You sit and relax against Carly's ass, letting your head and arms sink into the pliable butt. The smell from the pussy above you was intoxicating, and just staring up at it was enough to get you hard.
Then a drop of moisture diffuses along your butt-wall, soaking you like a light rain would. You sniff at it and find you smell like Carly's vagina. It seems you're not the only pervert, she's getting wet just thinking about you down here.
But still this scent is delicious. It's so good that you start to rub yourself down, covering yourself in her juices. Your dick instinctively responds to the smell of a woman, quickly growing to your full size. You work more of the juice into your crotch, using her arousal to throughly lube yourself up.
You stand and begin to hump her ass, the plush skin stimulating you more and more. It's warm, and soft, it springs back with every hump and provides such delicious pressure. As you hump faster and faster Carly's juices run faster as well, soaking you through and through.
You're nearing completion, you're almost cumming, she's soft and warm, you can smell her all around, when you hear a screeching bell and the entire world lurches out from under you. The giant ass pulls away as you fall backwards onto silk, the massive pussy above crashing down on you and pinning you in place.
As Carly stands to leave the ended class her pussy releases you, dangling a hair's breadth above your face. All you can smell is her arousal, all you see is her heaving, pulsing sex. From here all you would have to do is stand and see how far up you could climb.
Or you could stay here, plastered to Carly's silk panties, enjoy the view, and look forward to whatever comes next.
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