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Rachel takes great pleasure in teasing and tormenting her pathetic, little-dicked admirer. She can get him to do whatever she wants because of her powerful sexual allure and his own desperate desire to please her. After scolding him for glancing at her cleavage and legs without her permission, she orders him to take out his little dick so she can see if it is as small as it appears to be from the measly bulge in his pants. Rachel grins contemptuously when it is revealed to be even tinier than she imagined. Watching her admirer attempt to jerk himself should prove very amusing - she reckons. On that note calls her favorite fuck-buddy to her side. He is a real, big-cocked man who puts her admirer to shame. Opening his pants and taking hold of his throbbing meat, Rachel proceeds to caress and stroke it with her hand. At the same time, she commands her admirer to watch her while playing with his own miserable maggot-dick. She has all sorts of lessons and instructions for him. She knows that since he's too minutely hung for a woman to get hold of anything for the pleasuring, he'll have to learn how to do it himself. What follows is a long and varied jerk-off-instruction lesson for his benefit. While eagerly playing with her fuck-buddy's cock, Rachel taunts her admirer - showing him what he can only dream of doing with her. This includes her licking her fuck-buddy's cock and rubbing it over her big breasts. Rachel also uses it to demonstrate certain things she wants her admirer to copy. With orders accompanying her own hand-actions, she has him alternate the speed at which he jerks off. Sometimes fast; sometimes slow. Finally, after upping the tease factor to limit by giving him a sight of her naked pussy and then ravenously sucking her fuck-buddy's cock, she begins a ten-second countdown for her admirer to shoot his load. Meanwhile, she strokes off her fuck-buddy, managing things so that he cums at the same time - right in the palm of her cupped and waiting hand. Afterwards, Rachel passes her verdict on her admirer's performance during the JOI lesson. She is not impressed. There is much room for improvement - and growth, in the cock department. Only one thing will achieve this - in Rachel's cool opinion. Using thoughts, images or videos of herself to achieve ultimate sexual stimulation, the admirer must jerk off every day to exercise his cock and hone his technique.