May went next, she wasted no time to wrap her legs around his and hold his hands down as she placed her soft breasts on Ash's face, starting a smother hold quickly, asking, "How do my breasts feel, Ash?"

She moved her shoulders, rubbing her breasts across Ash's face, she added, "They're really soft, so soft that some guys have even passed out with them."

It was distracting to have the soft embrace over his face and cut off his breathing, which would leave him vulnerable. Luckily for the boy though, he managed to push his body up enough to free his face. He wasn't able to get her off him, but he was at least able to breathe again. This, however, caused May to pout slightly, looking down at the panting boy, "Ohhh, why'd you want out? That hurts my girls' feelings."

"Sorry, I just need to get my breath back."

Once his breathing was normal again, he allowed May to push down and cover his face once more, his face hugged more than before. She then began to shake her shoulders, pummeling Ash's unprotected face with her warm bosom, Ash mumbled, "Mrph... mmmphh... mmrphmph!"

Ash felt May's breasts knock him back and forth, seductively beating him while draining him of his oxygen. As she continued on with the breast pummel, May moved her hands down to Ash's calves. The initial contact was unnoticed by the boy, he shivered slightly as they moved up each leg. Eventually, they rested on his crotch, she then smirked as he let a moan out into her breasts, leading her to stop the pummeling of his face and focus more on pressing down on him again. Ash was still sucking on her tit flesh, May purred lightly at that, using her fingers to rub his crotch lightly, getting him to moan more into her breasts. "A boy's face is fun for me, but I also want someone or something much more...hardened."

Keeping the smother for another minute, May felt Ash's movements slow and weaken, signaling his weakened state. Releasing his face, Ash's panted heavily as he took the chance to breathe again as May continued to rub his crotch with her fingers, getting the aroused squirms from him in response, but then stop the rubbing almost instantly, changing her strategy. Wrapping her arms around him, May sat Ash up, sitting on his waist as she looked at the boy in the eyes.

Then without even a word, May kissed him wildly on the lips, surprising him with her action. As she did, she started to grind her hips against his, rubbing her already moist crotch over his protected groin. She added on to the move my licking his lips, trying to get him to open his mouth for her, she doubled her efforts in her grinding, moving her hips in a circular motion. And to add on to it, she moved her fingers up and down his body, massaging his muscles to try and relax him further.

May was really working her way on Ash, each motion brought further pleasure to him, she brought him closer to her, pressing her soft breasts hard against his bare chest. A faint moan coming from him. Feeling the moan, May pounced on the opportunity and shoved her tongue into his mouth. The action caused Ash to moan again, giving the sweet sound of pleasure that was always music to her ears. As she prodded and messaged his tongue with hers, May stared seductively into Ash's eyes, making him lose himself in the pleasure.

After a while, she disconnected their lips, a faint trail of saliva formed between their lips as she did. May had Ash lie back down as she remained mounted on his hips, purring, "That was really nice, Ash. You're a good kisser."

She was now using her free hand to pump his growing cock. The slow, methodical strokes across his member served as a means to work him towards an upcoming climax. As time went on, a naked May began to speed up her strokes, causing the boy's member to twitch as it reached its full length, saying, "Sorry Ash, but I can't let this show last for too long. If I wait too long, I might let go and then you'll be stuck so hard without cumming."

The smooth, quick strokes of May's hand seemed to almost drain Ash's muscles of his strength and transferring it to his hardened member. He could do little more than moan and gasp for breath as she worked him over, Ash grunted, "C-crap...I can't...hold it much longer!"

May spoke softly and extra seductively, "Then don't fight it, Ash? If you have to let it out, do it. Just let yourself enjoy the pleasure. Don't bottle it up too much, I think you can actually hurt yourself if you stop yourself from cumming for too long. Why not get it over with and bask in the warmth? I'm close to cumming myself."

With her handjob combined with her words, May then smiled as Ash's penis twitched and shot out several spurts of white hot cum, May purred, "Oh, I wish I could taste that right now."

She kept her handjob going, trying to get every last little spurt of his climax out, then released Ash, letting him lie in the ring as he panted, attempting to get his breath back. Dawn begged May, "Can I go next, please?"