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well we mess alot like tickling and pinching etc.. but then it is hard to switch to kissing and then to arousal.. like so i dont know know i suppose laying on her kinda focuses her on me
Did you try to kiss her on her neck instead? Or bite? You could even try some fun roleplay. You know like most girls like the Twilight saga? So pretend you are the Vampire guy Edward and she's the Bella chick. Have fun with that. Smell her neck seductively, kiss her, gently bite her. Many women can be aroused by neck kissing. Play with her hair, even pull her hair.
Keep kissing her neck, and keep moving your hands around her body. Hair, back, arms, breasts, ass. Don't keep your hands there for a long time though. Keep em moving all the time.
Then try to go for the make out. If still not, just go hard core for the arousal and sex. Even without kissing. She might have some issues about kissing, it's hard to say..
Again, don't be afraid to lead. You are the man, you have to lead the way.