FSE

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"Ah Ah ah! Faster!" moaned a woman's voice as two figures were on a velvet bed with one under the other as the second one was thrusting back and forth into the female.

"Fuck! I'm gonna lose it!" grunted the male who looked like a Doberman with a white t-shirt and a chain necklace with his cock moving in and out of the tight snatch.

"Do it! Cum inside my starved pussy!" moaned the woman gripping the bed while moaning with each thrust.

The Doberman's thrust became frantic before he slammed inside and started cumming inside the pussy, making the woman moan from the hot sperm. He fell back, tired and panting.

The woman purred in content and held her hand up to the light and saw her white fur with black stripes glow a little before the skin lost a few wrinkles than before.

This was Holly.

She sat up and stretched out as the light revealed her entire figure.

She had an Hourglass figure with large G-Cup breasts that had light pink nipples. Her white fur body stood up to show a swishing tail with black stripes that matched the ones on her arms, legs, and torso. She had beautiful brown hair that reached her Back and framed her face to show she was a Siberian white tiger.

She walked over and started getting her clothes on while smiling at her appearance in the nearby mirror.

The Doberman had Left without a Word Leaving her Alone.

"Mmm, now this is what I like." she smiled feeling her skin was smooth again. You might be wondering what she's talking about.

Well you see, she's a Witch. And not the ones with pointy hats or broomsticks, but a kind who uses spells. But that doesn't mean she's a worshipper of the devil or anything like that.

She's a different Kind of Witch.

She's the kind who had developed a youthful spell to make her young, but she needed the sperm of younger men in order for it to work. If she doesn't take sperm in, she doesn't immediately go back to her prior age, it takes its time, giving her a chance to find more men. In all Honesty she's been alive for thousands of Years.

But while she has remained young, it's been hard watching her family pass away. But she knew it was apart of Life.

As she slid her clothes on, she pondered on maybe taking a little trip to visit any family she had left.

That's when she heard the Phone Ring. She walked over and picked it up. "Hello?"

"Hi, mom how're you?"

"Hi sweetie, how are you?" Holly asked sitting on the bed.

"Fine Mom. Listen, I was wondering If Justin could stay with you for the Summer?"

"Little Justin? Well it has been some time. I wonder how old he's gotten."

"He's 13 Mom."

"Wow. I honestly thought it was longer." she remarked.

"Yeah."

"Well why do you want him to come over here? What's going on?"

"Well ya see He's really upset that he couldn't go to Summer Camp."

"So you think this might be some fun for him instead?" she asked.

"Of course."

"Well I was kind of in the middle of some plans." she replied looking through her address book on some other males she met a few weeks back. She then grabbed it and threw it aside. "But I can make some room."

"Thanks mom. I just hope Justin has some fun. He hasn't seen you since he was just a baby."

"Great." She walked over to her closet. "When can I expect him?"

"Would Tomorrow be good?"

"Sure." she smiled. "I'll be all set to see my grandson when he comes by."

"Thanks Mom!"

The call ended and Holly looked over a red dress of hers.

'It's been so long. I wonder if I should have some fun when he comes by.' She shook her head. "I'll just wear something casual. No need to corrupt him."

'At least Not Yet.' her mind told her.

(The next day)

A Car Pulled up into the Driveway. The passenger door opened and out stepped a young teen tiger with orange fur and a few black stripes. He was wearing a Blue Jacket and a Green undershirt with Khaki pants.

"Have a fun time at grandma's Justin." smiled his dad.

"I will Dad!" He waved bye to his dad and walked up to the decent sized house. He knocked on the Door and heard footsteps.

"Coming."

The door opened. "Hi Grandma."

"Hello Justin." smiled Holly who was clad in a pair of blue jeans that hugged her firm legs and hips with a simple t-shirt. She crouched down hugged him, shoved him into her Bust.

"Can't..breathe!" Justin got out while stunned at the soft feel through the shirt.

"Oh Sorry!" Holly pulled him away and set him back on the ground. "Come inside."

Justin shook his head and followed his grandma into the house as she shut the door.

"So how're you?" She asked.

"Fine. Still mad I couldn't go to summer camp." he admitted taking a seat on her maroon couch.

"Why don't you tell me about it." she said sitting next to him.

"Well I waited a little too long to sign up, so when we tried to get me in, all the openings were filled out.

She hugged him again. "It's alright Dear."

Justin was a little slow to return the hug as Holly's large breasts rub against his head and the small teen had never been this close to a woman, let alone one he hadn't met since he was a baby.

'She smells so Nice.' he thought taking a small sniff of the perfume she was wearing.

Holly separated the hug. "Want something to drink?"

"Uhh Yes ma'am."

She smiled and stood up to go to the kitchen while Justin's eyes looked at her ass in the jeans.

He felt his Face heat Up. 'What's wrong with me?' he looked away to think of something else.

"Here's your Drink." she said bringing back a Cup of Tea.

"Uh thanks." he smiled taking the cup. He took a Sip.

"You can go In the Pool if you Want." she said.

"You have a pool?"

"Yep."

"Well I kinda didn't bring any swim trunks." he admitted.

"Don't worry, you Can use a Pair of Your Father's when he was your Age."

"Oh, thanks grandma." He went upstairs And went by his Grandmother's directions to his Father's Old Room.

He looked inside and walked over to the dresser. And what he found was a Weird Book along with the swim shorts.

"Huh?" He picked it up and opened it.

Journal entry 1

'Mom is the greatest, but I wish she didn't always bring men home with her.'

Austin sat down on the floor and kept reading.

Journal Entry 2

'I asked mom why she brings so many guys home, but she just said I'd understand when I was older.'

'Grandma brought Home men?' He thought. He flipped to the next entry.

Journal entry 3

'It's been a month and mom still brings lots of guys home. I managed to Sneak into her Room after she Left and I found out something Amazing!'

"What could that be?" Justin muttered as he flipped the page.

Journal entry 4

'I found a SpellBook and discovered that mom's A witch and that she Found a way to Have eternal Youth. I was surprised that Mom had something Like this, but sadly she Caught Me. Before I could Ask her What happened, She...'

He turns the Page, but finds the Rest Gone. "What happened?" He kept turning the Pages, but found them All Blank. 'That's crazy. Grandma a witch? She's too beautiful for that.'

Justin thought about what he just Said. His face felt warm again as he stood up and put the journal away before grabbing the trunks. 'She couldn't be a Witch Right?'

He went into the bathroom and started getting the swim trunks on. Afterwards he headed towards the Backyard with the pair of blue swimwear around his waist and without a shirt on.

There he saw a wooden walkway surrounding a large pool that was filled to the brim with clear water that reflected the sun's reflection. And across the Way he saw Jolly Sunbathing in a Skintight Bikini. It was colored black that hugged her body and breasts to the point her chest looked ready to pop out from the top.

He felt his Face heat Up. He walked over as Holly took notice behind her sunglasses.

"Oh, hello Justin."

"Hi grandma." he waved. "I'm amazed at how big this pool is."

"Yep, I made it all by myself."

"Really?" he asked in surprise. 'She probably means she hired someone to build it.'

"Yep, you could even say it was Like Magic."

'She probably means it metaphorically.' he thought shaking his head before slowly moving down into the pool. He felt the cool water touch his fur and smiled.

"Justin, could you do something for me?" asked Holly sitting up in her chair.

"Sure."

"Could you put some sunblock on me? I can't reach my back."

"Okay."

Holly handed him the bottle and turned around and laid on her front on the chair before reaching back and undoing the clasp and letting it fall, revealing her back.

He felt a Little Nervous, but did it anyway. He put some of the lotion in his hand and lathered both his hands with it before bringing them down and started moving his hands across her back.

"Mmmmm, Go Lower." she said.

Justin gulped and slowly moved his hands lower. 'This is so Weird!!' He thought.

'I wonder how much lower I can make him go.' thought Holly with a smirk. "Go Lower please." she said.

He blushed as his hands were at her lower back. "I think that's low enough."

'Well I tried.' she thought. "Thank you Justin." she flashed him a smile.

"You're welcome." He looked away with a blush and tried to avoid looking as she sat up and put her top part back on.

"Something wrong?" She asked.

"N-No." he shook his head.

"You sure?" He just gave another nod. "Well okay." She stood up and smiled at him. "Why don't we take a little dip?"

"Yeah." he said with a smile.

He went ahead and jumped into the water with some splashing onto Holly. He swam underwater and was shocked to see a Cage at the bottom of the Pool.

'A cage?' He Swam Down and got a Closer Look at It. Inside was a large crocodile that tried hitting against the cage at seeing him. Large was an understatement, Try overly Massive.

Justin pailed as he swam Back up. He looked down and saw the Beast had broken free.

"AH!" he screamed swimming to the edge frantically.

"Justin what's wrong?" Holly asked.

"Crocodile!" he yelled rushing to climb up as the creature reached the surface.

She scowled. "FLUFFY! BAD BOY!" She said.

Justin looked at her confused and turned to the reptile. Said reptile stepped out of the Pool and started to Whimper.

"Fluffy, I made it clear not to try and eat anyone who goes swimming in the pool." frowned Holly with her arms crossed against her breasts. He whined.

"Uh, grandma? Why was there a crocodile...in the pool?" he asked trying to stay calm while at the same time confused.

"Oh that's Just Fluffy. I've had him since I was a Kid."

"That still doesn't answer my question."

"Well..." she said nervously.

Justin saw Fluffy growl at him and hid behind his grandma. "Uh, then again maybe we can just back inside."

"Yes that might be Best." she said. After glaring at Fluffy and telling him to go back to the pool, they headed inside.

"Okay, explain."

"Sit down first." He sat down. "Alright, now I can understand you're confused, but if I tell you the truth, you can't tell anyone."

"Okay." he nodded.

"Well, have you noticed how I look more younger compared to an old woman I assumed you were expecting?"

"Yeah, I kinda did notice." he sent a subtle glance at her breasts with a small blush.

"Well the thing is-"

"You're a witch." he finished.

"Yes?" Holly looked at him in confusion. "But how did you come to that conclusion?"

"Well I found Dad's Old Journal."

"Ooooh! That explains it." she nodded.

"Grandma, dad said you did something to Him When he found out."

"Well Justin, before I say what, let me make it clear I'd never try to harm my family, alright?" she spoke with a serious tone. She calmed down as she saw she scared Him. "Sorry, didn't mean to frighten you."

"It's okay." Justin gulped. "But what did you do to dad?"

"Well..." She Looked away with a Blush.

"Well what?" he asked with anticipation. That's when he realized. "You mean you..." She slowly Nods. His blush came back full force and was speechless.

"No Way!"

"Yup. Your dad was tired of waiting, so I can told him that I brought home a lot of men for sex."

"Oh. So does that mean your my...?"

"Oh no, I'm still your grandma. You see after finding out what I was doing, I made an offer for him to keep quiet. Now at the time he had a crush on your mother, and wanted to have some first hands on experience if they ever got together. So I was his teacher in that regard, and it worked just fine." she teased.

"Wow. Uhh Grandma? How Long have you been Around?"

"Thousands of years." she shrugged.

His mouth Dropped.

"I know, I'll let you soak that up."

(4 Hours Later)

Justin finally shook his head and saw his grandma reading the paper with some tea. "Oh you're Awake."

"Yeah, I am."

"Justin?"

"Yeah."

"Do you have the Time?"

"Uh yeah, it's noon, why?"

"Thank you."

He raised an eyebrow at her in confusion. She left the Room. 'Why'd she want to know the time?'

He Went Upstairs and saw that he door was Cracked open and was shocked with What he saw. His grandma laying on her bed while moving her fingers in and out of her pink folds while lightly panting as her other hand was pinching on one of her nipples.

He felt his Face heat up. He also felt his pants feel tighter and looked down in shock to see a bulge. 'Oh Man!' He thought.

He tried turning around to just go and leave her, but the fact this was his first time seeing a naked woman, even it was his granny was beyond hot. But he managed to pull away and started walking away. However he was Caught when his Tail hit a Vase.

It smashed and Holly stopped immediately.

"Justin, is that You?"

He stood up and away from the opening while trying to stay silent.

She went to the door looked around. She looked down and saw the nervous form of Justin.

"Uhhh, Hi Grandma."

"Justin." she frowned. "Were you peeping on me?"

"....Yes."

Holly crossed her arms and looked down to see his hands trying to hide a bulge in his pants. "Oh, then why're you Hiding your Boner?"

Justin's face got even warmer as Holly leaned down with her cleavage in plain view of his eyesight.

"Well?"

He moved his hands away and she saw the bulge which was the normal size for someone his age. 'Impressive.'

"Uh, maybe I should go."

"No Stay." she put a hand on his shoulder. "Let me help you deal with that. It must feel painful in there."

His Face got even Redder.

She took his hand and lead him into her room. She Sat him on her Bed with a grin at his bashful expression.

Holly got on her knees and spread Justin's legs before pulling the zipper down. She Licked her Lips at the noticeable bulge in his Boxers. She used her hands and pulled them down with Justin's cock popping out and standing at attention. "It looks like you still have your foreskin."

She peeled it back Gently with her fingers.

Justin groaned while Holy leaned in and looked at it with amusement. She smirked as it kept throbbing aggressively in her hand.

"Want me to do what I did to your dad?" she asked with a purr.

"Y-Y-Yes ma'am."

"Well it has been some time since I tasted a cock this young." she leaned closer and took a lick from the side.

He let a out Small Moan."

"Mmm, you didn't wash this yet, did you?" she teased.

"No Ma'am." he said with a Blush.

"That's ok. Let me clean it up." she moved her tongue around the sides while massaging his balls with three fingers.

He Started to Purr. 'This is awesome!'

Holly smiled and pulled her tongue back before lightly kissing over the sides and tip.

"It feels so good." he moaned.

That made her trail her tongue back up and down the sides slowly while occasionally licking the tip.

His moans got Louder.

'Ah, the sound of a cute virgin.'

She kept licking till she engulfed it.

"AH!" Justin moaned as her warm and wet mouth made his dick tingle. She started to Bob her head Faster over the small dick while savoring the taste. "I'm cumming!" he cried out.

She Moved faster, eagerly awaiting his Seed.

He shot into her mouth and she eagerly licked all of it up.

"Tasty." she said after pulling her lips off it.

Justin panted and was stunned.

"Did you enjoy it?"

"Y-Y-Yeah." he nodded.

"Good." She stood up and sat down beside him before gently bringing his head down on her lap. Which caused his Face to Blush.

"Care to taste my nipples?" she leaned her chest down with her breasts in front of his face.

His blush deepened. 'So close.' he thought staring at her breasts.

"Well?"

He just leaned up and took one of them in his mouth.

She let out a Purr. "Go ahead and suck on them."

He begins to Suck.

Holly smiled and reached back down to Justin's flaccid cock and grabbed it. She started to stroke it with one hand.

Justin groaned around he rnipple as she saw it start getting hard again.

Holly Moaned as he continued sucking on her nipples like a baby. She kept pumping his cock while he moved a hand up to rub her other breast. She started to go faster.

Justin groaned around the nipple. He used his teeth to pull on the nub.

"Ah! Go ahead and bite as much as you want." purred Holly pumping his cock faster.

He did so and started to pull on them.

'Ah, reminds me so much of his father.' thought Holly with a nostalgic smile as she rubbed her thumb against the cock's tip.

His sucking became more erratic.

"Feel free to cum whenever you're ready."

He let's loose his Seed and it Flies through the Air. Holly opened her mouth and let some of it land on her tongue. She swallowed as Justin laid back.

"W...wow..." he panted.

"So, ready for some real fun?"

He nodded as she moved him off her lap and onto the bed. She laid down with her Legs spread open.

"Now it's your turn to take the lead." she grinned.

He gulped. He crawled over and looked down to try and make sure his cock lined up with her pink folds.

"Well, stick it in."

With a blush, he slid his shaft inside of her. He let out a gasp as her warm folds wrapped around his cock.

"Mmmm~...." 'Just like his father.' she thought.

"It's so warm." he groaned as he slid all of his dick into her snatch.

"Y-you're just the right size, Justin~." Holly purred some more at him. "Just make sure to move as fast as you want."

"Okay..g-grandma..." He exhaled before pulling back from her pussy. He slowly pushed back in and groaned as her folds felt like they were hugging his cock before he pulled back and started moving his hips forward and back.

Holly moaned softly with each entry, looking down at Justin with desire in her eyes. "Come on Justin, put more force behind your thrust." she urged.

"Y-you sure grandma...? I don't wanna hurt you..."

"Trust me sweetie. I've handled men twice my size. Go nuts." she smiled rubbing his cheek.

With that being said, and feeling somewhat insulted, he held onto her hips and humped in her faster. His cock felt her folds hold him tighter while Holly smiled and let out a moan.

The eager spearing left her wanting more from him, as she started soaking his dick.

"That's it Justin. Fuck my pussy!"

Her naughty expletive left him blushing harder as he tried to follow suit, drilling into her. But the warmth surrounding his cock along with his earlier ejaculation made him feel the same pressure from before.

"G-grandma....! I can't...hold it off much longer..." he warned, getting desperate with his thrusts.

"Cum inside! Give me all your fresh sperm!" she moaned wrapping her arms around him.

He cried out, stuffing his face in her tits as he blew a bigger load than earlier.

Holly moaned as she felt his dick twitch and coat her pussy with his seed. The heat of it was enough to get her climbing to the same levels. She hugged him close as her juices sprayed out onto his small cock.

The squeezing brought out a couple more shots before he was finally done. He panted and laid on her chest while she rubbed his back.

"You did good, Justin...." she purred, feeling some of him dribble out her opening.

"T....thanks.....grandma..." he panted.

"You're welcome sweetie...." She could feel herself getting a lot more younger now.

"I.....feel.....tired....." he felt his eyes drooping.

"That's okay...Just go on to sleep." Holly quietly murmured.

"Mmm...thanks.....grandma....." he shut his eyes before slowly dozing off.

"Sleep well....." She rubbed his back as he slept on. She murred and held up her hand and saw her fur gain a younger shine to it. 'Ah, that's much better...' she thought, looking down at Justin. 'This...is going to be a very chipper summer~...'