Frederick opens Michelle up further.

With a big grin on his face, Frederick held firmly at Michelle's sides and pressed his face into her tits. Then, he licked all over her cleavage, slipping his rough tongue beneath the exterior of her sheer lacy bra. Licking upward, he nibbled at her shoulders before licking up her neck and to her face.

Michelle felt a hardness pressing at her thigh, and she shuddered beneath him as his hands slid up to cup her breasts. She held out from audibly moaning as this man slipped his tongue into her mouth and started dry-humping her.

Realizing that she was in danger of letting this go too far in a direction she did not wish to take it, she struggled beneath him to fight his demanding tongue and mouth for breath and words.

She arched her back as best she could beneath his weight and reached behind to unclasp her bra.

Turning her head from side to side she found momentary release from his mouth and moaned out:

"ohhmmmmm, darling, please...oooooohhhhh" she was struggling too much for breath to finish her sentence as he plunged his mouth back onto hers and **** his tongue nearly down her throat.

In all this struggle, her defenses below were starting to slip. Her strong thighs (once wrapped defensively together) started to loosen. Her legs were slowly spreading wider, and she could feel his bulbous dick sliding against her thighs and panties as he dry-humped her. Frederick was well aware of this as he thought, 'This dumb girl is loosening up to me, I can't believe my luck.'

She could feel herself losing this struggle, and feared the impending conclusion.
'Oh no!' she thought, 'no, no, no, no, no, no, I need to divert him or I'm finished...'

She placed her hands at his shoulders and tried to push him back. Then, with a quick turn of her face, she found breath once more and immediately cried out: "Please Frederick, I want you to fuck my titties. Can you fuck my titties? Pleaasse.. come on slide that big dick between themmm.."

She slid her hands between their bodies, grabbed her loosened bra and threw it to the floor.

Frederick leaned back to observe her smooth perky breasts. Extending out her arms, she placed the girth of her tits onto full display. "Pleaassse." She said, completely surrendering those beautiful globes to him. It was then at that moment, as he stole a glance at her merciful eyes, that he knew he could take her all the way.