The movie star and the rock star (Hel and Carol)

Hel smiled wickedly at the rocker's surprised gasp and whispered, "Mmm... you... are delicious," before once again meeting Carol's lips for another kiss.

Carol's hands started to caress Hel's body,until they finally stopped at Hel's breasts. She started to squeeze them and play with the nipples like a little child.

Hel's eyes shot open as Carol found her nipples. She sighed into the kiss and grew even more passionate as Carol worked them over, gently clawing at the rocker's back as passion began to overwhelm her.

Carol's eyes widened for a second as she felt Hel's nails near of her back. She didnt want her to feel sorry for that,and just ignored the pain to keep kissing her older sexmate. She also kept playing with Hel's nipples with her little hands.

Hel could be heard making a muted laughing series of grunts into Carol's mouth as Carol continued stroking her nipples. She might even be able to detect a smidge of wetness from the actress's womanhood onto Carol's bottoms... bottoms her hands were now exploring and attempting to remove.

Carol's mouth was too busy with Hel's. And also was her mind. Busy enough to keep her from noticing that the actresses was trying to remove her bottoms. She put no resistance as her panties were taken off her,uncovering her delicate womanhood.

Hel moaned ever more passionately into the kiss as Carol's crotch was uncovered. She would continue hungrily grasping at the rock star's back, her own bare pussy, growing wet from all the stimulation, beginning to grind against Carol's.

Carol moaned even louder when she felt Hel's crotch grinding against hers. That stimulated her body at the point that her hands reacted and squeezed as strong as she could Hel's breast and nipples.

" Nyyaaah!! "

Hel yelped loudly as Carol squeezed her sensitive nipples, "Aiie! Ah! Ah! Hey, not so tight!" Reacting instinctively from the pain, she lifted herself up just a bit, but her nipples were still in Carol's grasp, so she didn't lift too far.

Carol suddenly let go of her sexmate's nipples,feeling a bit sorry because of how Hel screamed in pain. She wanted her to feel pleasure, not to make her suffer. " Sorry, sorry....I didnt mean for that...." She apologyzed to Hel in a very nice way, feeling really bad for squeezing her nipples.