What you describe could be 3 things (or combination of the 3): - Too much AGR+E lotion applied, - Massage not vigorous enough, - and/or a bad combination with the sunscreen.  A really small quantity of AGR+E goes a long way. The most important is to massage very well, not the quantity. If a small amount of AGR+E lotion dries on top of you skin, it will create this peeling effect when you rub. It's important to massage until fully absorbed. Skin should be dry to the touch.  Mineral sunscreens with Zinc or Titanium Dioxide do not mix very well with other lotions, including AGR+E. They can sometimes create this 'flaking' effect alone, the difference is that residues are white. Mixed with our lotion it turns yellow/green. Regular sunscreen lotions (Coppertone Sport, Banana Boat, etc) mix better with our lotion than mineral sunscreens or regular sunscreen in dry spray.