I could tell by his facial expression that Ben was really enjoying this. I watched intently as she rode up and down with his balls tensing from the pleasure of a tight pussy and soft hands stroking him. He whispered something in her ear and Michelle climbed off Ben's cock and Katie replaced her, first giving Ben's cock a few licks of her tongue. As Katie rode up and down on his magnificent shaft, I noticed that she was able to take more of it than Michelle was. I was incredibly turned on watching her pussy grip his cock all the way out to the head. more ...
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She immediately recoiled and said "oh shit" and tried to cover up. I put my finger to my lips to indicate she should be quiet. I asked her where everyone else was. She said "Michelle and Ben are in the basement." I told her not to mention seeing me. I was going to go out for about 15 minutes and return, when I hoped they would be upstairs and dressed. I reiterated that she should not mention I had seen her. She nodded ok, and I left. When I returned 15 minutes later, they were in the living room and were getting ready to go out and get something to eat. Michelle used the powder room while Ben went upstairs to use the facilities up there. I told Katie "remember, don't say anything, but call me tomorrow." She looked at me quizzically, and I just said "call me. more ...