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Alice touched her daughter's cunt again, pressing her moist pussy harder and harder with her soft hand. She pushed two fingers between the bloated pair of pussylips and shoved one finger on up into Kelly's fuckhole.

"Jeeeesus Christ!" Kelly cried.

"Oh, darling, you're so wet. I can't believe how much juice you have in your tight little pussy!" Alice said thickly.

"It's… because… of you, Mom," Kelly panted. "You've made me… so hot… so wet… oh, God, you're turning me on so much!"

Alice took her daughter by the hand and led her into the master bedroom. She gently pushed the girl back onto the big bed, and Kelly saw that her mother was holding her panties in her hand.

"What are you going to do with my panties, Mom?" Kelly asked breathlessly.

"Just you wait… I have a great idea," Alice husked. She pressed her hands against the insides of her daughter's thighs, opening her up, parting the girl's pussylips.

To the girl's surprise, Alice began to stick Kelly's panties up into the girl's cunthole.

"Oh, wow!" Kelly moaned, feeling her pussy filling up with the flimsy panties.

"I think you're gonna love this, honey," Alice said with a little excited laugh.

The panties were completely up inside Kelly's pussy now, and the girl could feel the silken material pressing against the walls of her cunt every time she shifted about on the bed.

Alice gave a little moan as she lowered her face down between her daughter's legs. The teenager felt her mother's tongue sliding over her clit and she came at once.

"Ohhhhh, Mom, I'm commmiiinnnggg?" she cried, thrusting her hips up from the bed and shoving her penile-stuffed cunt against the older woman's face.

"Mmmmfff," Alice responded, delighting in the tasty juices that flooded into her sucking mouth as she sucked and tongued the girl to orgasm.

Kelly closed her eyes and totally gave herself up to the mind-blowing pleasure that cascaded through her quivering body. She felt as if she were floating up in the air, somewhere above the bed. The outer world simply ceased to exist. And now there was nothing except for the touch of her mother's tongue on her clit, the older woman's fingers on her cuntflesh, and her mother's sucking lips and nibbling teeth.

"How-how do you know how to do this, Mom?" Kelly asked breathlessly as her powerful orgasm began to ebb.

"My own mother taught me… just as I'm teaching you, darling," Alice replied, taking her juice-smeared face away from her daughters streaming pussy.

"Oh, God!" Kelly cried.

Again, Alice lowered her face to Kelly's crotch. She shot the full length of her tongue up into the girl's fuckhole to where the panties were. The tip of her tongue stabbed into the silky fabric, and then she pulled out again only to thrust back into Kelly's quivering cunthole.

"Oh, that feels sooo good, Mom!" Kelly gasped, tightening her cuntwalls against the sides of her mother's fucking tongue.

After tongue fucking her daughter for a few moments, Alice turned her attention to Kelly's clit once again. She stabbed her tongue-tip against the teenager's clit again and again, feeling it pulsing against her tongue.

"Ohhhh!" Kelly cried, fondling her own tits.

Kelly was amazed and impressed by her mother's skill. The older woman's tongue seemed to know just how much pressure to exert, and how to keep the girl right on the brink of another orgasm without actually pushing her over. Alice kept it up for what seemed like a long time, slowly driving her daughter toward orgasm, but always leaving the girl wanting more and still more.

"Oh, God, Mom, please let me come again! Pleeease!" Kelly sobbed, tears streaming down her cheeks. She felt as if she couldn't ever get enough of her mother's mouth and tongue. But, at the same time, she badly needed to come. Kelly had forgotten all about her panties but they were still stuffed up inside her cunt, getting wetter and wetter. Then, just as the teenager was about to come hard, Alice stopped. She sat up and slid her juicy fingers up inside her pussy.

Alice pulled her daughter's panties out of her wet cunt. She pulled them out slowly, letting the silky material slide over all of Kelly's inflamed cunt-tissues. As the last part of the panties slid out of the girl's cunt, Alice pulled them up through Kelly's juicy fuck slit, scraping them over her tortured clit.

That was all it took. Kelly started to come. She felt all of her muscles going rigid and she started to moan. But the sensation stopped when the panties were all the way out of her. She sighed with disappointment, still needing to come.

"Now… put them on," Alice commanded.

Kelly gave a little moan of excitement as she took her panties from her mother's outstretched hand. She was amazed by how wet the undergarment was. Her panties were drenched. They were slick and oily with a heavy, pungent scent of cuntjuice.

"You want me to put them on now?"

"Yes, darling, and hurry before they dry out," Alice said, her voice thick and filled with sexual urgency.

The panties felt a little cold against Kelly's flesh as she pulled them up over her thighs.

"Now roll over," Alice said when her daughter's panties were properly in place.

Kelly obeyed her mother willingly, guessing that was coming.

Alice got up from the bed, and walked over to the large chest of drawers against the wall. Kelly glanced over her shoulder as her mother returned to the bed, and she saw that the older woman was holding a sturdy, wooden ruler in her hand. It was an eighteen incher.

Kelly realized that she was about to get that spanking she had asked for, and her heart began to pound wildly. Her clit was tingling and her asscheeks were quivering in anticipation. She had told her mother that, she wanted to be spanked because the girl had honestly believed that she had it coming, and she had also hoped that being punished would help to alleviate some of her feelings of guilt. But now, as she waited for the first blow, she realized that she was extremely aroused, she remembered her mother's words about the spanking turning her on.

Alice clutched the long wooden ruler in one hand and raised her arm high in the air. Then she slammed her hand down, smacking her daughter's ass hard with the ruler.

"Owwwww!" Kelly cried and tears sprung to her eyes.

Again, Alice raised her hand, and again, the ruler crashed down on the girl's helplessly trembling asscheeks.

"Aieeee!" the teenager yelled as her tears rolled from her eyes and rained down her face.

The pain was far more intense than anything the girl had expected but so was the pleasure. Her little pussy was burning and itching like mad now, and Kelly found herself impatient to feet the next blow. She didn't have long to wait.

Again, Alice smacked her daughter's ass as hard as possible with the savagely punishing ruler.

"Yeeeeoooowww!" Kelly screamed at the top of her lungs as a red-hot agony of pain merged with the pleasure in her cunt and she groaned with ecstasy.

Kelly was writhing violently now. As the pain shot through her and her mother continued to spank her, Kelly's clit sent out exquisite pulses of pleasure, and the teenager felt as if she couldn't get enough of this exquisite torture.

The wet panties just made the stinging feeling more intense, and the knowledge that it was bar own juices that had made the panties so wet just served to arouse the teenager all the more.

She turned her head to look at her mother over her shoulder, wanting to see the expression on the older woman's face. What she saw made her gasp with lust.

For Alice had her hand down inside her own panties, and as her daughter watched her, the woman pulled her panties all the way down, fully exposing her pussy to Kelly's lust-filled gaze.

"Oh, God, Mom!" Kelly cried as Alice stuck two fingers up into her own pussy-slit, rubbing her thumb against her pulsing clit. The older woman continued to spank her daughter's ass with the ruler as she played with her own pussy.