Often Imitated Never Duplicated G.I.L.F

by StangStar06

Copyright© 2011 by StangStar06

Sex Story: A college guy dumps his hot cheating girlfriend and falls in love with her hotter Granny

Caution: This Sex Story contains strong sexual content, including Ma/Fa   Consensual   Tear Jerker   Cheating   Gang Bang   Big Breasts   .

As the sun went down in the distance, a tear rolled down my cheek. I smiled, thinking about how great it was the first time I watched the sunset from this viewpoint. No matter how many times you've seen it, there's just something special about watching the sun going down from the rear deck of a cruise ship. Kathryn had loved it. I guess it was only fitting that this would be one of the places that she'd want some of herself to be forever.

Kathryn had been the love of my life and I seriously doubted that I'd ever find her like again, though supposedly I had many years to try. She'd left a hole in my heart that had a particular size and shape that would be difficult if not impossible to fill.

The thrumming of the ship's powerful engines as we moved inexorably towards our next port was almost musical as I contemplated the task before me. This would have been difficult for a man of any age, but at only 31 having to do it was even more so. Especially since she'd been the very first and only significant love of my life.

I thought about her and it immediately brought a smile to my face. Somehow I could never be sad when I thought about Kath. That gave me the courage to reach into my jacket and pull out the small anodized aluminum container that this trip was about.

"I love you Kath," I said. Then a slight breeze kicked up blowing some of the salt spray over me. I unscrewed the top and could go no further. There was a giant sized lump in my throat. Suddenly my legs could barely support me. For a second I almost put the top back on the container, but two hands grabbed the container and my hands lending extra support.

"You can do it Dad," he said. "It's what she wanted."

"I know," I told him. "But it just feels like I'm pouring her out. Or ... or throwing her away. It just feels wrong. I feel like I should keep her with me." I was crying like a baby. The tears were moving unimpeded from my eyes, down my cheeks and making little marks on my shirt.

"What would you do instead, Dad?" asked my 50 year old son. "Keep her in an urn on your mantle?" He looked at me with sympathy in his eyes. "We both know that isn't what my mother wanted. I understand exactly how you feel. You need some physical part of her that you can touch or see, to hold onto. I knew you would Dad. So I cheated just a tiny bit." He handed me a gold chain with a glass pendant on it.

"There's a tiny bit of her in here that you can keep forever," he smiled.

Okay let's pause for a commercial break!

I'll bet that after reading the touching scene you've just read you're confused as hell. What do we have so far? A 31 year old man and his 50 year old son. About a third of you are thinking, Oh shit, StangStar is doing another time travel story. Close to another third are thinking God Damn that guy and his typos, he needs to get a new editor, that literary idiot mikothebaby let a big mistake get through again. The last third are just wondering how the hell I'm going to get the Mustang on this boat. Well all of you are going to have to keep your shirts on because in order to understand this heart wrenching and emotional tableau, we may as well start at the beginning.

In the beginning there was Heaven and the earth and...

Sorry ... wrong beginning. Let's try this again.

My name is Raymond Jordan. When this all started I was 20 years old, in my third year of a four year program in architecture. I was leaning back in a big comfortable chair in my dorm room while my girlfriend and the love of my life at that point sucked my dick.

My eyes were closed and I was straining to avoid cumming but the tingling in my nether regions and the simultaneous curling of my toes were making it difficult.

Kathryn's head bobbed up and down nastily as her mouth worked its magic. The slurping and gagging sounds she made only added to the experience. I was almost there. "Oh yeah baby, just a little more, "I said. Then she stopped.

"Ray," she said smiling at me. "I need a favor."

Why the hell was she doing this to me if not just to be cruel? She already knew that I'd probably do anything she asked. Kathryn, like me was twenty years old. Where I was a normal twenty year old guy she was the stuff dreams are made of.

She had long blond hair that fell halfway down her back, the clearest blue eyes you've ever seen and lips that were just made for sin. She was tall at 5' 8" and had the body to go with it. She was slim but everything on her was perfect for her size. Boobs that were just a handful and long coltish legs completed the view. Her waist was small enough for you to get both of your hands around it and her butt was so tiny and tight that you could bounce a quarter off of it and get 2 dimes and a nickel back in change.

There was no way that I or any breathing male could refuse her anything.

"Ray, I know that this is our 6 month anniversary and it's a really important day for us, short term. But in the long term picture, it really isn't that big of a deal. When we're married and have kids we won't even remember today. Anyway, I know you wanted to have a little celebration and go out, but baby if I don't meet with my study group tonight I won't pass my Econ final," she said.

I knew that she'd been having trouble with that class and was just hoping for a "C."

"So, Sweetheart," I said. "Go to your study group. We'll celebrate a different night. Now where were we?"

I wanted my dick back in her warm wet mouth badly.

"Uhm, Ray, that's not the favor," she said. Suddenly my Spidey senses were tingling and the tingling in my nuts was fading.

"Remember when I told you about my Grandmother?" she asked. My Spidey senses were off the chart.

"Well she came into town today," she cooed. "And I kind of told her that you and I would go with her, to this thing she's doing. But since I really need to study, I was hoping that you could take her for me." She looked at me with those puppy dog eyes and made that mouth that I still wanted wrapped around my peter, pout.

I still can't believe that I was stupid enough to agree to it. I also can't believe that she never did finish my blowjob.

Anyway, two hours later I found myself on her parent's porch. I was extremely pissed off but trying to hide it. I knocked on the door, wearing the only suit I owned. In the back of my mind I hoped that granny would take one look at me, find out that Kathryn wasn't coming and cancel.

I made up my mind that there were just several things I would not accept. Number one; under no condition would I accept the old bag drooling on me. Number two; there would be no fondling allowed. I'd heard that a lot of these old women take liberties with young guys. Number three; there would be no holding onto my arm and pretending that we were an item. Old women tended to do that to make all of the other old biddies think they had something going on. And lastly, this was a one time thing, done only to help Kathryn out. Those were my rules and I was sticking to them.

I only hoped that the old bag didn't babble too much and didn't have that C/T look. You know how a lot of very old ladies wear too much make up and look like a cross between circus clowns and transvestites. God, I hope I wasn't going to have to help her walk, or worse still, help with her walker or her wheel chair.

Kathryn's Mother, Mona, whom I'd met many times opened the door and invited me in.

"Thank you so much for doing this, Ray," she smirked. I'd always thought that Mona didn't really care for me. She always spoke to me as if she knew something that I didn't, like I was the punch line in a really big joke. But she spoke to her husband in the same tone so I'd accepted that it was just her way.

It no longer bothered me because I thought that she was funny as well. Have you ever encountered a parent who just hates you? A person who no matter how much you kiss their ass just makes you feel that they don't think you're good enough to date their kid. Mona's attitude didn't bother me anymore because I had the perfect comeback for her in my own mind.

Whenever she looked at me or spoke to me condescendingly, I just thought, "Mona, it doesn't matter what you think because I'm fucking your daughter, a lot!"

She'd look at me when I showed up at a party and she didn't like the outfit I was wearing. While she looked down her nose at me, like I should be wearing Jodhpurs, I'd smile and imagine her daughter sucking my dick and my sperm blowing right down her throat. Try it sometimes and you'll discover an all new tolerance for your mother in law.

"She'll be right down," smirked Mona, looking over my suit and pursing her lips. I just smiled back at her while running my mental picture.

Kathryn's father on the other hand was a great guy. We genuinely got along great and I liked him.

"Hi, sorry to keep you waiting," said a very musical voice from behind me.

I composed myself to be polite to granny and turned with a fake smile on my face. The smile got bigger and more real as soon as I caught sight of her. It was all I could do not to break my own drooling rule as my jaw dropped and my dick rose.

Standing before me was probably ... definitely the most beautiful woman I'd ever seen.

She was more petite than her granddaughter but curvier. She stood about 5' 1' maybe 5' 2" early in the morning on a good day.

She had blond hair, the same shade as her granddaughter's and though shorter, just below her shoulders, her hair seemed better. Shit everything about her seemed better.

Her hair wasn't bone straight like her granddaughter's. It was wavy and just seemed to flow and tumble with each movement of her head. Her eyes weren't blue, they were green and fiery. Only very small crow's feet in their corners gave any clue as to her age.

Her entire face just radiated joy. Her body was sculpted. A thin and tiny waist supported large breasts that had to be natural from the way they moved. Her ass wasn't slim and boyish like her granddaughter's. It may have simply been due to age and gravity but her ass was rounder and fuller. Her legs were perfect and even her feet were beautiful inside of her spike heeled pumps.

"I'm Kathryn," she said smiling. I almost swallowed my tongue trying to reply which made her giggle again.

"K-K-Kathryn," I managed to stammer.

"The original," she smirked, looking me over. Energy just poured from her.

I had to revise all of the rules I'd made.

"Often imitated, never duplicated," she laughed. "Of course you can call me Grandma, since you'll probably be marrying my namesake. Come on we'd better get going. We don't want to be late."

Once we got outside, she took my arm and leaned into me. I got a brief whiff of a light floral scent and nearly swooned over her again.

"We can take my car if you'd like," she said pointing at a silver gray Jaguar. She handed me the keys and I forgot all about my 14 year old Chevy S10. The Jag was a dream to drive. It was however a rental. She told me that she always rented one because it was the same model of car that she drove back home so it felt familiar.

We ended up going to a concert by the local symphony. They performed a smattering of pieces by Mozart with several guest conductors and soloists. I was never really into classical music but I have to say that I enjoyed myself and Kathryn did as well. We talked during the intermission and I found out more about her. She introduced me to several friends of hers as her "date."

I had no problem with it and tentatively put my arm around her, which she didn't rebuff.

"I wish you'd done that earlier," she said. "It's really cold in the auditorium."

The gentleman in me came out and I wrapped my jacket over her shoulders. The look she gave me was worth several million bucks, and I blushed embarrassingly.

"My granddaughter's taste in men has improved," she whispered to me during the second half of the show. She constantly whispered to me then and drew several angry stares that she just deflected by smiling. We have to go and get ice cream when this is over," she said and I nodded. Truthfully I didn't want it to end. During the last piece of the evening, her favorite, she grabbed my hand and held it. I'll never hear Eine Klein Nacht Musik again without remembering that night.

Then we drove to her favorite ice cream place. I guess I was expecting some out of the way mom and pop store. We went down to the riverfront and hit a ColdStone creamery. We sat on the grass and ate ice cream as we watched the big boats slowly passing by in front of us with the stars over head.

"Ray," she said to me. "I've thoroughly enjoyed myself tonight. And to think I was going to try to get rid of you." She started laughing after she said that.

"Don't look at me like that," she said. "You just don't understand the situation. My family is weird as hell. First off there are my sons. I have three of them. They're all married. They all worry about poor old Grandma. They don't want me to either get hurt or get into trouble, so someone has to watch me. My sons all love me, especially Thomas, your future father in law. But they're all busy raising kids of their own and have lives of their own. So sometimes they end up passing me off to someone else. Mona and I don't get along..."

"Imagine that," I interrupted. "I think she's jealous of you."

"What are you talking about Ray?" she smiled.

"Nothing," I said sheepishly. This woman made me as bashful as a virgin.

"So anyway, a lot of the time, I get handed down to Kathryn or one of her cousins. This time when I found out that even my granddaughter was handing me off, I was a little perturbed. But it all worked out really well from my viewpoint. I can't remember having this much fun in a long time," she said. "Thank you."

"Are we done already?" I asked.

"What did you have in mind?" she asked smiling impishly.

I didn't tell her what I really had in mind. "Want to go dancing?" I offered.

"Oooh!" she squealed. "I haven't been dancing in..." she smiled again.

"A very long time. But these shoes wouldn't be good for that. I'd end up falling all over you," she said.

"I wouldn't mind that," I said quickly. She smiled again. This woman could easily own me with just that smile.

"Wait, we're not very far from Katt's apartment. I'll just borrow some of her shoes," she said.

"Uhm she's not home," I said. "She's cramming with her study group."

"Well don't you have a key to her apartment? She has a key to your dorm room," she smiled.

"Well I kind of don't," I said.

"Why not?" she asked. "Well it doesn't matter, I do. Let's go."

We were actually only about 8 blocks from Kathryn's apartment. "Doesn't it get confusing with both of you being named Kathryn?" I asked.

"Nope," she smiled. "Among the family, I'm Kath and she's Katt."

That fucking Jaguar's ride was so smooth that it was spoiling me. There's something to be said for a classy, well made automobile that simply cannot be overstated.

We took the elevator up to Kathryn's apartment. I'd told Kath that I wouldn't be much help in finding the shoes she wanted because all I know about women's shoes is that they're smaller than men's and more expensive.

We weren't particularly quiet, as we opened the door to the apartment. But then since they didn't hear us, it didn't really matter. The door to Kathryn's apartment faces her bedroom. There on the bed, my Kathryn was bouncing up and down on some guy I'd never seen before. Another guy was fucking her ass at the same time. Meanwhile Kathryn was giving a far better blowjob than she gave me earlier to a third guy.

Just as the guy getting the blow job turned his head, his eyes met mine. I just waved and closed the door.

Kath looked at me and said, "I guess I'm gonna have to dance in these shoes huh?"

I slowly nodded. "Kath," I began. "I'm not sure I w..."

"No way, Raymond Jordan," she said. "You asked me to go dancing. So you have to keep your word. Let's go."

We got back in the car and I started driving woodenly towards the club I'd planned to go to.

"Ray, sometimes life does really shitty things to you. Stronger people learn to put all of those little things in boxes and keep all of the boxes separate," she said. "Yep my idiot granddaughter is doing something terribly bad to you. You have to make a decision about what you're going to do about it. But the thing to remember is that life is very short. When you get to be my age you'll realize that no one ever dies thinking that they had too damned much fun. They always wish that they'd done more."

"Whether you break up with my granddaughter or not, it has nothing to do with us going dancing. When you look back on this 5 years from now, do you want to say, "The night I found out that Katt was cheating on me, I went home all depressed and went to sleep." Or do you want to say, "The night I found out that skank was fucking around on me I put her out of my mind and went out and danced my ass off."

She held out her hand in the car and I took it. "Let's go dance our asses off Kath," I said.

The rest of the way there Kath kept singing and letting little laughs out.

"Are you laughing at me?" I asked. "I guess I am kind of a sucker."

"No sweetie," she said. "It's just that you told me that she was cramming with her study group. You were almost right. It looked like her study group was really cramming it into her."

Kath and I danced until they threw us out. The music was loud and soon as Kath suggested, I just put all of my pain and hurt over what Katt was doing into a box in my head and forgot about it until I needed to deal with it.

Kath quickly learned that dancing today was very different from they way they'd done it years ago. You didn't learn how to do certain dances and practice them and finally perform them. You just got out on the floor and shook your ass to the music any way you wanted to.

Kath had the ass for shaking and she got a lot of compliments. She refused to dance with anyone except me. In the dimly lit club I don't think anyone knew how old she was. That is except for me and I didn't care. Several of my friends came over to me and let me know that they'd seen me. I knew that a couple of them would probably report back to Kathryn that they had seen me here.

When I drove her home Kath gave me the nicest hug I'd ever had on her son's doorstep. I'm not sure whether she intended to press her breasts into me when she did it, but it got my salmon swimming upstream. She laughed at my embarrassment.

"I'm probably not going to get to be your grandma, am I?" she asked.

"Probably not," I said. "But I really enjoyed tonight. You're a very special lady."

"Good," she said. "I'd have been a shitty grandma for you anyway. Talk to you soon."

I was too preoccupied with my growing misery to even register what she'd said. I climbed into my truck and drove back to my dorm, missing the Jag's smooth ride all the way.

When I got to my dorm, I noticed that the message light was blinking on my phone. I looked at the screen and saw that I had a couple of messages from my Kathryn. I listened to the first one, I hoped that she'd be telling me about a bunch of guys who'd drugged her and raped her. No such luck.

"Hey man of mine. I just wanted to thank you for watching my old granny. Hope she wasn't too much trouble. I love you soooo much and I will make all of this up to you. I feel so much better about my class after tonight. I'm sure that with just a few more study sessions like tonight I'll get my "C." I owe it all to you. Call me."

Then I remembered where I'd seen the guy she was blowing. He was the TA in her Econ class.

The second message was even stupider. I was thinking that maybe the guy had told her about seeing us. But then I thought about it. If I was fucking some hot chick, would I tell her that her boyfriend had been there watching her? If I hadn't had my turn, probably not. I could tell by the message that she still didn't know. But I was sure the guy was laughing at me, bit time.

"Hey Honey, I'm surprised that you're not home yet. The concert was supposed to be over by 10. I hope she didn't make you go out to eat or something with her. I'm exhausted from all of my studying, I just feel drained. I'm going to bed. I'll meet you for lunch tomorrow and we'll make up for tonight tomorrow night. Love you."

She must think that I'm the dumbest bastard to ever shit between two shoes, I thought. As I sat there, I wondered about it. I wondered how long she'd been doing it. More than that I wondered why?

We weren't married. Hell, we weren't even officially engaged. I had not given her a ring and asked her to become my wife. It was true that I'd spent a lot of time with her family and she'd told them that I was the man she was going to marry. That had been weird as hell. We were having dinner with her mom and dad and one of her uncles and his wife.

She'd told them that she was going to marry me and we'd have the same kind of marriage that her mom and dad had. Her mom had that supercilious smirk on her face. Her dad had a nice smile, but her uncle's wife had nearly spat her food out onto the table. The uncle just looked at me with a "you poor bastard," look. I'd just chalked it up to a weird ass family.

I was thankful to Kath for teaching me her philosophy. I used it a lot those first few days. The very next day after I'd caught her, my phones, both the cell phone and the dorm phone rang off the hook. I didn't answer them. She left lots of messages wondering where I was and what was going on. I didn't think about her. It was far easier than I ever thought it would be. I simply put her in a box in my mind and put the box away.

By afternoon she'd come over. I was conveniently at the library. A friend of mine in the next room had warned me. When I was done studying, I sat in the park across from my building and waited until her car drove away. Then I called the RA in my building and told him I needed my lock changed.

I tried to anticipate every move she would try and blocked them all. By the end of our first day apart she had no clue of what was going on or why. As far as she knew, everything was fine. She'd gotten her pussy lit up, and I was still hopelessy in the dark.

I had to admit I was beginning to enjoy it. I sat by my bed reading and every time the phone rang; I looked at the caller ID. If it was Katt's cell phone or her apartment line or even her parent's line, I just smiled and let it go to voicemail.

She did nearly catch me once. My locks hadn't been changed and at about 7 p.m. I heard a key in the lock. I dove into my messy closet and buried myself under my overflowing pile of laundry. Having to stay there and breathe in my own funk for several minutes did make me decide to visit the laundry very soon. But it prevented me from having to confront her.

It was all I could do not to laugh as she stood only inches away from me and started talking to herself.

"Where the hell are you?" she asked. She checked my call log and saw that I hadn't gotten any of today's messages yet, and then she turned and left my dorm.

Soon after that the phone rang again. It was a strange area code so I knew it was from out of our area. I tentatively picked it up.

"So are you depressed and heartbroken?" asked a very musical voice.

"Nope," I said. "A very wise and beautiful woman taught me how to handle situations like this. Life is too short not to have a good time."

"So how are you handling it," she asked. "My skanky granddaughter asked me a little bit earlier about last night. I didn't mention what we saw."

"I just put her in a box and put the box away. I'll deal with her when it's time." I said.

"I've been giving this some thought," she said. "Do you want me to fix this for you?"

"Nope, I'm fine," I said.

"Oh Poo," she pouted. "I'd decided that I wanted to be your Grandma after all."

"Why not just be my friend?" I asked.

"Sold," she said warmly. "Meet me at ColdStone, in a hour." Then she hung up.

I met Kath at the same ice cream place we'd gone to the night before. We again sat on the grass in front of the river and watched the boats go by. But this time everything was different.

To begin with instead of a slinky little dress, Kath had on jeans. I couldn't help but peek at her ass every time I got a chance to. It just didn't seem possible for her to be anybody's grandmother.

Jeans are a test that most women should simply stay away from. There are no secrets in jeans. If a woman's hips are too wide, the jeans will call attention to it. If her ass is flat or lumpy or formless, the jeans point it out. Jeans expose every flaw in a woman's lower body.

Guys can get away with it because the current trend is to wear the pants so loose and baggy that you can't make out the contours of a man's body. That doesn't work for women though.

Kath in jeans was a gift from heaven. She looked better in jeans, especially around the ass, than her granddaughter did. And the light sweater she wore today showed the way her breasts simply exploded from her rib cage.

She suddenly put down her ice cream and took off her thigh length leather jacket.

"Is that better?" she asked me.

"Huh?" I asked confused.

"I was worried about your neck," she laughed.

I rubbed my neck trying to see what she was talking about.

"You were so busy trying to look at my ass that I thought you might break your neck, so I just took off my jacket to make it easier for you," she laughed.

"I w..."I began. Then I thought better of it. "Thanks," I said.

"Katt and I have spoken about going to Hawaii for a week or two," she said.

"Wow that should be a fun start to her summer vacation," I said. "I hope that YOU have a good time, whether she does or not."

"She'd probably have more fun if she wasn't going with me," said Kath. "I'll bet she'd rather be there with you."

"Oh yeah," I said. "So I could hold her stuff while she fucks a bunch of other guys."

"Honey, you're lucky," She said. "You found out about her before it was too late. Not everyone does."

Kath was hinting about something and I wasn't sure it was all about me and Katt.

"So how about if you come to Hawaii?" she asked.

"Well number one, I have to find a summer job," I said. "And number two there's just no way I could ever go anywhere with your granddaughter again."

"Oh my God," she smiled. "A man with backbone. You're not going to take her back?"

"Nope," I said.

"Good for you," she smiled, starting to eat her ice cream again. "So let's talk about Hawaii again. What kind of summer job do you want? What would be perfect?"

"What I want is anything that pays over minimum wage. What would be perfect would be a job as an assistant or a gopher in an architectural firm."

"So friend," she smiled at me using that same fucking smile that her granddaughter used to get me to do her bidding. I knew then that I was in trouble. Her words from the night before came back to haunt me. "Often imitated, never duplicated."

"If I deliver you this perfect job, will you come to Hawaii with me?" she asked.

"Two things," I began.

"Is it always going to be "two things," with you," she asked.

"Number one," I said. "I don't have nearly enough money for a trip like that. And number two, I'm still not going anywhere with Katt."

"Number one," she said. "I'm very rich. I'll pay. And number two I want you to come with me, not along with Katt, but instead of her."

"But..." I said.

"All of my relatives put up with me because I'm only 57, so I'm too young to go into an old folk's home, and secondly because they're all afraid that if they piss me off I won't leave them any money when I'm gone. If Katt or one of her cousins had gone with me to the concert last night, I'd have had a shitty time and been home by 9:45. You probably didn't want to be there with me at first either.

You were doing it for Katt. What did she promise you, a blow job, or anal? After a while I could tell that you were there and we were having a good time because you wanted to be with me. And you didn't even know I had money. Tonight you were checking me out weren't you? Don't lie I caught you already. But you weren't checking out my bank balance or my investments. You were checking out my ass, and my tits."

I looked down embarrassed that I'd been busted so easily.

"Don't be embarrassed Ray, it's a nice thing. Women love to be appreciated. So let's just go to Hawaii and have fun. It'll help you to get over my skanky granddaughter, and I'll get to have some fun with a person who really wants to be with me for me. Not because he thinks I'll die and leave him some money."

"Okay," I smiled.

Kath leaned up next to me and I wrapped my arm around her. "Sucker," she said. Then she started dipping her spoon into my ice cream.

The next day brought more calls from Katt, and more near misses. At lunchtime I got a call from Kath.

"Hello friend," she said. "Two things," then she started laughing.

"First have you ever heard of Nathan Johnson and associates?" she asked.

"They're one of the biggest design firms in the state," I said.

"You start there as soon as we get back from Hawaii. Is 15 dollars an hour okay?" she asked. "That doesn't sound like a lot of money to me but they said you'd be happy with it."

"I am sooo happy," I said. "Thank you sooo much! What's the second thing?"

"I need to borrow your dorm room tonight for about an hour or so," she said.

I gave her my address and simply floated through the rest of my day. I even got a call from NJA confirming that I'd be one of their summer interns. Kath could do no wrong in my book. I'd filled out summer intern applications at every firm in the state for all three years that I'd been in school. I'd never gotten one. There were so many applicants and so few positions that even some guys who already had their degrees couldn't get in. I couldn't believe she'd gotten me one with only a phone call or two.

I was so happy that I forgot to remind my RA about changing my lock.

At 7 p.m. Kath showed up with a big smile and a lot of bags. I hugged her so hard she almost fell over. She just dropped the bags and hugged me back. Once again I had to back away from her as she pushed those breasts into me and I got hard.

"Kath do you need me to do anything?" I asked.

"Yep," she smirked "you're going to be my audience."

"Where's your bathroom?" she asked.

"Uhm, you probably don't want to go in there," I frowned sheepishly.

Another glimpse of the puppy dog eyes and I pointed to the door. She grabbed a chair and plopped it down about four feet from the bathroom door.

"Sit," she commanded, pointing at the chair. Then bags in hand she went into the bathroom and closed the door behind her.

"Oh God," she exclaimed. "I knew it would be bad but Jeez. Have you ever once cleaned this room?" I heard the sound of shoes falling and zippers. I don't know it they were opening or closing but I was nervous.

"Okay friend," she called. "Tell me what you think," she said as she stepped out of the bathroom.

Kathryn was wearing a tight red one piece bathing suit that was made of a shiny material that appeared to shimmer. Between the material and her curves she achieved ignition. The blood went from my big head to my smaller one so fast that I nearly blacked out.

Though modest by today's standards the suit looked incredible on Kathryn. It had small spaghetti straps to hold up the upper part. I didn't see how she expected to swim in it. Once the material got wet and heavier, her breasts would snap those straps in an instant.

"I need to learn Kung Fu," I told her.

"Why?" she asked.

"I can see myself trying to fight off hoards of men who are dead set on trying to rape you on the beach."

"Does that mean you like it or you don't like it?" she smirked. She went from looking at my face to looking at my pants. "Okay, you like it," she said going back into the bathroom.

When she emerged moments later in another one piece suit that was even smaller than the first, it felt as if the temperature in the room got hotter.

This suit was strapless and thong backed. It was cut so thinly in the front that I could tell she was shaved down there. And Kath didn't help matters any by stepping even closer to me. She was having trouble keeping her breasts from popping out of the suit as she stood there in front of me. I was having even more trouble seeing her as my ex girlfriend's grandma.

"What do you think of this one?" she asked shyly.

"Kath, you're not wearing that one," I said sharply. She arched one eyebrow at me challengingly.

"If guys see you in that suit they're only going to be thinking one thing," I said.

"So, what's the one thing?" she asked.

"Well ... you know?" I said nervously. "They're gonna want to uhm..."

"So are you thinking that?" she asked. I didn't dare answer her. She stepped even closer to me and I backed away. She laughed and went back into the bathroom.

I tried to think clearly. I thought about what I'd just seen and I reminded myself that she did have a wrinkle here and there on her legs up near her ass. But shit it was still the best body I'd ever seen.

I didn't remember ever becoming so aroused by seeing a woman in a swimsuit. Katt had far skimpier lingerie that had never affected me that way.

When Kath stepped out in that blue bikini I nearly lost it. Again, by today's standards it wasn't very risqué, but the body it tried to hold in made it very arousing. It was blue with a moderate top and a wide front panty with a thong back again. This time she turned around and when I saw how full her ass was, I subconsciously rubbed my crotch. Whether she did it on purpose or not I'll never know but as she turned back to face me Kath adjusted the top and her boobs shifted. I almost ruined my pants right then.

When she saw my reaction she just smiled at me and went back into the bathroom.

When she came out my world changed. Kath was wearing a bikini that appeared to be made of three sea shells and some string. There was one very small seashell over each of her nipples and one that barely covered her pussy. My eyes bugged out. Her body was simply incredible.

I'd watched that Mrs. America pageant on TV once. There were several women that were well into their fifties who were still built like they were in their thirties, but Kath put them all to shame. Her breasts were big and natural and sagged from their own heft. Her tummy was flat and tight. The most amazing thing about her though was her ass. It was just round and fat and it jiggled when she moved. I was simply spellbound.

I wanted her more than any woman I'd ever seen.

" ... t this one, Ray?" she asked. I'd been so busy staring at her that I hadn't heard her talking to me.

"Kath," I said slowly. "You have to stop. I'm thinking that maybe, I shouldn't go to Hawaii with you."

She looked disappointed and came over to me. "But why?" she asked. "Ray, I'm getting old. I work out really hard and I eat right and make sure I get enough sleep and all of that crap. But I can't fight time forever. So I've just decided that I'm going to only do things that are fun from now on. All of my kids are grown and gone and have lives of their own. It's time for me to have my life."

"My mom and her mom were both beautiful women. Far better looking than I am." she said.

I laughed loudly. "Stop lying Kath," I said. "I don't think that could be possible."

"Anyway," she continued. "I guess I had a plan in mind for tonight. But maybe I'm moving too fast and scared you off. If you want I'll go back out tomorrow and buy some more Granny looking swim suits. I promise I'll buy suits that will cover everything up so you won't have to be embarrassed by me, but please come with me. We'll have fun and you're the person that I really want to be there with."

"Kath, you're taking this all wrong," I said. "The problem isn't you, it's me. Every suit you wore tonight just got me hotter and soon I started thinking things that were definitely not nice and not friendly."

"I just see it as a mistake because if we went and you started running around in your little suits and attracting all kinds of guys, I'd just be sitting there jealous and pissed. So we really wouldn't have too good of a time."

"So you like my suits?" she asked. I nodded my head vigorously.

"So how about if we compromise then?" she smiled.

"What did you have in mind?" I asked.

"Well how about if I go out and buy some more modest things for the beach and the pool. And I'll just wear the ones I bought today, for you?" she asked.

"For me?" I stuttered.

She looked down and nodded. "I'll just wear them if we're lounging around alone. Like if it's a rainy day and we stay in the room and read or watch TV."

"Okay," I said shyly.

"You know at my age. There may be some days when we stay in even if it's not rainy," she smirked.

"Well I'd want you to get your rest," I agreed.

"There's just one more suit I'd like you to look at," she said. Somehow during the conversation we'd moved closer together and she was rubbing my arm.

"Kath, I don't think I can handle another suit," I said nervously.

"We almost had a big misunderstanding because neither of us was totally honest," she said. "Let's not do that anymore. From now on let's tell each other the truth, and not try to be polite or spare each other's feelings, okay?"

"Okay," I said. "Kath, I truly love looking at your body, but if the suit you want me to see is as skimpy as the last few. I'm going to go off in my shorts."

"Much better," she said. "This suit is older than all of the ones I've shown you today. It's the one I actually wanted your opinion on the most." Then she went into the bathroom.

I felt safe again. For one thing if the suit was older it was probably less risqué, I thought. Then my mind flashed back on a couple of other things she'd said. Did she actually say that on rainy days we'd stay in THE room? As in the two of us would only have one room?

Maybe it was a suite that had a couple of bedrooms and a common area like a living room or whatever. That was probably what she meant.

Then Kath stepped out of the bathroom. I coughed several times as I took her in. I don't know why it took her so long to drop those three seashells to the floor. Kath was completely naked and slowly walking towards me.

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