tender flesh were clasped tightly around Ed's blood-swollen cock, pulling inwardly as she sucked the huge organ in, only to appear again as it slid smoothly out. Their pubic hair seemed to be soaked with perspiration, cum, and the vaginal juices of the excited girl. As their bodies came together he could hear the sound of flesh meeting flesh in resounding smacks.

Just between Lucy's smooth round buttocks, Jimmy could see her naked and puckered little anus and it drew him closer. Glancing nervously over at Sandy, he put his hands on Lucy's cheeks and pulled them apart to get a better view of the hairless orifice. His own cock was pounding against his thigh, pulsing with fast-racing blood and crying out for release. Sandy moved her body closer, too, and the two of them watched excitedly as Jimmy dropped one of his hands and ran it over Lucy's cum-soaked pussy, his fingers neatly dodging the rampaging cock of his friend as it rammed into her moist cunt.

Almost without thinking about what he was doing, Jimmy rubbed the juices from his hand onto his own swollen prick, spreading them lovingly over the tip and huge shaft. Then, moving up so that his cock was poised between Lucy's buttocks, he turned to Sandy.

"Help me, baby!" he said softly, pulling the smooth globular buttocks apart with his strong hands.

Sandy's heart was racing with lewd excitement as she moved closer to Jimmy's body and prepared to help him violate her best friend's anus. Without waiting for any instructions, she grasped Jimmy's cum-soaked penis and guided it up to the tiny hole. Lucy's violent bucking motions made it difficult, but Jimmy suddenly pressed down hard with his hands and held Lucy still for a moment. Lucy turned her head in surprise to see Jimmy kneeling behind her and Sandy next to him. Then she felt the first probing pressure against her rectum and realized what was happening.

"No, Jimmy! Please don't!" she begged, afraid that his massive cock would split her in two. Her tiny rectal opening contracted with fear as the pressure increased. As the head of Jimmy's penis pushed forward, unbelievably painful sensations shot through her lower back.

Sweat broke out on Jimmy's forehead as he sought to penetrate the hairless orifice with his pulsing cock. Sandy's fingers were urging him on, pushing the organ forward as it struggled to press in. Her anus was so tight that it brought pain to his cock's sensitive head.