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I pulled Bill to me and licked up and down his stiffy, then moved to his balls. He throbbed as I kissed his sack. Bill pulled back a little then turned so his cock was pointing at my mouth. I opened up and he pushed forward, putting his head on my lips, then slowly sliding it deep into my mouth. He began a slow motion in and out of my mouth.Out of the corner of my eye, I could see Tom helping Frank to take his pants off. Frank was getting hard, but he was up to full length. He stood and walked over to show his lean nine inch dick to the girls. They just stared for a few seconds, then Marsha put her hand on Annie's leg and slid up her thigh. Frank turned sideways and stroked himself until he was fully erect. All that Marsha could say was, "Jesus…".Bill kept fucking my mouth. I’d reached around and got hold of his ass cheeks and was guiding him in and out. I took my mouth off long enough to say, "I sure would like to see some of that fine titty you girls have," then went. Just then my mom hugged me tight and said she was feeling cold and hugging me made her warm. So I didn’t say anything and hugged her back. Just a maternal affection. Within a few minutes, i sensed a boner in my pants and knew that my mom could also feel it as she was lying very close to me. I don’t know what happened I just hugged her more tightly. Her breath made me more horny.She suddenly opened her eyes ans starred at me. I pretended to be asleep. She took off my hand off her and turned the other side. It was highly disappointing. Because i thought she was fast asleep. I felt guilty. But my boner remained as it is. After a few minutes, i heard some noises. She usually makes some kind of noise when fast asleep. It’s not snoring but a kind of moaning. I knew it was my moment, I hugged her from behind. There was no opposite reaction. Then i slowly made my hands upto her breasts.Her hand were on them but I managed to reach her breasts. Then I cupped them lightly. there was no reaction.
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