Time to plan our summer holidays again and Janice, my wife has told me that she thinks we ought to ask her Mother if she wants to come with us again this year, as she enjoyed herself so much last year. I was surprised, but she'd obviously forgiven her mother for staying out late, returning in the early hours on last years holiday. I groaned at the news, pretending to be pissed off at the idea of Brenda spending two weeks in France with us. “It won't be so bad” she told me. Just try not to spend all your time staring at her boobs. You'll embarrass her.” I nearly choked on my tea at the suggestion that she might be embarrassed, the woman's sex mad. When Janice hadn't been about, Brenda had spent most of the time naked. Brenda's tits are a sight to savour, a large pair of 40dd's, big dark nipples and despite being almost sixty, amazingly firm. I was also thinking of her tight, wet smoothly shaved cunt, which I now know intimately and the difference between her, someone who loves shagging, and her daughter who can take it or leave it, usually the latter. I'm getting ahead of myself here and need to go back to last summer to explain. Brenda was widowed in 2009, when Phil her husband, suddenly died of a heart attack. She seemed to get over it quite quickly, she had her job to keep her occupied and Janice suggested asking her to come on holiday with us. I reluctantly agreed, I prefer to laze around the pool or go down the beach, but Janice likes to go and see the sights, having her mother with her would be company for her and save me going. Not long before we were due to go we had a barbecue, Brenda had had a bit to drink and confided that what she missed more than anything was the sex, “A nice hard cock filling my pussy. Phil was a twice a night man and of course there were the others. We used to swing and he liked watching me being fucked. I've been with a few men my own age since but half of them can hardly get it up and the rest only managed to fuck me once” she said reaching over and giving my stiffening prick a squeeze “I bet you can get it up more than once a night” Chance would be a fine thing I thought as I removed her hand from my stiffening cock just before Janice returned with more drinks. Phew that was close, but also arousing, Brenda is attractive, beside her fantastic tits, she is slim and has a good pair of legs. Now I also knew that she appeared to be considerably more interested in sex than Janice who thought that once or twice a month was plenty. We had rented an apartment close to the beach, two bedrooms, a large balcony with 2 metre high walls either side, ideal for sunbathing. I was pissed off from the beginning when Janice told me her period had started so I could forget any idea of sex. I perked up when Brenda came out wearing a small, revealing bikini, which earned her a disapproving look from Janice which she ignored. I thought she looked great, her tits practically falling out of the top, the bikini pants tight across her pussy, a nice camel toe, the material pulled into her cunt, which I guessed was shaved, no sign of any pubes at least. Janice was taking the car to go and see the walled cite at Carcassonne and was going to be back quite late. Brenda had told her on the drive down she had no interest I sight seeing. As Janice left she told her we'd be fine “Sunbathing, sea and ummm swimming” She lent on the balcony railing watching Janice, drive off, then reached behind her back, undid the top and removed it, turning to face me and I saw her naked tits for the first time. She poured sun lotion on her hand and started to rub it in especially her tits until her nipples were poking out hard. Not the only thing poking out hard, my cock was trying it's best to escape from my shorts. She asked me to do her back so I poured sun cream on her shoulders rubbing it down her back and sides, feeling the swell of her heavy tits. I was doing her lower back when she moved back and wiggled her bum against my cock. I didn't have a chance of hiding my erection, particularly as she pressed harder against my straining cock. I felt her hands by her sides, undoing the ties, then the bikini pants falling loose as she pulled the material from between her legs and dropped them on the ground. I put my arms around her, my hands on her tits, teasing her nipples, then moved a hand over her stomach towards her pussy. As I suspected she was smoothly shaved and parted her legs as I slid my fingers along her slit. Her pussy was already wet and I pushed a couple of fingers in her cunt finger fucking her. She began moving her hips taking my fingers, moving towards a sun lounger. She turned and sat, head level with my cock took hold of the waistband of my shorts, pulling them down until my prick sprang out in her face. She took hold of me, wanking my cock, tongue licking the tip. I tried to tell her we shouldn't be doing this, ought to stop. She said not to worry she wasn't going to tell Janice and she needed a good hard fuck. Claiming she was a much better fuck than her daughter. “Now shut up. I'm going to suck your cock then you're going to fuck me whether you want to or not” With that she parted her lips, pulled me closer and took my cock in her mouth and started to suck me off. I wasn't used to such things and couldn't help starting to fuck her mouth. She was far more experienced and realised I was going to cum in her mouth and stopped sucking, pinching by cock between finger and thumb, telling me she wanted my cock in her pussy, my spunk in her cunt. Getting up she took me into her bedroom and laid on the bed, parting her legs, pulling me on top. Taking hold of my prick she guided it to her cunt. She held her pussy open and told me to fuck her, that she wanted to feel a hard cock in her cunt, to fuck her hard and make her cum. I slid my prick in her slippery hole slowly fucking her, wanting to make it last. I felt her hands on my bum pulling me in to her cunt, encouraging me to fuck her deep, then her legs being wrapped around me, clamping me between her thighs. As I fucked her she thrust back taking my cock, grunting as my prick rammed into her tight wet cunt. All to soon, I felt my spunk rising and shot my load inside her and rolled off. She finished herself off with her fingers flashing in and out of her pussy, rubbing her clit until she came, a minute or two later. If she was disappointed with my performance she hid it well. I put my shorts back on and went to sit out on the balcony, I heard her in the shower and she joined me about 10 minutes later, laying down on a lounger, naked. She spent half the time teasing me, playing with herself, fingering her cunt, asking if she was making me hard, before spreading her legs wide and masturbating to orgasm. Afterwards she got dressed and said she was going exploring and would see me later. In fact it was almost 3am before I heard her return. I heard Janice get up and them speaking loudly, as she demanded to know where she'd been, what she'd been doing, worrying her by staying out so late and being told to mind her own business by Brenda. Next day Brenda eventually put in an appearance, wearing a short, practically see through nightdress, just before lunch. There was just a stony silence between the two of them until Janice went out. “Well, what were you up to then?” I asked. “Shagging of course. I'm not going to tell that prudish daughter of mine that though. I intend to get as much cock as I can while were here and you couldn't have fucked me could you?” she told me. She parted her legs, showing me her pussy which looked wet and puffy, as if she'd only just been fucked. Then with a gleam in her eye, she ran a finger along her gash and opened her hole “I had a nice wank in bed, thinking about the men who fucked me last night. We've got time for a quicky now though” getting up, taking off her nightdress and pulling me into her room. Down came my shorts, she pushed me back on the bed, wanking and sucking my cock until it was erect then mounted me, guided my prick to her cunt and rode me, grinding her clit against me, fingering herself as she fucked me until she came and I spurted my spunk inside her. She'd only just rolled off me when we heard the apartment door open and Janice call out she was back. Luckily for me she passed the bedrooms and went out onto the balcony and I was able to get to our room and in the shower, before she looked for me in the bedroom. That night we all went out for a meal, Brenda knocking back the wine and several shorts with her coffee. About 11pm Janice suggested it was time to go back to the apartment. Brenda was having none of it, told her that the night was young and she was enjoying herself. “In that case Colin had better stay with you. You shouldn't be out by yourself like last night” she told her getting up from the table. Turning to me she said “I won't wait up. Try to get mum back at a sensible time” Brenda gave Janice five minutes then lent over to me and said “I'm off to the dunes behind the beach like last night to get me some cock. You coming with me, nobody'll mind if you just watch me being fucked or join in.” I went with her fucking her once and watching as she behaved like a slut, letting at least half a dozen young guys fuck her. Exactly what she did and what she got up to during the remainder of the holiday is another story.