It had been a few years since I had been back in my home town. I was there on vacation seeing some old friends. It was my last day in town and I was staying in a hotel near the airport. All my friends were at work and I didn't have much to do so I decided to go to the store and walk around. I was browsing some magazines when I heard my name called out.

I looked up and there was one of my teachers from the 11th grade we will just call her Ms. Smith. I was kind of taken by surprise that is one of the last people that I thought I would see or talk to. However I went along with it and we talked for a bit. She told me how she had just retired last year and hadn't been doing much. She kept kind of giving me a certain look I kind of brushed it off thinking it didn't mean much. From that look brought back a memory though.

I remembered how i used to get boners from checking her out in class. She was probably in her mid-late 50s and a little plump not fat just curvy and had kind of peppered hair. I also remembered how nice her ass was she was always wearing tight jeans and had a cameltoe that would drive me nuts during class.

We continued talking and out of nowhere she says "You are looking quite sexy now that you have grown up a bit." She blushed immediately and quickly responded "I am so sorry I didn't mean to say that I better get going." Without missing a beat I said "But you think it right?" She blushed even more we met eyes and stared into each others eyes for quite some time.

I asked her if she was doing anything today she said " No nothing at all really but I think something might have just come up." I started to get kind of turned feeling a bit tingly and my heart started to race a bit. I asked her "Does that something include me?" She just kind of stared at me then biting her lip and nodding in approval. We both decided it would be best if we just left the items we were buying at the store and headed back to the hotel.

We got back to the hotel and she went and freshened up I was sitting on the edge of the bed and flipped on the tv. She came out and sat next to me she said "you know I always thought you were kind of cute" she started to rub my thigh and started moving closer towards my crotch. I started kissing her and we really started making out falling back onto the bed I started kissing her neck and collar bone then started to play with her tits.

By this time she had already really started to play with my cock I was already raging hard. I started to pull her shirt up from the bottom and looked at her she gave my cock a good squeeze for approval. I lifted her shirt of and took her bra off and watched her tittes fall out. They were perfect a little saggy but still had some perk to them and so soft. she got on top of me and started kissing me then took my shirt off and started moving towards my cock while rubbing her tittes all over me.

She pulled my cock out and got a very surprised look on her face. "That is the biggest cock I have ever seen not even my husbands was that big and he filled me up" She got a big grin on her face grabbed my cock and started to kiss it slowly then proceeded to suck slowly and short and then fast and deep.

It was incredible I was grabbing the back of her head and could tell I was about to cum and my dick started to throb I told her and she grabbed my dick even harder and started going faster I came and came and came there was cum just dripping from her mouth while massaging my balls. I turned her over and started to suck on her tits.

I could tell she was really turned on I was horny as fuck and asked her "Ms. Smith when was the last time you were fucked" She whispered "It has been over 10 years since a real cock has been inside me" This got me really fucking turned on. I started kissing every inch of her body moving closer to her pussy. When I finally got there I unzipped her jeans and barley brought them down kissing the top of her pussy I could tell it was driving her mad.

I then pulled of her jeans and panties and what a surprise her pussy was so smooth and soft I just blurted out "You shave?" She started to bite her lower lip kind of swaying her hips back and forth she was ready. I started to very gently lick and caress her pussy slowly starting to put my tongue deeper and deeper insider her She really started to moaning and this point almost yelling I thought about if I had any neighbors but that thought was soon left my mind as her juices were dripping in to my mouth. For an older woman she still got incredibly wet and left a big stain on the bed.

I was still eating her pussy and finger fucking her I then decided to roll over and she knew exactly what I wanted she sat on my face and bent over starting to suck my cock. It was then I thought to myself how in the hell did I get so lucky I had wanted to fuck an older lady for quite some time but it had never happened. She was still sitting on my face and had my cock in her mouth by this time she had started to kind of hump my face, my nose was splitting her good sized pussy lips and my tongue was exploring her tunnel I could feel her start to cum she started to spasm and stopped sucking my cock she had her hands on my stomach pushing down with quite a force actually.

She was moaning so loud then she slowed down and let out a slight grunt. Her juices were everywhere she stood up and I still layed there I got to the head of the bed waiting for her. She climbed up on the bed then sat on me and we started to kiss she said " That is the best orgasm I have ever had I can't wait to get your cock in me" She then stood on her feet and squatted sitting on my cock we both let out a collective sigh. Goodness for not having sex for 10 years she could ride a dick like a pro, and she was so tight felt like I was fucking someone that was 20.

She got off and I stood up on the side of the bed she squinted at me and said "I want you to fuck me from behind" she stood up and spread her legs I started rubbing my dick along her slit then slid it in and really started pumping her my balls were slapping and it was loud. I bent over and with one hand was playing with one of her tits and with the other rubbing her nice juicy twat. Her pussy was so wet and warm I was just amazed. I stopped fucking her she got on the bed and spread her legs wide open I ate her out for a few minutes then slid my dick in. I don't think I have ever fucked someone that hard I was just beating her pussy up.

She was screaming "Fuck me fuck me" I slowed down for a bit fucking her deep and hard then fast. She started to tremble her body shaking and pussy was pulsing She screamed "I want you to cum inside me" I was still just pounding her I started to cum so did she my dick was throbbing and so was her pussy I blew my load in her. We both collapsed my dick still inside her I started to kiss her we lay in bed cuddling touching and teasing each other for a bit and then fell asleep.

I awoke with the sudden urge to use to the rest room half awake I turned my head my eyes got wide open and I realized what had happened the previous night. So many thoughts raced through my head at that moment watching her lay there I went and took a leak than layed back down. My mind was racing thinking how lucky I was and how it had to be a dream.

I was awaken but a strange feeling eyes have open I look down my body to see Ms. Smith sitting criss cross with no pants on fondling my cock which was already fully erect. I was still kind of half awake when I really woke up by Ms. Smith kissing and licking my shaft I sat up and sat on the edge of the bed. Ms. Smith got on her knees and started going to town. She could suck a dick like no other I have no idea how being her lack of sex life but goodness hearing her gag on my raging cock she started to play with her pussy while she was squatting and started to moan mixed in with the gags.

This sent me over the edge I started thrusting my hips in to her face she loved hit she started sucking harder and fingering her self faster and faster. I felt myself cumming she could feel my dick started to throb. I started cumming she took my cock all the way down her throat she was trying to suck ever last drop of cum out of me she kept sucking all the way up to my tip.

She was still squatting massaging her pussy with cum falling out of her mouth it was quite a site to see. We ended up getting room service watched some tv while we ate and hung out for awhile caressing and teasing each other. We both needed a bit of rest after that blowjob (it was by far the best one I have ever had nothing has ever even come close.)

We had finished eating and were watching tv when I decided it was time for a second breakfast. I stared into her eyes and she had a certain look like she thought exactly what I was at the same time. Before I even started to touch her she let out a huge moan. At this point I am just amazed this is the most horny woman of all time and I have came so many times by now I am surprised I am still horny.

Back to the story though I start to massage her feet kissing and sucking her toes she had gorgeous legs and feet her feet had some wear and tear on them but were still quite soft. She started to rub my cock with her feet. However this isn't what i was after. I spread her legs apart rubbing her legs as I got closer to her absolutely perfect pussy.

I started to rub the inside of her thighs getting closer and closer eventually I started licking her inside thighs and gently rubbing her slit just the right amount not to hard not to soft. Then I started to dive into her delicious tasting pussy it was so amazing words cannot describe. Her pussy lips weren't to small weren't to big they had a little meat on them same goes with her clit. I spread her lips and started to slowly very lightly rub her clit going further up and down faster and faster.

I then slip my fingers in good thing she was so wet this whole time because damn for a lady in her 50s she had a tight pussy.