"Have you had much experience with pricks?" he suddenly asked.

"Not really," she said, tenderly fondling his warm cock and balls.

"Have you ever been laid?"

"Nope," she giggled. "I'm still a dumb little virgin."

Stroking and caressing Jerry's cock was the most exciting thing that Karen had ever done. She was thoroughly fascinated by the thick growth of hair around his musky nuts as well as the tangle of crisp curls just above the base of his shaft.

While the pretty girl continued stroking his prick, Jerry slipped a hand up under her T-shirt, grasping for her lush boobs. She could feel his hand sliding up over her bare tit until his fingers found her erect, swollen nipple. She could feel the sensitive bud sprouting harder as he gently rolled it between his finger and thumb.

"Not too hard," she whispered as his fingers sent little electric thrills streaking through her body.

"Honey," he panted, eager to suck on her hard young nipples. "Let's take your T-shirt off."

Temporarily removing her hand from his cock, Karen quickly pulled the garment off over her head, fully exposing her naked tits to the excited boy. Shivering with anticipation, she breathlessly watched his mouth move down until she felt it close around one of her hard nipples.

"Oooooo, honey!" She shivered, her hand digging into his thick head of hair, trying to press his mouth down tighter over her tingling tit. "That feels so good, honey."

With his tongue lapping across her firm young nipple, he flicked the quivering bud from side to side, sending delicious chills streaking through her trembling hot flesh. Parting his lips, he lowered his open mouth further down over her firm tit, passionately nibbling on the creamy white flesh.

"Oh, Jerry," she whispered. "It always feels so good when you do that."

After sucking on her spit-soaked tit for several long moments, he finally removed his mouth.