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Ex-Marine Red hops up on the table, and Franco pulls off his boxer shorts. He straps down Red's legs and gives his foot a quick tickle test. This one's going to be loud! Franco ties back the large wrist cuffs with rope just enough to expose Red's armpits and sides. Red laughs like crazy and bounces all over as Franco tickles him. He's so ticklish that Franco doesn't even need to touch him to get the laughter going. Franco tickles his armpits and even his armpit hair. He tickles Red's inner thighs with his fingers and bellybutton with his tickly beard and tongue. Red twists this way and that, begging for it to stop, but Franco doesn't relent. He tickles Red's thighs and knees, showing him exactly who's in charge. Red cackles and howls when Franco tickles his size 9 1⁄2 feet on and on and on. Franco releases Red's ankles to give him a false sense of freedom, and he curls up as best he can, trying to protect himself. He grabs at Franco and tries tickling his feet, but Franco moves into another position on top of him and smothers him with upper body tickles. When Franco finally releases the first arm, Red takes his revenge and gets Franco entangled in a brief tickle wrestling match. Who's laughing now! For enduring such an intense tickle torture session, Franco allows Red to remain untied while he blows him.