Upside down, the massive guy seemed even bigger, I was staring up at huge hands unbuckling his tool belt, and then undoing his jeans. More than once... I had thought I had seen cartoon boxers peeking out when I caught him bending over, and it was from within a Batman symbol that a beautiful 8" cock appeared, half hard with a bead of precum glistening on the tip. I knew my fingers were like ice, but I didn't warn him, I just reached up to grip his thick shaft and tug, pulling him closer and. Karina motioned a silence sign at me and started pulling me up slowly."i need you in my pussy now." karina whispered in my ear and then nibbled on my ear lobe."what about cookie?" "dont worry she is a heavy sleeper." ok" i said as we walked back into the bedroom and layed on the bed."are you a virgin?" i asked"no, far from it " she said as she undressed. "i just need that big dick in my pussy right now."i pulled down my shorts and boxers and she started sucking my dick, just 5 strokes for. Mom pulled the electric blanket off of her bed and duga feather bedcover out of the closet. After she put iton her bed, she suggested that I crawl in the bed withher as I probably would be too cold alone in my ownbed. Inasmuch as we had gotten up only to observe thesnow, neither of us was dressed. I threw my bath robe on Mom’s bed and climbed under thefeather bedcover with her. My teeth stopped chatteringonce I became warm, and I soon drifted off to sleep.When I awoke, I immediately. She sits and a question forms on her face.I sit behind her and whisper to her, "I want you to see what I would and I to see what you do as I explore you." I kiss her neck as I place my arms over hers, I feel a slight shiver as I kiss my way up under her ear. Rachel leans her head into my lips as my hands rise to lightly cup her breasts, her breath is becoming quicker as I kiss down her neck to her shoulder, my hands slowly caressing her breast, nipples expanding and my touch gets stronger..