Standing, she told me to get on the bed as she started to remove her clothes, walking over to the bed. Lying on the bed, I watched her. Large breasts, sagging somewhat, with large brown areola and nipples. Her belly was flat with a few wrinkles but my eyes were fixed on her huge cock and balls. Even only half-hard, it was still very large. Probably at least fourteen inches. Smiling at me as she climbed into bed, she said "Like what you see honey," slowly stroking her cock.
"Oh yes grandma, you are so beautiful," I replied, my eyes fixed on her cock.
She lay down on her back and pulled me down to her, her arms around me, holding me as she pressed her lips to mine. Her mouth opened mine and her tongue slid into my mouth. Our tongues wrestled as our hands explored, mine going to her huge breasts and squeezing, kneading, and seeking the large nipples. This caused her to moan as I squeezed a nipple, twisting and pulling. Her hand ran down my back to my ass and she squeezed and fondled.
Pushing me away, she told me to get on top of her, my legs straddling her head. I did as she told me, getting into a classic sixty-nine position with me on top. I immediately lowered my head and took the head of her large cock into my mouth. Her hands were running up and down my ass, exploring the crack and my tight hole. Then pulling my ass cheeks apart, I felt her tongue push into me. I moaned onto her cock as I continued to suck, up and down.
After a few minutes of enjoying the feeling of her tongue fucking me, she pulled out and reached over to the bedside table for the tube of lube we kept there. Coating two of her fingers, she slid them into me, twisting them around, exploring my warm inside. I was now squirming and moaning continually onto her cock.
"Still so tight," she said. "This is going to be heaven.".
Then she pushed me over and told me to get onto my back. I lay there looking up at her as she grabbed my legs and lifted them. Leaning over me with her large breasts hanging in my face, I took a nipple into my mouth. Then she pushed the head of her cock into my tight hole. And with one long slow thrust, she pushed all the way into me. I squealed onto her nipple, my hands grasping at her back.
She pulled back until just the head of her cock was still in me, then looking into my eyes she pushed all the way back in. My cry was muffled by the nipple in my mouth. She continued this, pulling out and shoving back in for some time, long slow thrusts. About the fifth one, my little cock shot its load onto my belly. Then she started taking shorter but faster, harder thrusts. Soon she was slamming into me for all she was worth, hard and fast. Then with a loud groan, she pushed into me and grinding herself against me shot her load, over and over, deep in me.
Panting, spent, we looked at each other. Then she leaned down and we kissed passionately. She slid her cock out of me and rolled over onto her back, pulling me over against her, holding me.
Cuddling up against her, my head laying on her chest I said "Oh wow grandma, that was really fantastic,".