Bbw Grandma Shares with a Friend

Bbw Grandma Shares with a Friend
When Lily Holder woke up on the first Sunday of May, he was startled at first when she realized that for the first time in many years there was a man next to her. As her head cleared and her eyes focused enough for her to see her grandson sleeping soundly under the sheet, the immoral events that occurred the night before to put little Preston there came back to her.

"What have I done?" Lily mouthed as she looked at the little fellow who looked even more innocent sleeping than he did awake, scolding herself. "First you start carrying on with Alice and that was bad enough, but now with Preston? And he’s your own flesh and blood. He’s a child."

Technically that wasn’t correct because while Preston would always be her little pride and joy, in reality the boy was a man, closer to 19 than 18, and after she reached over to lift the sheet and peek under the covering, she saw that she hadn’t been hallucinating last night.

Lily shivered as she stared at the flaccid organ resting on the lad’s hip, a penis that was anything but limp most of the evening as he had ravaged her over and over again, and the ache between her legs confirmed it all.

Lowering the sheet, Lily rolled over gently and got to her feet, and the moment she started to walk almost every bone in her body reminded her that she was no teenager but a 64 year old woman.

When she clicked on the bathroom light the mirror in the back of the door gave her another reminder of her age, and as she looked at the reflection of petite woman she wondered how anyone could get excited about having sex with her?

Always a tiny woman, she was now almost as child-like as her grandson. According to the scale at the doctor’s office she was only carrying 94 pounds on her barely five foot frame, and while she was assured she was in excellent health and in great shape for her age she longed for the days when she made heads turn.

Lily’s hands went to her breasts, still tender from the almost constant mauling they had gotten from Preston’s mouth and hands, and as her tiny hands managed to cup the once perky breasts she found herself wishing they still stuck straight out instead of pointing to her feet and there was more to the little hangers than areola and nipple.

They didn’t seem to mind though, they being her fellow widow and lover Alice and her grandson Preston, and as her hands went down her flat stomach to the mound that Alice had insisted on shaving she winced when her fingers grazed her labia.

Lily had always been self-conscious about the size of her labia because even when there was that faint wisp of hair around her sex the plump lips were still clear to see. Now denuded of the covering and swollen from having been used so hard and so often they looked even bigger, the redness much richer as well.

After Lily did her business she put on a robe and tiptoed into the kitchen to put a pot of coffee on, and as she waited for the perking to end she looked at the clock and the phone. Too early to call Alice, because she would be at the Y working out. Lily would have been with her friend but canceled out since she was taking care of her grandson this weekend.

"Taking care of Preston," Lily said to the empty kitchen, and even with the oppressive guilt she felt she had to laugh at that because the one that got taken care of here was her. "For a little guy who was always sickly he sure was..."

A man. Lily kept repeating that over and over again to herself because at least that made it - different? Better maybe from a moral standpoint, and the elderly woman shook her head when she looked at the old religious artifact on the wall and imagined herself at the pearly gates pleading her case for admittance.

"He wasn’t a boy - he was a man!" she imagined herself saying. "Almost 19 years old, and he wasn’t a virgin either! The home health aide that had taken care of him had been his first!"

"Yes, he was my grandson," Lily fantasized herself conceding. "My only grandson, and judging by the way I acted that’s probably a good thing, but it wasn’t my fault. Preston - he started it all. He looked down my top for whatever reason and then he exposed himself to me. Insisted he had to show me that he wasn’t a kid anymore."

It was at that point in her mental drama production that the last sputtering of the coffee pot brought her back to reality, sparing her the indignity of being sent to fantasy hell for her transgressions, and as she poured a cup and sat her weary bones down in the chair she tried not to look at the picture of her late husband on the wall facing her.

"Your fault too," Lily said with a shrug, because it was Henry that had made her a woman who loved sex and couldn’t get enough anymore than her dear husband could. This going cold turkey without sex had been tough, which is where Alice had come to the rescue.

After finishing her first cup Lily went to get a refill, and on the way back grabbed the phone and dialed Alice’s number. To Lily’s surprise Alice picked up on the second ring, her gravely voice matching her coarse manner.

"How’s my favorite piece of ass?" Alice cackled. "Horny I bet."

"No honey. Far from it."

"You losing your grandson today? Want me to come over and give you what you need after he’s gone?"

"No, Preston isn’t getting picked up until tomorrow," Lily explained.

"I do want to come over and meet him though."

"I don’t think that’s a good idea," Lily replied. "Things are a little strange around here right now."

"Be glad to help straighten it all out. Maybe we can sneak out to the garage for a quickie," Alice suggested. "Don’t want the little critter to find out how filthy his Grandma is."

"He knows," Lily said, and after her friend and lover let out a throaty laugh Lily admitted, "I told him about us."

"You did?" Alice replied, and after she got her answer she continued. "I mean, that’s fine by me. Proud of you as a matter-of-fact, but aren’t you afraid he’ll tell his mother?"

"I supposed he could but I don’t think so," Lily responded. "He’s not a child anymore. He’s nearly 19."

"What brought this on - you telling the boy about us?"

"He saw my - you know - privates? He got confused when he saw I didn’t have any hair down there so I told him that you shaved it for me," Lily admitted.

"How did he see your pussy?" Alice asked. "You two playing show and tell?"

"You can’t repeat this to anybody - ever," Lily cautioned.

"What the - wait a minute. I’m going to come over," Alice said but Lily said no.

"No. I don’t think I could tell you this face to face., I don’t even think I could admit what happened even at a confessional," Lily told her. "I do need to tell somebody though."

"Lay it on me sister, and let me warn you that you’ve got me horny already."

"We had sex."

The pregnant pause seemed to last forever, and after the silence became oppressive Lily had to ask her friend if she was still there.

"I’m here."

"Do you hate me? Lily asked. "Please don’t hate me. Without you I wouldn’t be able to make it anymore."

"Calm down Lily. I love you and ain’t judging, that’s for sure," Alice answered. "You do need to tell me all about it though. Every single detail. This is the little critter that’s always deathly sick?"

"He’s been getting better," Lily said of her grandson. "He just graduated high school - sort of. His mother home-schooled him and she must have done well because he’s going to attend college. On-line at first because he still doesn’t get around all that well. He’s not a kid anymore."

"I know. You keep telling me that. I get it. This is the boy in that picture on your dresser? The one that looks like that kid that kept getting left home alone in those movies?" Alice asked.

"The same. He hasn’t changed much though. Still an adorable baby-faced guy who melts my heart," Lily said. "Except in the obvious ways of course."

"I bet being stuck home alone Preston spends most of the time watching porn on the computer," Alice suggested. "Probably a horny little devil."

"No, his mother caught him looking at something naughty a while back and had a computer guy come and fix the thing so that sort of thing is blocked," Lily explained. "Besides, he doesn’t need pornography. He has Renata."

"Renata? What that?"

"Renata is his home health aide. She’s his... friend too."

"Damn. She broke him in?"



"Well, she spends half the day with him. Helps him bathe and all."

"I’ll bet."

"Do you want me to tell you what happened or not?"

"Go ahead."

"We had a very pleasant day, and after dinner we did the dishes together. I dropped the dish cloth and after I bent over to pick it up I saw that Preston was looking down the front of my top," Lily said. "I was embarrassed and said something about apologizing about not having anything good to look at and Preston said that was okay and that I was really pretty."

"The boy has good taste," Alice opined.

"Then he said that size doesn’t matter and blurts out that Renata has small breasts too. He called them titties instead of breasts. Preston says Renata’s got little titties too and he loves hers."

"The boy has good taste," Alice interjected.

"I was embarrassed about the way the conversation was going so I changed the subject, and after we watched TV for a while I said that I was going to turn in. I said that he could stay up if he wanted and then I went down to my room," Lily explained. "I went to my bedroom and started to undress and I guess I forgot to close the door."

"Forgot?" Alice mused, her mind working even through the phone.

"Well, why would I close the door these days? Nobody is ever here except for you, and I don’t close it on you."

"You wouldn’t dare because you know I’d knock it down to get at you."

"Besides, his bedroom is the guest room all the way at the other end of the house, so why would he come down there?"

"Okay. Keep going."

"I had gone to the bathroom and was undressing and getting ready for bed. I was naked except for my panties, and so after I slip them off I scoop them up and toss them over onto the chair. I looked up at the doorway and..."


"Exactly. I don’t know how long he had been there but there he was. Standing there wearing the baggy boxer shorts and nothing else, staring at me like I was someone worth..."

"Don’t start with the self-depreciation woman."

"Alright. He was looking at me with his eyes bugging out, and after I got out of my own deer-in-the-headlights trance I tried to cover myself up. I needed more hands," Lily went on. "I started to go grab something to cover up with while asking him what he was doing. He tells me not to - begs me to let him look at me because he’s always thought I was the most beautiful woman in the world."

"And you?"

"I didn’t know what to do so I stood there covering my breasts and he asks me how come I don’t have any hair down there. I don’t know what to say so he tells me... he says he saw his mother naked and she had hair down there and his health aide Renata has a whole lot of hair down there."


"Finally I tell him that some people like it when a lady doesn’t have hair down there," Lily resumed. "I rambled on and finally say that I know he wouldn’t understand but I have a lady friend - and he interrupts me and says "You’re bisexual Grandma?"


"I ask him how he knows that word and he tells me that Renata is bisexual too," Lily reveals. "Preston says that he thought that was great, and that a lot of times when he was hurting he was wanting somebody to hold him and touch him and he wouldn’t have cared if it was a male or a female, but then Renata became his special friend."

"We all need friends," Alice noted after taking a deep exhale. "This story is better than porn. you know."

"Please," Lily replied. "So Preston is still standing there in the doorway but takes a couple of steps closer and asks me to lower my hands so he can see me better. Says that he sees Renata all the time. I asked him how and why and he said that Renata is lonely and she know he’s lonely too, so she wanted to be his special friend when his mother isn’t around."

Lily paused for a minute to take a sip of coffee, and when she heard noises on the other end of the line she asked her friend, "Are you playing with yourself Alice?"

"Keep talking," the gruff voice responded.

"I lowered my hands and he takes another step closer while telling me he loves my ’little titties’ especially my big nipples," Lily said. "Preston then says that he wanted me to see him naked and I said no. He says that Renata thinks he’s really special but wants to know what I think so he unsnaps the boxers and they fall the carpet. He’s aroused."

"Damn. Preston’s little willy got stiff over his grandmother’s hot body?"

"No," Lily answered and then clarified. "Preston had an erection but there - there was nothing little about it," Lily explained. "His penis - it was gigantic. I mean, I haven’t seen as many as you but the thing was enormous. I mean, I know my Henry was well endowed but this? I thought it because Preston’s’s so short and skinny that it only looked big, but..."

"As big as the strap-on I use on you?..."

"Yes. In fact I thought it was some kind a joke at first - some toy Preston placed on himself but it wasn’t. It just swayed around in front of him, as stiff as a board."

"Fuck," Alice mumbled.

"The next thing I know he’s standing in front of me squeezing my breasts like they were bike horns and his penis is poking me in the belly button. Preston grans my wrist and pulls it down onto it. His penis is as hard as blue steel and..."

"Stop calling it a penis. It’s a fucking cock," Alice grunted. "You held his cock."

"Yes. I held it. It was hard and throbbing and so thick my hand couldn’t get around it," Lily sobbed. "Preston was easing me back onto the bed and I tried to - no, I didn’t try to stop him. He couldn’t overpower me if I resisted, but I didn’t resist. I let him, and then Preston was lowering his face between my legs to do something Renata said he was good at. I let him."

"He ate your pussy? Was he good?" Alice asked.

Yes. Not as good as you but good enough. I felt like a pig looking down and seeing most of Preston’s face burrowing into me with only his forehead and golden hair showing," Lily continued. "Then just before I came he straightens up and kneels there with that huge cock in his fist."

"Fuck. Are you playing with yourself too?" Alice asked.

"No. Too sore. I could have stopped him. Should have stopped him. Instead he just smiled with those dimples and said he loved me," Lily said. "Then I felt the head of his cock slide into me..."


"Yes. The head of it is as big as a plum, and then he eased into me. I was crying and begging him to be gentle because he was so big, and the rest was a blur," Lily said. "I came, the first of several orgasms, and Preston came soon after but was hard again in no time. The next couple of hours I was like a rag doll while he took me in every position imaginable, and a couple that were new to me."

"That Renata is a good teacher," Alice observed, her voice a bit calmer now. "Did he fuck you in the ass?"

"Omigod no. He wanted to though."

"You give him head?"

"My jaws are aching as bad as my pussy."

"And you don’t want me to meet this horse-cocked grandson of yours don’t you?" Alice asked. "Are you afraid I might..."

"I’m assuming you would. He’s a machine. I can’t handle him but I would feel horrible letting you at him. He’s still an innocent in so many ways."

"This is the usually bed-ridden sickly kid we’re talking about?" Alice asked, quickly adding, "I know I know. He’s not a kid."

"The same."

"How many times did he?"

"I lost track. At least three times in my pussy. Once in my mouth and once in my hand when I couldn’t take anymore," Lily related. "Oh yeah. The last time under my arm."

"In your armpit?"

"Sort of. He woke me up in the middle of the night, going down on me and trying to get me in the mood," Lily told her friend. "I told him I was too sore and tired for anything so he tells me to roll over a little on my side and he gets behind me and clamps his cock with my arm and starts humping with the head of his thing peeking in and out. Shoots a load all over my breasts and forearm and then spoons up with me and goes to sleep."

"Another Renata trick?"

"Yeah. He said it felt different with me because I don’t have hair under my arm like Renata."

"So how did I get into this drama, besides getting identified as as your pussy groomer?"

"In between getting impaled he asked me about you," Lily confided. "I showed him a picture I have of you - you know the one of us crammed into the photo booth?"

"Oh brother. He wanted to meet me, didn’t he?"

"Oh yes," Lily said of the picture that wasn’t very flattering of either of them, and with Alice’s silver hair practically a crew cut she looked, as Preston not-so delicately, "Your friend looks like a man."

"Well I am getting dykier as I get into my 60’s," Alice noted.

"And the picture showed just our faces," Lily reminded her friend. "I told Preston about you and gave him a general idea of what you look like and he was interested, especially about the parts I assured him were not at all manly."

"He a tit man?"

"I don’t know but when I told him how busty you are he seemed to get excited."

"You already made me cum once imagining what this little dynamo is like," Alice answered. "The only question is when you want me to come over."

"I can’t. At least yet me think about it some."

"You owe me woman," Alice told her friend. "Well, maybe you don’t owe me but give me a break. You’ve got me wanting cock for the first time in who knows how long."

"Let me think."

"How big is your grandson’s cock?" Alice asked. Seven inches? Eight inches? Bigger than that? And you said it was thick too?"

"Calm down Alice."

"Is he awake yet?"

"No. I’m tiptoeing around so I don’t wake up the beast," Lily explained. "Let me get back to you."

After hanging up, Lily finished the pot of coffee and went to her bedroom before hitting the shower, but after she washed the dried fluids off of her sore body he learned her attempts at being quiet had failed.

"Awake?" Lily said when she saw Preston was wide awake and watching her enter the bedroom. "I tried to be quiet."

"You were but it’s almost 11. I get up early but somebody wore me out last night."

"Oh," Lily said as she gathered some clothes up and prepared to go dress somewhere else, but he stopped her.

"I want to watch you get dressed Grandma," Preston replied, and before Lily could protest he added, "It’s not like I haven’t seen every inch of you already. Seen it. Kissed it."

"Guess you’re right," Lily answered as she shrugged off the robe, confident that in the light of day without his teenage hormones raging her aging body would look differently.

"You’re such a little doll. Like Peter Pan," Preston said as he observed the senior citizen waif. "Whenever I looked at your my dick would get hard."

"I think you’re..." Lily started to say but then did a double take when Preston threw off the sheet and exposed himself, the long arching prong very stiff and laying onto his stomach.

"I heard you talking about me to your friend. Is Mrs. Weber coming over?" Preston said as he lifted his penis upright and wiggled it around.

"I don’t think so honey."

"How about helping me get rid of this?" Preston suggested as his hand slid slowly down the length of his fully engorged organ.

"Honey, I’m so sore," Lily said.

"Did I do that? Making your - what did you call them?"


"Yeah. Making your labia all red like that?"

"Yes. Not used to anything like what we did last night."

"Is my dick too big?" Preston wondered, adding, "Mom thought there was something wrong with me when she saw me with a boner. She had the doctor look at me."

"You’re fine the way you are honey," Lily assured her grandson. "But you are very large down there."

"Maybe it’s because I spend a lot of time pulling on it," Preston wondered aloud as he looked down at the over-sized monstrosity that he held at the base. "Never saw other guys so I didn’t really know. That’s what I get for being stuck at home with no friends."

"You have that lady Renata," Lily suggested as she knelt on the bed, her eyes fixed on her grandson’s swollen organ.

"And you Grandma," Preston reminded her. "You’re my friend aren’t you?"

"Of course honey."

"Well then?" Preston asked with his doe-like eyes looking melancholy, the innocence of his face not matching up with the crimson spear he was slowly stroking. " Can I meet your friend later?"

"We’ll see," Lily said with a sigh.

"I’ll be ready Grandma," Preston assured her before adding, "I’ve never seen a lady with big boobies before. Can I just put it in a little bit? It feels so tight in your cunny."


"That’s what Renata calls her you-know-what," Preston explained. "Hers feels really good but it isn’t as tight as your cunny. Please Grandma?"

"Here," Lily relented with a sigh as she knee-walked to Preston’s side and slid the sheet down his legs, which were as smooth as her own. "How about this instead?"

"Oh good," Preston said as she took her grandson’s erection in hand and leaned down, letting her lips slid over the taut knob. "You do that really good Grandma."

Lily’s head bobbed up and down as her mouth took in all of the massive organ as she could, her lips getting almost halfway down with each bob.

"Gonna shoot really soon Grandma," Preston said as he reached down and squeezed her hanging teat. "Here it comes."

Preston’s groan came as Lily felt the rush of semen surge through the organ, and as he spurted she blocked the spurts with her tongue and the roof of her mouth, letting most of the cum slide out of the corners of her mouth as she sucked and pumped the lad until he went limp.

"There!" Lily announced as she let go of his now-flaccid organ and climbed off the bed. "Now I have to get dressed and you need a shower."

"Thank you Grandma," the frail looking little guy said as he got up and hugged her before waddling out of the room, the dimples in his buttocks making her smile.

"Forgot my slippers," Preston declared as he ducked back into the room while Lily was putting the bra on, and despite herself her eyes went to the now flaccid penis which swayed like the trunk of an elephant as he walked, the way it looked out of place on his boyish body looking both absurd and erotic.

"I need help," Lily declared to no one, and she wondered whether involving her friend and lover who was even more depraved that she was would be the right kind of help.

"Maybe I should called Father Provost for guidance?" she said to herself as she looked at the phone. "Disguise my voice or something?"

She shook her head at that absurd notion, but she was still torn about picking up that phone and calling Alice.

"That would guarantee me a spot in hell," she mumbled as she went towards the kitchen to make Preston lunch.

The bathroom door was open as she passed and her grandson was just stepping behind the shower curtain, the dimples in his pale butt making her heart flutter.

"Get a grip," Lily told herself. "Get a grip."

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