She was 71 at the time, but she easily looked 60. She had short, grey hair nicely styled. She kept her body fit enough.

I flew to her town to go to a graduation party for the daughter of my best friend. When I got there, his mother-in-law, Krista, was there helping decorate the house.

We exchanged pleasantries and spoke a few times throughout the day. I had the feeling she was eyeballing me just the same as I was her.

"I'm making some cookies in the kitchen and I sure could use some company" she said. "Okay, sure," I replied while following her into the spacious cooking area.

"Would you like a cup of coffee?” sha asked. "Sure" I watched her intensely as she put the grounded coffee into the coffee maker. I found her attractive and downright sexy even though she could be my granny.

“How would you like your coffeee?” Krista asked as she stretched to take two coffee mugs out of the kitchen cabinet. What a nice sight that was, showing her ass to me. I could see a good expanse of her stockinged thighs from behind.   She had black stockings on and a pair of 2" heeled sandals. When she turned she noticed the bulge in my pants. I became all embarrassed. She looked into my eyes and I asked her if she would like to have dinner with me, tomorrow night. It was no problem, she said she'd love to as she had no plans. She had been divorced for about 10 years and felt a little lonely sometimes and would be glad of the company of a younger man. I told her I was looking forward to see her. She said we should eat at the restaurant at the hotel where I was staying, which sounded good to me. She said she would meet me at the hotel at 10:00.

The next day seemed to drag, but at last it was 9:45, and there was a knock on my door. I opened up the door and there she stood before me in the doorway holding a bottle of expensive French champagne and a smile on her face. "A present for you " she said as she handed it over to me and I invited her in. Offering to take her coat I smelled her hair as she turned to remove it from her shoulders and as she turned to face me again I took in her lovely figure in her black dress.

I opened the bottle and poured us each a glass and then we sit down on the sofa. She looked so inviting as she sat next to me with her knees and lower legs shown to me as her skirt rode up slightly when she sat down. I was happy just to be in a position to look at her legs and imagine what it would be like to fuck her. We chatted for a bit about life in general and got on well as the bottle became emptier. Suddenl y s he said "lets not bother with dinner, we both know that all we really want to do"

I put my glass down on the table and leant forward to kiss her. I pulled her to my lips and forced her mouth against mine. We opened up and devoured each other with our tongues and teeth. She was very responsive to. Her mouth was so soft and small. My tongue practically filled it up.   My hands swept to the front of her, feeling her thin older body. Our hands roamed through each others hair and over our faces and shoulders as we lay back and our bodies touched each other as our tongues passionately probed into each others mouths. Her tongue was soft and just a little bit rough. I ran my hands over her bum, pulling her silky dress up.

She stood up and walked across the room to the bed. "You really want this?" she asked.

I told her I always liked more experienced, older women.

"Please switch off the light" she said. ‘No, I want to be able to see you’

I switched the bed sidelights on and the main light off. I still had plenty of light to see anything that happened. She reached behind her back, unzipping her silky, black dress and let it fall to the carpet, letting me see her see-through bra, a very small pair of bikini panties, and black, sheer silk stockings. She took off her bra. She had small, sagging, wrinkled tits with tiny, wrinckled nipples. My dick went almost vertical. I quickly undressed myself as I watched her. Her eyes were firmly fixed on my rigid prick. I could see that she was pleased with the effect she had upon it.

She was very thin, even skinny with thin bony hips and her tummy with just a hint of roundness. Her legs were slim but surprisingly well shaped for her age. She told me to come and lie down beside her on the bed. I lay down and I traced my fingertips all over her tummy, around her belly button, up and around her breasts. I cupped a small, soft breast in each hand, gently squeezing her tits until her tiny nipples stood erect. I tweaked her nipples pulling them away from her body, and then let them slide through my fingers, only to repeat the process again and again. Then I bent my head down to take one of her nipples in my mouth and I looked into her eyes. She smiled approvingly at me and gasped as I greedily sucked her nipples. Then I moved down between her legs and lowered my face to her crotch. I discovered a small, hairless, tight lipped pussy, with no arousal. I gently separated her cuntlips until her clit popped out. I knew that trying to fuck her at this time would not only be useless, if penetration was achieved, it would be extremely painful for her.

"You have to get my pussy aroused to the point where it can accept your cock, so you have to eat me first," she said as she opened her legs.

I stuck my tongue out and began to lap at her bald old cunt. I licked my tongue up and down the length of her slit, again, and again, and again, and again. Then I started to swirl my tongue around her clit. She started making moaning noises. Using my tongue I teasingly licked her slit from asshole to clit then I tried to push it inside. I managed to get past her inner labia and lick the inside of her cunt, which she seemed to like. She raised her legs and spread them wide, giving me greater access to her cunt and her hands tangled in my hair. "Ohhhh, Jesus!" she breathed as my tongue slid between her folds and mashed her clit "t-that feels wonderful, ohhhhhhhh my!!!" I playfully flicked her clit and easily fingered her cunt. I didn't stick my finger inside, but mainly rubbed her clit and the surrounding area. I enjoyed just rubbing and caressing her bald snatch for a long moment. I clamped my mouth on her clit, locking it into my gums, sucking and flicking it against the back of my front teeth. Her body was vibrating.

I knelt between her thighs and touched the end of my cock against her hairless cunt. I moved my hands to grip her waist and rubbed the tip of my cock over her pussy, up and down, teasing her. Finally I couldn't wait any more, and I pushed slowly. My cock slid in one inch. She gasped.

"Slow and easy, do you understand!?!"   

As I began to get my cock inside her, it seemed like she was a virgin. I mean the walls of her pussy were so tight that I literally could not push further. The lips of her cunt were wet, but her pussy was tight.

As I pulled back some, she grabbed my ass and tried to pull me back in. I slowly, carefully, eased the head of my cock into her. I watched inch after inch separate her lips and glide into her until my entire length was buried in her very tight pussy. I grabbed both butt cheeks and literally pulled her to my hard cock, impaling in her as deep as I could go. She cried out as my cock disappeared into her cunt. Every inch of my shaft touched her pussy wall.

“Are you o.k. ? Did I hurt you?” Damn, she was small and tight. She was definitely going to be sore when we were done.

"Yeah I'll be fine. Please keep going," she whimpered.

I began smoothly fucking the old pussy. I bent myself over her so I could cup her breasts and pinch her nipples while I fucked her.

I lifted her legs and placed them over my shoulders, then began pumping my stiff prick in and out of her old cunt. By now, only her head and upper back were on the bed, because I was fucking the rest of her like crazy. Her breathing grew very shallow, and it wasn't long before she was begging me to fuck her harder and harder. "Ooooh, baby," she squealed, "Fuck me, hard!" I gave her every inch of my cock, pulling it all the way out, then slamming it back into her again. "Uhhhhh, Jesus! Ram your cock up my cunt, baby!" she gasped. "I love feeling your prick deep up inside me. Spread my legs and fuck your cock in hard! Fuck my cunt as hard as you can, lover!"

Letting go of her legs, I leaned forward and placed my hands at the sides of her head. She placed her arms around me and pulled me close. She placed her legs around my ass, keeping her cunt spread as wide as possible to accommodate my pounding cock. Her fingernails dug into my back, making me drive my raging prick deeper into her squirming cunt.

My body tensed up and sperm began to squirt from the head of my cock, again and again,   into her spread pussy. Each time I shot, her pussy muscles tightened on my cock, sucking the love-juice from my balls.

Finally, I collapsed exhausted beside her onto my back.

She knelt on the bed at my side, lowered her head and began systematically to lick, cleaning the come off of my limp prick. Holding the tip with one hand she twirled it slightly, as she licked it. I felt her tongue exploring the end and probing my slit, lapping up, and her soft tongue and warm saliva bathing my prick. She wrapped her small hand around my cock then took my soft dick into her mouth, sucking hungrily every last drop of come . I sighed with intense pleasure when she opened her mouth and took the head between her lips. She allowed more of me into her mouth and held it there while her tongue slithered all around it, then she started to wank me as her head moved up and down along my shaft trying to get my cock to come to life again. She made a slurping noise as her mouth bobbed up and down on my cock. She rubbed her palms in opposite circles on my shaft while sucking gently the head. Her tongue cradled the head of my cock as she rolled one of my balls between her thumb and index finger. She licked down the top of my shaft and then around the side and up the bottom. As she tugged my cock with her left hand she spat a few times into her right hand. She cupped my sack and made them slick with her saliva. Then she sucked my scrotum as gently as possible, toying with my balls with her tongue.

My cock slowly began to rise off my stomach and although I had shot my wad minutes before I felt my desire reawaken.. She continued to suck on my cock, slurpping down on it, trying hard to get another erection from me. She sucked at my dick for about 15 minutes, giving it long deep sucks, drooling a little with each upward draw of her mouth, until my prick was fully erect..

She turned over on the bed and got on all fours, her small, skinny, saggy bum sticking out to me.

"Put it in there. Fill me up with your cock."

Kneeling behind her I grabbed her asscheeks and spread them apart so I could see her pussy and anus . I lowered my face, pushing my tongue in her butt hole. Her body jolted as my tongue slid up and down her ass crack lightly pressing in.

"Oh my god… That feels good," she moaned.

I pulled my head back and slowly and gingerly I probed her anus whith my index finger. I pushed more up her bum and my finger sank deeper into her anus, the second knuckle disappearing into her. She cried.

"Everything ok?" I asked still pushing into her behind.

"Oh, yeah…" She moaned replying.

I used two fingers, moving in and ot, to open the entrance to her ass.

Pulling my finger out, with my cock in my hand I guided it towards her twat rubbing the head up and down her slit teasing her.

"Please just stick it in," she pleaded.

Her pussy slowly spread apart as my cock inched it's way in. She moaned with delight as I filled her sex box. I started to thrust my prick in and out of her pussy, harder and deeper. Then I withdrew my cock and placed the head on her puckered asshole. With a moan I slammed my cock in her hard . She screamed out as my cock ripped her ass hole open, but to my surprise she pushed back against it and the first inch or so disappeared up her bum. . After a few times of pulling back half way then back in she started to loosen as she relaxed. I grabbed her hips and thrust my cock into her ass, not stopping until it was fully in.

"Oh fuck' she screamed, it hurt like hell but in a good way."

I stayed still for a minute then pulled my cock totally out of her. A couple of seconds went by and my cock was back at her asshole, pushing in hard past her sphincter then slamming all the way home. She screamed again but not as loudly.

"Fuck me. Fuck my asshole" she demanded.

I began fucking her slowly, pulling my cock right out of her then pushing it back in. I continued fucking her, pulling my cock out and rubbing it around her rim before plunging it all the way in. Her rectum felt so unbelievably tight around my prick, I didn't know how long I could last without shooting my wad . For a few minutes I fucked her asshole very slowly and gently, loosening it such that she accepted my shaft freely. I reached under her body and grabbed a breast in each hand, squeezing them, then pinching and twisting the nipples while I thrust wildly into her anus. I slammed, slowed, then rammed my way into her for a good twenty minutes. Finally I was on the verge of climax. I plunged into her as deeply as possible, and then pulled out completely. Then I rammed all the way into her rectum again, and spurted my seed deep in her bowels.