(authors note: get naked and comfortable to read this story for best effect!) It had been eight months since our naked encounter on holiday last year, see Good Hair Day, though we had met with other people around, even then Ann had given me a passionate kiss and close hug, so was looking forward to visiting her at home as I had an ‘innocent’ reason to deliver some stuff. Rang the bell and she opened the door with a welcoming smile and ‘come on in’, she was wearing a stripped T-shirt which provide a wonderful contour map of her DD size breasts and obviously no bra underneath. Once inside I dropped the bag of stuff and she flung he arms around my neck and gave me a full on passionate kiss and as our tongues engaged she pressed her body hard against me. ‘Cup of coffee or would you prefer to take that heavy bag upstairs?’ I just smiled, she took my hand and led me up the stairs and into a bedroom. As I put the bag down she flung her arms my waist this time and pressed her tummy hard against my cock as we kissed, then pulled my T-shirt up and over my head as I pulled my arms out, ‘do love a hairy chest’ she whispered, she then unclipped my belt, zip down and pushed my trousers down, I quickly kicked my shoes off as she kneeled and took my trousers as I stepped out of them. From a kneeling position she slowly removed my briefs so that my semi hard cock was in front of her face ‘good to get a closer look, OK if I taste?’ as she lifted gently and ran her tongue around my mushroom head, this is where cut is best! I moaned as she took about half my length into her mouth, ‘mmmmm lovely’ she moaned. After the brief tasting she stood up and said ‘will you do the honours’ as she lifted her arms in the air and I lifted her T-shirt over her head, revealing her full beasts and large nipples that were already standing proud, quick as a flash her tracksuit bottoms came off but she clearly wanted me to take her lacy panties off. Kneeling I slowly eased them down her thighs admiring her completely shaved pussy, ‘you’ve shaved’ I said, ‘yes, when I knew you were coming’ she responded! I nuzzled my nose against her partly exposed clit then flicked my tongue back and forth across it as she gave an appreciative ‘mmmmmm’. As I stood up she grabbed my bum cheeks, which she seemed to lust after back in the summer, and pressed my now freed, and hard, cock against her tummy. Then moved side to side so that her nipples dragged against my chest and my cock across between her hips. Here was a woman that really loved the pleasures of flesh to flesh and perhaps I should add here that Ann is 70 and I’m a few years older, so you are never to old to enjoy! So, Ann threw back the duvet on the bed laid on her side and opened her arms, I needed no second bidding, and we were, arms entwined, as close as it was possible for two naked bodies to be under a duvet. Just then I heard a door open downstairs and a voice said ‘anyone home?’ I must have looked startled because Ann said ‘it’s Alan, you’ve met him before’, ‘yes but’ I replied, at which point Ann called out ‘come on up’. Alan entered the room: ‘oh you have a visitor, oh hi Will’, Ann said ‘you two have met, come and join us’. ‘If you are both sure then’ as he quickly stripped revealing a trim body, shaved pubes and good looking cut cock over nicely hanging balls, he was probably mid 60s. Ann threw back the duvet and motioned him to join us at her other side. We now both instinctively turned towards Ann, each cupping a breast and teasing a nipple with lips and tongues, she moaned and reached down to find both of our cocks which she fondled, wanked and brought to full erection. She seemed pleased with her hand work, so were we, comparing them, Alan’s was a little longer than mine with long nicely shaped knob whilst mine was thicker with a shorter and fatter mushroom shaped head. Ann said she wanted to see how they both felt inside her, Alan first she said, so she kneeled over his upstanding cock, ready to lower herself onto him, I said ‘hang on let me help’ and took hold of Alan’s hard cock and rubbed his knob up and down against Ann’s pussy lips paying particular attention to her clit. Then when his knob was at her entrance she sank down on him as I removed my hand, letting out a very satisfied ‘mmmm that feels good’ moan. She bounced up and down twice then lifted off his cock looking at me: ‘your turn now’. I was certainly ready as she kneeled astride me and Alan, of course, knew I wanted him to do the same guiding for me, his hand felt good on my cock as my knob was rubbed against Ann’s long pussy lips. She sank down on my cock with a wriggle to make sure she was fully down, I could feel my fat knob rubbing against the walls of her pussy, her lips against my balls. Again a few strokes and she pulled out pronouncing that they both felt good but different, and after her sampling, she wanted more of each. ‘But as I’ve got two knobs to play with I want to feel them on my nipples, so budge up close lads’, so close together with our cocks standing proudly Ann leaned forward, arms along our thighs so that she could control the base of our cocks, she leaned forward, heavy pendulous breasts hanging over each of our cocks. Knobs to nipps felt great as she controlled the action, back and forth, round and round those tits, her nipps became fully erect with much moaning from the three of us. She seemed pleased with her handiwork, pulled back slightly and planted a kiss on each of our knobs. ‘I’m ready for the main course now’ she whispered as she got onto her hands and knees. She motioned me to towards her lovely bum and Alan to her head, I think we knew how she wanted it! So kneeling behind her I ran my rock hard cock back and forth against her moist pussy lips, she moved back slightly indicating she wanted me inside her, needing no second bidding I plunged inside her, my hands on her hips so that her lips were hard against my pubes, she moaned! At the other end she had Alan’s cock deep inside her mouth, his head thrown back in ecstasy. Ann started a slight back and forth motion, slurping and moans from the head end whilst I moved my cock in and out of her pussy being careful not to pop out and giving a good trust for deepest penetration, with my firm grip on her hips. So we three had a good rhythm going, back and forth in her mouth and up her tight pussy, much moaning all round. The rocking seemed to go on for ages, probably for only a few minutes, I could see those pendulous breasts moving widely and I knew I could not last much longer, picking up the pace I shot my load deep inside her, she let out a loud ‘ahhhhh’ as she sucked harder on Alan’s cock and triggered his orgasm into her mouth. The three of us help our positions briefly before collapsing onto the bed. ‘Wow, that was great lads’ said Ann as she lay on her back, jizz seeping from her mouth and pussy lips, ‘best suck and fuck ever’. She opened her arms and we both snuggled up to her, one each side, arms entwined under the duvet, ‘looking forward to the next time’ Ann suggested!