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The foreskin was rolled back fully exposing a very nicely formed glans with a prominent coronal ridge. The base of his cock jutted out from his body a...d then the rest of it arched over and dangled down. I am relatively sure that it had already started to get hard because if it was fully flaccid it would have been hanging straight down. I was mesmerized by the sight of his beautiful penis just inches from my face, and couldn’t take my eyes off of it. While I stared, he must have flexed some. Once again I began at her feet and worked my way up, my excitement growing as I got higher. Mom made no protest nor any attempt to stop me and eventually I was at dress hem hight. Without giving myself time to consider what I was doing I carefully grasped the bottom of her dress and moved it higher exposing the bottom half of her bum clad in the white panties. I rubbed the sun-lotion on all the bared skin right to the edge of her panties, noting as I did so that Mom's thighs seemed to part even. More

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