I was 13 and it was time for a school physical, and what ended up happening, was that my sisters' 16 year old babysitter brought me to the pediatricia.... My pediatrician was somewhat of a femme fatale-- tall, dark hair, and was always rather rough with me. So we get there, and after having been weighed, I'm in the exam room. I couldn't believe it when she stayed in the room with me. Initially, I was made to strip down to my briefs and socks, and had previously been nude the entire physical. With time and desire, she quickens her thrusting and leans forward supporting herself on the desk to allow for even better access. He reaches to her chest to fondle her large breasts. The feeling was amazing – this was why she loved older men they really knew how to please a woman. All her energetic thrusting is getting him very excited, he loves the feel of her pussy on his cock and the moans she makes as he plays with her breast and clit. She keeps grinding her pussy onto his cock making. Lilly thought for a while, and then shared this experience with Penny. “Hey Penny, I want to tell you something,” Lilly started talking after fingering each other. They were in Penny’s room, naked and lying next to each other. “What is it?” Penny asked slowly. “You know Cody also masturbates, and he always stares at our boobs?” Lilly asked. “Yes, I have noticed him too,” Penny replied. “Today I saw him masturbating in his room,” Lilly said, “During lunch he was starring at our boobs, and then. From base to head, I licked. I used my mouth to explore every millimeter of his thickening tool until he was as hard as a rock and ready for more. When I placed the head in my mouth, I heard him let out a gentle moan. My objective was for him to let out quite a bit more than a moan so I continued to pleasure him with my mouth and tongue. I slid my soft, full lips down his shaft and back again, looking up at him with a wink. I could feel his knees buckle just a bit as I did it once more,.