The guy behind is still thumbing my asshole, but his cock is smoothly ploughing my gash, the speed increasing until he takes his thumb away and firmly...grasps my chubby hips as he starts to fuck me even harder. My head is now being held steady by the man in front of me, and with it in this locked position, he is using my lips, mouth and throat like a masturbatory toy, a human fleshlight. This guy no longer seems to be in control of his hips, I guess he is enjoying my mouth and throat so much, he. I put a surgical glove on my left hand, squirted a gob of lube on my fingers and started playing with his tight ass hole. As I fingered his ass with my left hand, my right fucked his pee hole with the needle, moving up and down slowly. As I found his prostate with my fingers I began manipulating it, he then complained of the sounding making him sore."Poor thing needs a kiss to make it all better," I giggled.I removed the needle and teased the head of his cock with my tongue. Working his. Wearing a tight button up shirt, under neath it was a red handkerchief that served as a bra, she also wore leggings, her panties lacing pops out a bit, knee high socks, and a neck tie. Oh, and glasses. So that was seven clothes on her, and I have ten words. Seven is a passing number in quizzes with ten items in my class so it was her new way of "helping me learn". I'm pretty sure the shirt and the socks were from her school uniform, the neck tie and the handkerchief was mine.She sat on my bed. He wanted to play dress-up.We went up to his room, and he showed us the growing collection of girls’ clothes he was hiding in his bottom dresser drawer. Not just a skirts or blouses, either. I mean, really sexy stuff — a sheer white nightgown and something he called a teddy that was made of sky-blue lace. He put that on that for us, and some blue stockings, and lipstick and rouge he got at the drugstore, and tissues in the cups, and — wow! I could hardly stand it. Of the three of us, he was the.