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I was in mid stroke when I heard a noise, as I looked up there stood my mom at my door. She had cleared her voice "UHUMMM" "What are you doing young man" she asked. With a look of fear on my face I went to speak but nothing came out just air. My mom stepped into my room about two feet in. She looked right into my eyes I was not sure what was going to happen but she spoke. "What are you doing and why are you doing it" again I tried to speak but nothing again. "Son I know you are a young man who is learning about life, but doing this with your mothers panties laid across your face" "Well it is just wrong darling" My moms voice was not mad sounding nor was it in anyway upsetting sounding, sounded just like a mom who loved and cared about her son. I still had hold of my hard dick and to be honest with you it seemed harder than before. I was not stroking on it but I could feel it throbbing. My mom was just standing there looking at me laying there. I glanced from her face down her body. As she spoke, she casually moved again so that she lay on her back, shrugging the loose strips of her top off. Max almost choked on his next breath, still watching her from underneath his lashes. Her breasts, bare and proud, were just as beautiful as he remembered. He itched so much to reach out, just stretch out his hand and cup their full, firm mounds. But he daren't, of course.He heard Mae gasp when she looked sideways and saw her cousin without her top half. "Gosh, Lacey, what on earth!"Lacey was shrugging. "I think my boobs have got a little pale. Besides, they hardly get to see any sun." You're such an exhibitionist!" Mae was saying with a half-disgusted flush. Though inwardly her heart was thumping at her first sight of naked boobs. She was an only girl, with three brothers. She'd never really seen a pair of breasts, and Lacey's were lovely, just the size she'd have preferred if she'd been given the choice. She felt an alien, sweet sensation creep over her body as she drank in.
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