My horny girlfriend

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At this point I notice she is pretty high from smoking D starts talking about being lonely and it turns to sex I ask are you sure you want to go there...he continued. D tells me that she hadn't had sex I 18 months and was fucking horny and tired of getting off with her fingers. D continued to talk and asked if I would fuck her I was shocked she was 55 years old and still looked good 5 foot 1 a little over weight but not fat she has great big tits but no ass. I about 5 years younger than her 6. I am kneeling down gathering my things when out of the corner of my eye I see his big beautiful cock, exposed and right next to me. My mouth started to water and I tried not to stare. I wanted his cock in my mouth so bad. I started to handle my items very slowly so that I could watch his beautiful cock for as long as possible. He must have noticed because he stopped what he was doing and turned to face me. As I looked up at his face he said "I thought you might want a closer look, since you. More

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