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She was a little surprised but she didn’t resist.I took that as a positive sign and moved closer so that her body was stuck to mine. She tried to move, but I held her.My right hand was on her shoulder so I started making circles with my finger on the bare part. She was biting her lip, I knew this was happening.I slipped my hand into her nightie and touched her breasts over the bra. She had closed her eyes.“No, we shouldn’t be doing this”, she whimpered in a low, sexy voice.“I know, that’s why I want to”, I replied and kissed her.My friend’s mom let me kiss her and responded so softly, I was turned on.I faced her towards me and unzipped her nightie.She was in her underwears and I swear I swooned at how amazing she looked. My friend’s mom was heartbreakingly sexy.I unclasped her bra and started sucking her breasts. She moaned softly pushed my head deeper into her cleavage. I bit her, sucked her nipples and licked the crap out of them.“So do you like this?”, I asked.“I haven’t been. I nodded and began removing my clothes. Penny watched in fascination as I stepped out of my underwear and stood naked before her. She smiled, then quickly slid her jeans and panties down and stepped out of them. She winked and then did a quick pirouette. She was beautiful indeed - flared hips, flat stomach, light, wispy blonde pubic hair, and pronounced labia.“Now what?” she asked, biting her lower lip.I sat back down on the loveseat and motioned for Penny to kneel between my legs. She did that and looked up expectantly at me.“Just start by treating it like an ice cream cone,” I said.She giggled, grasped my shaft with her small hand and gave my glans a quick lick. The sensation and vision of her tongue on me was so intense, that I had to concentrate on maintaining control. Penny tentatively licked me again, then began licking in earnest, just as she would a melting ice cream cone. She did this for a couple of minutes then looked up at me.“Am I doing it right? Nothing happened!” she.
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