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J. W. King and R. J. Reynolds, two big, butch sailors, get a 3-day pass by jerking their big-as-a-bread-box dicks to orgasm three times for their commander. They get the passes, but on two conditions. They have to take cute and blond Sean Victors with them, and they have to get him laid. They don't go far before ending up at a park washroom. Sean goes in by himself only to be harassed by Gary Sikes, an arrogant marine. R.J. and J.W. save him and have the marine suck all of their cocks, sometimes in turn and briefly all at once. They stuff his ass, cum in his hair and then leave him to go to a voyeuristic party on the other side of town. The scene, while not developing in a full-fledged orgy, is a montage of several couples crotch kissing, nipple tweaking, big sausage eating, tongues tipping mushroom-heads, uncut dicks, butt pounding and huge cum shots. Later at the beach, Sean takes a quick swim but is lead to a concrete tunnel by a hairy man who has stolen his clothes. Sean tries to take the thief’s entire dick into his mouth, but it's just too big.