This happened when I was 18. I had a friend named Judy and she was totally Les, in fact got bothered when I would do a guy and then she would not talk to me for weeks. Well, anyway, I had not seen my grandmother for a few years. She was, at that time, 74 and I was surprised that she was coming to see us at all. Judy and I drove o the Atlanta airport to pick her up one afternoon and we saw a woman, obviously her, that, while she was old was not disabled or her shoulders humped over as so many seem to be. I went o her and she hugged me very tight, "Grandma Elaine, this is Judy." I said and she hugged her too. Judy seemed to warm up to her quickly and so we got her luggage and went to the car. Judy sat in the back and Grandma Elaine sat next to me.



Now Judy, was very much the lipstick les but she never really dressed to much the part. She made it obvious to a person if their attention was welcome or not. She was a knock out in a dress and heels and she was 38DD and her nipples were huge and out of proportion with her tits. Anyway, Grandma had not been able to keep her eyes off her. I was wearing a tank top and short jean skirt and thong. Judy wore a pair of shorts that would show more then most and a tank top too. Grandma had on a dress that wrapped and tied at the waist and low heels and she was very very obvious about looking at Judy and then at me in ways that would make you uncomfortable. We were on I-20 going towards Augusta and almost to the exit to Athens when she asked me to pull into a store. I did and she said, "You two stay put, I will be right back." We did and talked and Judy and I both said how we thought Grandma was checking us out. I massaged one of Judy's tits and she called me a tease, which was part of our play around things we did. We teased each other till we had to have each other.



Grandma got back in the car and had a bag and puled out two pack of "D" size batteries. We asked what she needed them for and she laughed, Granny gets horny too Hun." and reached into one of her bags in the back and pulled out a case. She opened it and pulled out a huge dildo and loaded the batteries into it. I had begun driving again and she just put it in the seat next to her and began talking again as normal. Judy finally said, "So this takes care of your needs Grandma?" Then she said, "You two just call me Elaine, okay? and then she said, "Well, not dear, it helps but does not replace a real person or persons to be with." We both looked at each other and smiled. We were now on 441 going North to Athens and Elaine put her hand on my legs and began circling her fingers and each time her circle went up higher until she had her hand under my skirt. "Is it hard to drive Sandy?" she said smiling. "Well, yeh, ya think." I said and then she said "Pull over up here for a moment." and I pulled into the parking lot of an empty building just off the road. Judy was now half way between the seats to see what Elaine was doing. "Now, I am going to make a wild guess here but you tell me if you like this." she said and took my face in her hands and kissed me deep. Her tongue was really long and went into my mouth and was almost to the back of my throat. I moved my legs apart and her fingers slipped into my pussy slowly making me wet. Then the dildo was there, "Scoot down a little Hun and move your legs apart some." she said and I did and the dildo invaded my pussy. She began moving it in and out of me and I was stretched but happy with the way it was shaped and filled me. After a while I had a nice orgasm soaking the dildo and Elaine's hand. She kissed me again and then looked at Judy, "Undress dear." she told her and Judy did as she said right there on 441. "I am gonna get back here with Judy Sandy, can you drive okay now?" she said and I said I could. The SUV had a good back seat and Grandma Elaine got in and sat next to Judy just looking at her.



"Do you want Grandma to have sex with you Hun?" she asked her. "Yes, of yes, I do." Judy almost whispered. "Good dear, lay down some, there you go, good Hun." Elaine said as Judy laid on the seat her tanned body beautiful as she was. Elaine undressed and laid her clothes in the back and laid on top of Judy between her legs. Then she was kissing her and sucking her nipples and making Judy moan louder and louder. After a few miles Elaine sat up, her nipples hard even though her skin was wrinkled some but not much and said, "Now we will eat each other, sound good Judy?" she said and I heard Judy moan, "Oh fuck yes, please." Grandma switched her position so that her pussy was over Judy's face and her face between Judy's legs and they began eating each other then Judy moaned and had an orgasm and then another. "Oh fuck yes Elaine, oh my god, that fucking tongue. Oh yes." she was shouting now over and over again and I remembered seeing Grandma's long tongue and feeling it when she had kissed me. Elaine shoved her tongue as far as she could into Elaine's pussy and she had a few orgasms as I drove with the rear view mirror focused to the back seat. We drove to long way around the by pass and were going up 441 north of Athens and Grandma said, "You two trade places now." Judy got her shirt on only and got in the front and I got in the back and the SUV smelled of sex all over. She took off my clothes and then laid me down and was over my face in a second. "I bet bigger things than this have been in your pussy haven't they Sandy?" she said. "Well, yeah, you could say that." I said as she kept licking my clit as the huge dildo slipped into me. "Tell Grandma Elaine what else has been in her besides dildos and men." she said. "Well," now I was embarrassed, "Well, a few dogs have had me." I said and she knew there was more. Suddenly the dildo was at the entrance to my ass and her fingers in my pussy. "Tell me more Dear." she said and the dildo slipped into my ass and four fingers into pussy. "Well, ah, well, bigger than a dog." I said. Then she pushed and her hand was inside my pussy and she began moving it around and making my hips go wild. "What else?" she said and I was having to talk between sounds of pleasure. "I have fucked horses too." I finally almost screamed out as an orgasm shook my whole body. About that time we came into the driveway and Judy stopped at the entrance, "Wanna get dressed anyone?" she said. "Is anyone home?" Grandma asked her. "No, not for a few hours yet. "Good Hun, drive up and lets get out just the way we are." and we did just that.



We got inside and then Grandma took our waists and was between us and we began walking totally naked. "Let's go where we can really stretch out. Bring my toy bag Hun." she said and I picked up a small bag. We found later that it had all kinds of tools and toys in it. "Tell me about the horses Hun, do you think we can go there tomorrow?" she said and we went to the bedroom and laid on the bed, Grandma between Judy and I.



There is more folks, will finish later.

love

ya

Sandy