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Franco strings up beefy Southern guy Roger to tickle him, but quickly realizes he can stimulate him better if he's lying down and vulnerable. He tickles Roger's armpits, thighs and belly before moving to his even more sensitive size 11 feet. Like a lot of straight guys, Roger tries to hold back, but Franco just keeps going, driving Roger nuts with a soap saver on his bare soles. Franco lubes up his hands and tickles the big boy more on his thighs and in his armpits, but really it's Roger's feet that are the hottest spots. Franco tickles them with a brush until Roger is breathless and red in the face. At last, the new buddies jack their dicks together, with Franco using Roger for a foot job. He soaks Roger's sole in a huge load of cum, but before the poor ticklee can get off, Franco locks his wrists back up and tickles his cummy feet some more.