Franklin took one last peek at his granddaughter now fast asleep in her tiny bed covered in Disney blankets and sheets. A lightly audible puff noise came from the brown-haired devil. It had taken him almost the past hour to get her to fall asleep. Little Rachel at five had much of her father in her. He remembered the days of getting little Ricky to bed at that age. It almost always needed some sort of trick to get that kid to sleep, and Rachel was no different.

He turned the bedroom doorknob before he closed the door, so the click didn't wake his sleeping precious little girl. His feet tiptoed back down the hall and then down the stairs of his Daughter-in-law's house. It was only eight, and he figured that he had at least an hour or two before she came home if at all. The snow was coming down far harder than even the weather reports had predicted, so she might get stuck. The light on the front porch showed Franklin the seven or eight inches now on the lawn as he looked out the window of the door at the bottom of the steps.

Some Valentine's day Franklin thought to himself as he made his way to the kitchen. Serena had asked him to watch Maddy while so she could go out with some guy from work. She had been out with him a few times now, but Franklin wasn't sure how serious it was yet. It wasn't his place to ask no matter how tempted he found it to be. The photo of Serena, his son Jamie, and baby Rachel still hung in the living room, so Franklin figured she hadn't let him in the house yet. She had been a widow now for three years, and even he told her she should take down the photo or at least move it, especially if she wanted to date again. That was not going to score her points with any guy she might bring home.

In a few minutes, Franklin figured he would snow blow the driveway again before Serena got home. First, he was going to make a cup of tea to warm up before braving that cold. Franklin turned the burner on the kettle but didn't push the whistle down for fear of waking his granddaughter. Serena kept his favorite green tea just for him as well as the blueberry-flavored honey he loved. Pouring the honey in the empty cup, there was a flash of lights out the side window. Before he could think about it, steam came off the spout of the kettle, so he poured in on top his tea bag and honey. The pleasant sound of his spoon rang lightly as he stirred the water in the mug.

As he took his first sip, a cold breeze and the sound of the side door in the kitchen hit him from behind. It was like a vacuum sucking all the heat out of the room into the snowy outdoors. When he turned around, Serena stood there flush from the cold, peeling her gloves off. Her make-up didn't look a lick out of place, which surprised him after the last time he watched Rachel. Serena came home with her lipstick worn off and bobbed dirty blonde hair disheveled. He had assumed that time she came back after a good time, but the look on her face tonight told a very different story. Serena's brown eyebrows crinkled, and her lips made that tightly closed thing did when she was about to lose her cool. Franklin had known her far too long to understand what that meant. She had given him and his son that look enough to fear it just a little. The petite woman had a temper that you would have expected from a man four times her size.

"That good?" Franklin asked as he took another sip watching as she hung winter garb on the rack by the door. The look she gave him spoke volumes.

"Well, that one is done," Serena said as she kicked off her red heels. She had gone out in a festive red dress with white hearts all over it in a pattern. The hem cut off just above the knee, which surprised Franklin with this weather.

"That bad," He remarked and gestured to the kettle. "Tea?"

"Only if you put a shot of whiskey in it," She stated as she sat at the small kitchen table and rubbed her foot.

"Wow, that is bad," Franklin said, knowing that Serena didn't drink much. That made her comment on alcohol an odd request. He grabbed her Chamomile tea and milk from the fridge. "I thought this one might be around a while. This would have made what, date five or six?"

"Yeah," Serena griped. "He turned out to be a douchebag like the last one."

"The last one only got one date."

"He was upfront with his assholeness, so we didn't get very far. This one strung me along for a few dates. As soon as I talked about Rachel at dinner, I could see he wasn't interested. Instead, he tried changing the topic to sex."

"Oohhh," Franklin said, knowing what pigs men could be. "He was expecting some action tonight, was he?" He asked, passing her a cup of tea.

"I think so," Serena admitted as she took a sip of the hot liquid. "I told him that wasn't on the agenda if we went out tonight. Just because it was Valentine's day didn't mean I was offering."

"Some guys are just pigs," he shrugged.

"Thank you again for watching Rachel tonight," she told him solemnly. "I hope I didn't put you out. No ladies on the prowl?"

"Nah," Franklin said with a wave of his hand. "There are a few ladies making moves on me, but they are too old for me."

"Really?" she asked with one eyebrow raised between slurps of tea.

"Yeah," he said with an eye-roll. "I did some fixture installs for this lady in her seventies, and now she calls once a week trying to hire me back. Though this time, it's clear she doesn't want me to fix anything. Nothing against her, I just turned fifty-two not seventy-five."

"Hahahahaha," laughed Serena as she fought to not cough up her tea. "Seriously, I am surprised you don't get more calls like that."

"Don't joke about that," Franklin said with a laugh. "Next thing you know, I will be an early fifties gigolo with seventy and eighty-year-old women fighting over me."

"Would that really be a bad thing?" She asked with a serious look on her face. "I mean, at least they would appreciate you, unlike Alice."

Franklin frowned at the mention of his ex-wife. They were on okay terms, but there was still a lot of bad blood between them. Alice never got over Ricky's passing. She had blamed Franklin for not talking the boy out of the Army. In her opinion, it was as if Franklin had shot their son himself. The idea was ludicrous and made no sense to Franklin what so ever.

"You talked to Alice?" Serena asked seeing the look on his face

"No," Franklin said with sadness in his eyes. "Not since she told me she was moving out west. I appreciated her telling me. I mean, we're divorced now, she didn't have to tell me shit. Have you talked to her?"

"Not since Christmas," she said with a frown. "Called to talk to Rachel but didn't say much. She has changed."

"Yeah," he said, looking at the snow coming down in the window. "Sometimes, people are not who you thought they were."

"I am finding that out," Serena said as she stood up again. She stood on her tiptoes with her hand way above her head. Her back popped as she stretched.

"Jesus," Franklin said with a slight giggle in his voice. "If I did that, you would have to call an ambulance. I'd be in traction for the next month."

"Oh shut up," She told him and playfully kicked him in the shin. "You are not that old. They say fifty is the new thirty. You need to get out more and live a little. It ain't easy, but I have been trying too."

"I know," Franklin said, standing up too. "More tea?"

"Yeah," Serena said as she walked away towards her bedroom. "I am going to get out of this dress and into PJs."

"Okay," he said, pausing to watch her go. "I hope you don't mind, but I made up the spare room for tonight. I didn't want to drive home with this weather."

"You're always welcome here," she called from down the hall. "You know that. I will grab you one of Ricky's old pair of sweats to sleep in."

"Thanks," he called back, not even realizing that he hadn't thought that far ahead.

How things change, Franklin thought as he poured them both a fresh cup of tea. He remembered distinctly the first time he met Serena. Ricky was a good kid but had a bit of a wild streak in high school. Franklin had been much the same at his age. Alice had shit when Ricky brought the girl home. It wasn't the first time, but Serena had been very different than the previous girls. Serena went to the local Catholic school and was wearing the traditional pleated school skirt and heavy on the make-up. There was a distinct smell of cigarettes as the girl came through the door.

Serena had definitely been a bad girl in high school. Franklin remembered to know exactly why his son had gone after her. It was the same reason he would have done the same thing at his son's age. The girl flaunted her sexuality and naughtiness for the world to see.

Things didn't last beyond a few months, which was suitable for Alice. Franklin, on the other hand, kinda liked seeing the bad girl with his son as long as the cops did not bring them home at night. His philosophy was to let the youth have their fun as long as no one got hurt. It triggered him distinctly informing his son that if he got her pregnant, his mother was likely to kill him.

Ricky went on to date a series of girls all over the place. Everyone was pretty different than the last. It wasn't until halfway through college that Serena came back in the picture. They apparently met again in a class, and the girl made some pretty significant changes to her life. While she still dressed more provocative than Alice approved, her manners and sweetness had now shined. She didn't smell of cigarettes either now.

Their final year of college, Ricky had proposed, and they found out Serena was having a baby shortly before graduation. Even with a degree, Ricky had no good job prospects lined up due to a troubled job market. A recruiter told him that the Army would make him an officer thanks to college. They also offered a signing bonus that helped them put a down payment on this house. The rest was as they say history. Ricky got killed overseas when Rachel was only two.

"You okay," Serena asked when she returned. Franklin was standing at the counter, just twirling a spoon in his cup. A faint tear had been forming in one eye.

"Yeah," he said, shaking it off. "Just lots of memories."

"I understand," the shorter woman said as she came across the kitchen towards him. Serena had changed out of her dress and into a pair of tiny running shorts that cut off barely a third-down her thigh, if not a quarter. The tank top she wore was tight, and it was evident that her ample B-cups were not restricted by a bra. Franklin felt dirty and wrong as a slight twinge of blood pulsed in his loins. He shouldn't be looking at his son's widow like she was a fresh piece of meat. It hadn't been the first time either. Franklin spent a lot of time here helping with his granddaughter. On more than one occasion he had seen Serena in her underwear or a bathing suit. Every time made him feel for his long passed youth. His shame came from a hurry home in the evening to tug one out before the memory faded.

Serena hugged him and wiped the small amount of fluid from his eye. Her nipples pressed hard against his ribs like little flesh spikes. Against his wishes, his dick stiffened from her touch. When she planted a small kiss on his cheek, it was well established that he poked her in the belly. Redness of embarrassment shown on his cheeks as Serena looked up at him.

"It's okay," she told him and then planted a small peck on his lips. "I have seen the way you look at me. There is a love and lust your eyes that I have known about for a long time."

"I am sorry," Franklin replied as he realized his arms were firmly wrapped around her. Both hands had a beautiful firm ass cheek in them. He quickly let go in a slight panic.

"Don't be sorry," Serena said, giving him a more prolonged, more passionate kiss. Her hands moved his hands back to her ass. "I have been longing for your touch for such a long time. Did you think I let you see me those times in my underwear by accident?"

"Kinda," he remarked.

"I wasn't sure if you saw me the same way I saw you," she told him. "When I saw the look in your eyes, I knew you felt the same way about me that I felt about you. You have taken better care of Rachel and me than any man but Ricky. No other man would do what you have done."

"But isn't this wrong," Franklin told her as he fought the urge to pick her up and lay her down on the table.

"What's wrong about it," Serena said gazed at him with her big green orbs over her tiny nose with a small stud in it. The slight scent of her floral perfume wrapped its way around him. Franklin couldn't hold back as his cock grew in size. "You're a man, and I am a woman. We care about each other. I can't go another sleepless night without feeling you inside me. I have spent so many nights wishing it was you instead of my stupid half busted vibrator. Tell me you feel the same."

"I do," Franklin admitted to her. "Fucking hell that I do. I have spent many nights with my cock in hand trying to wish I wasn't taunted by dreams of you."

"Then fuck me," she told him. The feeling of her hand rubbing the outline of his man was too much. "Take me down the hall and make me yours."

"I hope Ricky can forgive me," he muttered as he scooped up his daughter-in-law and carried her down the hall to the master bedroom. Her lips never left his as he ushered her into the room.

In one motion, he tossed her a few feet onto the king-size bed and closed the door behind him. Serena didn't waste any time peeling tank top over her head and shimmying her tiny little shorts off. Franklin ripped his sweater and t-shirt up over his head together, revealing his muscular hairy chest. Yanking on his belt and button to his pants, let his jeans drop to his ankles.

Franklin paused at the end of the bed, looking at Serena there naked legs semi-spread with bare shaved snatch beaming at his face. Her body was thin except her butt, where it had only gotten curvier since having a child. Something about those hips could make a man's loins ache. Now, after so many fantasies of this mid-twenty something sex-pot Franklin was getting what he wanted.

"Are you joining me or going to just enjoy the view?" She said, waving her index finger to tell him to get over here.

Wordlessly, Franklin mounted the bed and shoved his face deep into her groin. The musky odor of her sex was very different than the woman he had spent twenty plus years with before now. It was pleasantly telling his brain it needed her badly.

The attack of his tongue working its way in and out of her hole made Serena gasp in surprise. His well-used arms enveloped her leg, making escape impossible for her.

"Oh my god," she muttered as her eyes rolled back in her head. "You are better at that than I expected. Don't stop!"

Hungrily he continued his assault on her well-maintained pussy. His tongue moved from in and out to lapping underneath Serena's clit. He hadn't done this in years, so all his actions were pure male instincts. Juices ran down the corners of his mouth and then over his chin.

"Fuck," Serena called out as her hands ran through his salt and pepper. "Just like that...... Ahhhhhh!"

She just encouraged him more, which made Franklin work harder and faster than before now. He had missed the touch of a woman like he had lost a limb. Everything was coming back to him like riding a bike.

"Yes! Yes, Oh fuck yessssssss!" Serena said in almost a shout. Franklin was out of practice, but even he knew from the amount wetness she had just cum hard.

Franklin gasped for air as he stopped his munching and looked up her smooth belly to her face. The smile on it told him all he needed.

"You surprised me," she told him.

"How?" He asked.

"Most men would have just thrust in me with no foreplay. You ate me like an animal in heat."

"I couldn't help myself," he admitted.

"Now I want the real thing," Serena explained as she lifted his head high so he could meet her gaze. "Come take me, my Valentine!"

"Valentine?" Franklin said with a smile.

"Well, what else would you be?" Asked the tiny blonde.

"I don't know," he said.

Her face made a fraction of the frown she had earlier. "Less talk more fornicating."

"Yes, ma'am," he said with a fake salute.

In just a few movements, he was off the foot of the bed and on top of Serena. Her arms encompassed him as their lips locked. Small pecks and light tongue lashes came as they mauled each other. He aimed manhood for her little hole with a free hand. The tip just rested against her labia halfway inside.

"Don't tease me, just fuck me," Serena demanded as she broke her lips away.

Moving his hip, Franklin experienced her tight moist hole suck him inside. He hadn't had sex in over five years. All of this was like having one of his wet dreams as of late. Half his nights had been visions of the various places and ways he wanted to take Serena. Now he was living it, or at least he hoped this wasn't another outlandish dream.

Both of them moaned in unison as Franklin fucked her at a slow, steady pace. Their arms and legs were a tangle between mind-blowing kisses and fondled flesh.

"Ahhh, harder," Serena instructed her mature lover. "I am not fragile. Harder baby!"

"Oh fuck," Franklin said as his cock bottomed out her pussy. He knew his size was reasonably average, but she fit him like a glove. "You feel so good."

"Don't slow down!" She urged as her hands gripped hips and pulled. "That's it!"

A bend of his head gave him access to neck and earlobe. He nibbled light on her neck in small bites to her ear lobe. Serena sighed longingly with one.

"I am going to make you cum until you can't take it anymore," Franklin whispered in her ear. "When we are done tonight, I will pump you full of my thick white spunk."

"Do you promise?" She asked with puppy dog eyes.

"Hell yes," he said and planted a kiss on her so hard it made him see stars. All the while, his hip rocked against the smaller woman's pelvis. Each action was harder than the last. Her cute little voice moaned into his mouth as he felt her body trembling.

"Are you going to cum for me again?" He asked playfully as her shakes got faster.

"Uh, huh," Serena managed to get out between moans. "You're fucking amazing."

He smashed into her faster now. Silently, Serena's mouth was open in shock as he could tell another orgasm was coming. Her nails dug into his back like she was clinging to him for dear life.

"That's it," he told her as his deep blue eyes stared into her soul. "Show me how much you like my big hard cock."

She was outright thrashing now against him. Her climax was almost bone breaking. When it stopped, Franklin stopped as well. He didn't want to break or hurt the poor woman. Moving off of her and to one side, Serena groaned from post-orgasm bliss.

"Wow," she said aloud to no one in particular. "That was without words."

"Yeah?" Franklin asked, catching his own breath.

"Uh, huh," she muttered while shaking her head enthusiastically to him. "I haven't had an orgasm like that in years."

"Won't be your last," he explained as a put gently kisses on her shoulder.

"I can't believe some woman hasn't tried to get you since Alice left," she told him with disbelief. "I mean, you're handsome, fit, got that dashing look about you, and those baby blues. Not to mention you're a stallion in the bedroom."

"Eh," Franklin shrugged.

"Don't Eh, me," Serena teased. "How did Alice ever leave."

"Alice left me the day Ricky joined the Army. Forget the fact I hadn't had sex with her in years."

"Years?!?!" She exclaimed, shocked.

Franklin just nodded with a lip movement that said no big deal.

"Like how many?" She asked with grave concern.

"Five maybe six," he admitted. "I lost count."

"Is that including the divorce?"

"Then, closer to eight or nine."

The look of awe on Serena's face spoke volumes without words. He could read that her brain was going a million miles an hour. Trying to understand it was something else, however.

"So, I am the first woman you have had sex with in almost a decade?" She asked, rolling on her side to stare him right in the eyes.

"Yeah, I guess so," he said like it was no big deal.

"Then you must have the biggest case of blue balls in history," Serena remarked as her hand moved down to his still very erect cock. She lightly ran her fingers along his shaft.

"Uhhh," he groaned as a reaction. "Fuck."

"Ooooo, I like that idea," Serena said as she wiggled her way on top of Franklin.

Before he knew it, his bulbous manhood was being sheathed back inside her as Serena straddled him. Her perky well-formed, and quite firm tits were mashed together as she held both her hand on his muscular pecks.

"Now it's my turn to please you," Serena said as her hips started to rock. "Fuck, that's good."

"Jesus!" He cried as both his hands ran along her thighs then to her hips. "You're so tight."

"How else am I supposed to milk that nice thick baby batter out of you," grunted Serena as she moved faster.

"I knew you were a bad girl," joke Franklin. "Fuck!"

"You like that," she quipped. Her body bounced harder and faster on Franklin. "You have no idea what bad girl I am. Do you like bad girls?"

"Yes!" He found himself almost shouting. "You're such a bad girl. Jesus Christ!"

Serena leaned down to look him right in the eyes, nose to nose. Her breasts squished against his upper torso deep in chest hair. Both her arms outstretched just beside his head. The moment of her riding only changed for a second. The long pink tongue in her mouth came out and ran across his lips. Franklin found his own mouth automatically trying to reach for hers. With a devilish gleam twinkling in her emerald eyes, Serena pulled her face away, teasing him.

"Grrrrrr," he grunted against clenched teeth.

"Oh poor baby," she told him, then laughed softly. "We are on a non-stop ride. I am not going to stop until you cum. What are you waiting for? Don't you want to fill me full of your thick seed."

"God, Yes!" He said, putting his arms around her. Unconsciously his own hip rocked against her own.

"Yes, Yes, Fuck!" Serena shouted at his own actions. "Cum with me baby. Don't stop! Fuck, fuck!"

Serena planted her lips on his just in time to be flooded with jizz. Wide-eyed, their tongues intertwined as her back spasmed in orgasm, and his well rode cock fired. Franklin was like a fire hose being turned on. Sure, like most men, he masturbated regularly. Still, there is nothing like the real intimacy of a woman in your bed. The sensation of almost nine years of no sex was overwhelming. When he was done, cum was already running out of her though he was still buried to the hilt.

She was slumped on his chest, breathing moderately hard. He just stared slackjawed at the ceiling, trying to take in what had just happened.

"You okay?" Serena asked him as her breathing evened out.

"Yeah," he said with one arm d****d across her back. "I can't believe we just did that."

"I have wanted to do that for a long time," she admitted.

"Really," He asked while figuring she meant the past year or two, maybe six months.

"Since the day your son brought me home," Serena told him. "Ricky was handsome and good-looking, but you were like a more chiseled, more mature version of him."

"You're fucking with me," he said while fighting a smile.

"No, I am not," she said as her voice got defensive. "Why do you think Ricky and I stopped dating in highschool. Every time he brought me over after school, I found myself in your bathroom, fingering myself to the thoughts of you bring me down the hall, and taking me. I seriously couldn't handle it. I had to dump him and get away before I did something stupid."

Franklin couldn't believe the words he just heard come from Serena. He was a man, so even when he met her, he could tell she was attractive. That was obvious from the way she wore her clothes and her personality. He knew she was not a sweet innocent girl ether. Ricky never knew, but he wanted high five his son the first time he saw the boy bring her home. The few previous girls had been quiet, sweet, and timid.

One of his earliest memories of Serena was her waiting for Ricky to finish something for school so they could go out. Ricky had kicked her out to room so he could finish a project undistracted. She had sat with Franklin in the living room watching some weird sci-fi action movie. The film had plenty of nudity, which had made him panic for a moment. The girl watched it nonchalant and did not bat an eye. Her blatant disregard was one reason the memory stood out for him so well. He would have freaked out had he been a teenager, and that happened. That and Franklin had been curious how she was distracting his son, but now he bet he had an idea. After the kids left, it was not the first time Franklin fucked Alice when the kids were out with thoughts of what his son and this girl were probably doing.

"Funny, you should say that," he said, kissing the now late twenty almost thirty years old's head. "Do you have any idea how many times I screwed Alice's brains out to thoughts of what you and Ricky were doing?"

"You dirty old man," Serena teased, giving him a playful tap on the shoulder. "You sure they were thoughts of just what Ricky and I were doing and not what you wanted to do to me."

"I plead the fifth, your honor," Joked Franklin.

"Do you have any idea how much you unloaded into me?" She asked, changing the subject. "I am amazed it didn't come out of my nose. How have you gone so long without sex? Hell, I hooked up with at least one or two guys since Ricky died. Nothing serious, but a girl has needs."

"I don't know," he said, trying to think about it. "Alice and I had issues for a long time. She used sex as a tool and not for fun. Don't get me wrong we had plenty, but it always a reward for something I did for her. Eventually, things she wanted got bigger and bigger. I got tired of having to work for sex. It took all the fun out of it. She never got it and didn't seem to want it like I did. We didn't even bring it up in our divorce."

"That's sad," Serena told him with a sad frown that quickly changed to a smile. "You know if your son had known, he might have thrown a few girls your way."

"Sure," he said, patting her on the bare butt.

"I am serious," She said with conviction. "Ricky always worried about how Alice treated you. Ricky loved his mother, but he suspected you weren't happy."

"That obvious, huh."

"To those close to you, Yeah."

"I hate to think about what he would have thought about us and what we just did," vented Franklin. "I hope he isn't rolling in his grave."

"I highly doubt it," Serena said, kissing him briefly. "I told him all about my fantasies from high school back when we were in college. He thought it was hilarious and also hot. I am guessing he was really a chip of the old block."

"That eases my mind quite a bit," he breathed with a sigh of relief. The last thing he wanted now was Ricky haunting him from beyond the grave.

"I am cold," Serena said, nuzzling against Franklin for warmth. "We need to get under the covers."

"Shouldn't I get up and snow blow the driveway?" He asked.

"No," Serena said as she rolled off of the older man. Moving the covers down, she slid into the bed. "Aren't you going to join me?"

"I... I...," Franklin said slightly torn on what he should do.

"Forget the snow, Valentine," directed Serena with one hand stroking Franklin's cheek. "We can do that in the morning. Tonight I want my man."

"I am your man?" He asked with a smirk.

"You know it," she said with a wink. "Now get under here and prove it."

Franklin joined his new lover with a renewed enthusiasm that he had thought long gone. Life threw you strange curveballs, and never in a million years did he believe that he would be sharing a bed with Serena. That was a thing of fantasy until this fateful Valentine's day. He didn't even want to think about how they would explain it to Rachel in the morning.

"I hope you didn't think I was done with you yet," Serena said, planting him with another kiss. "Everything is closed tomorrow already, and I think we are snowed in."

"I guess I have to make up for some lost time, don't I," Franklin said as he pulled the blankets up over their heads.

-Happy Valentine's Day Everyone!