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A college student shares his girlfriend with roommate.

Her orgasm slowed and Brendan's fingers fell away, but his face did not. He continued to scour the depths of his grandmother's clutching asshole until she giggled and shook his face from its fleshy, musky depths.

"Oh my God, Brendan, that was...amaaaaazing," she growled, turning to kneel and kiss him, tasting her ass scent on his tongue as she sucked it into her mouth. "So nasty, so lovely..."

She lay back on her giant bed, legs spread, pussy hair gleaming with her fluids. She curled a finger at her grandson, who quickly shucked his clothes and knelt between those beautiful thighs. He pushed close, his dripping cock tip brushing her bushy pussy.

They looked deeply into each other's eyes, his uncertain as to this next, consummating step. Her hands came up to his face as he leaned over her, shaking.

"What's wrong, honey?" Katie asked, smoothing his hair.

"Nothing, Grandma...it's just that...I love this, I love YOU, it's just..."

"Love baby, like I said," she smiled, his eyes drawn to the sexy mouth that puckered into the most alluring wrinkles. "It's just love..."

She wrapped her legs tighter around him, pulling him in. The first inches of his cock sheathed into her pussy, making him gasp and shiver.

"And besides," she cooed warmly, "you've earned it..."

He groaned loudly as she pulled him all the way in, taking him to the balls in one stroke. She groaned herself at its thickness and fullness, his hard young cock now thrusting in and out with insistent yet gentle strokes, their eyes locked on each other's.

He lay atop her, kissing her as romantically and sweetly as he could, feeling far more than more physical love for this sexy old woman almost 50 years his senior.

He licked down her chin into the sexy wrinkles of her neck, sucking the meaty, salty flesh of it, noting her increased moaning at his touch, and sucking and licking it more, so very eager to please her. He looked down at her heaving tits in her push-up bra as he continued to lance his cock into her hot, tight pussy.

She kissed him, pulling down her bra. Those massive tits, the ones triggering the entire night's events hours earlier, quaked into view. His eyes went wide, glowing in the dim light of the room, fixed on the flesh of them, white and creamy, the most delicate of tiny blue veins visible beneath that alabaster skin, her huge pink nipples erect and waiting.

"Suck 'em baby," she hissed, pulling his face to them where Brendan instantly started lapping them. "Suck Grandma's big tits!"

Brendan lovingly buried his face into the freckled, warm cleavage, the flesh wrinkled, the tit meat saggy and sexy, licking and kissing his way over the white meat and sucking on it before latching his mouth to one huge pink nipple and then the other.

Katie smiled, wrapping her fleshy arms over his head, holding his grunting face to her huge boobs.

"God, you love my tits, huh?" she laughed, watching the boy work her huge mammaries as he continued to slowly plunge into her gripping cunt. "I love you sucking on them, baby...suck 'em...suck 'em hard..."

They locked into a syncopated rhythm, he pushing in, she pushing up, making romantic love like long-time lovers. She curled his hair in her fingers, licking his ear and hissing into it.

"I feel your cock getting thicker, baby, you're gonna cum, aren't ya?" she teased, biting his earlobe, feeling him get bigger inside her, knowing how to take him to the edge and beyond. "Mmmm, feels so good, your cock in me...think Mom would like your cock in HER, stud, hmmm?"

She felt his body shiver at that, his cock knob pulsating against her pussy walls.

"Thought so," she laughed, licking her way to his other ear and then pulling his face from her tits to look at her, sweaty and eager. "Where do you want to cum, baby...in Grandma's pussy..."

She tensed her tight cunt walls on his cock, milking them up and down his pulsating shaft, making him moan louder still.

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