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They have both got naked, and she is giving him a blowjob, but while it starts with her in control and licking and sucking him, at times he is simply fucking her in the mouth. After that they get down to real sex. He starts by taking her from behind and then she rides him. All the way through she seems to be enjoying herself, but he is never more than semihard despite all the stimulation she is giving him.
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