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Freddie, at this point, was trying desperately not to get a boner.

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Carly was Freddie's neighbor and good friend, and Freddie had a huge crush on Carly.

After looking and grinning at each other for a while, and still breathing heavily, the adolescent pair finally found the words to speak.

Freddie's actions seemed to have pleased Carly, as she uttered a moan of pure ecstasy, which only stimulated Freddie to continue his licking.