Jewel is an actress who hasn't showed up for a shoot. When the production manager goes to her house to find out what happened, he finds her mother doing housework instead. And although she's almost 50, Mrs. D'Nyle wants to audition for the part. When Johnny isn't sure, she decides to show him what she can do - and that's plenty! She gets down on her knees and gives him one hell of a knob job. Then she smothers his cock with her big older tits. Mrs. D'nyle is horny as hell, so she climbs up on top of him and rides him, his hard younger cock deep inside her pussy. Once she's satisfied,he grabs his dick and covers her face with hot jizz.

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Veronica is one very kinky mom! Her husband and the kids are away, and she's with the neighbor she's been having an affaire with for over a year. She decides she wants to try something different and asks him to try on her lingerie. At first, he says a firm "No!" but after she works on him by sucking on his dick for a while, he just can't keep saying no. Veronica slides her panties on him, teasing him, and puts a little makeup on his face. That really turns her on, so she has him lick her pussy till she's creaming, then moves down and sucks on his panty-covered cock. They 69, Veronica throbbing with passion, and then she wants to fuck him while he's still wearing her panties. He pinches her nipples while she gets on top and starts fucking him, and then neither of them care if he's wearing lingerie as he bangs that cunt till she's screaming with pleasure and finds her pussy spasming around his cock as he fucks her to orgasm.

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Tonya is sick of sitting at home masturbating with her favorite dildos. She wants some cock and she wants it now. And suddenly in walks a strange man, totally naked. All Tonya cares about is getting some dick, so she reaches over to go to work on that piece of meat, sucking it till it's hard and ready for her. Then she lowers herself down till the head is penetrating her pussy. Then lower and lower till she has the entire thing deep inside as she moves up and down. Tonya fucks this younger man hard and fast, his cock stretching out her horny older cunt. Then he gets on top and soon she's yelling "Fuck ME!" at the top of her lungs. She can't stop cumming on that rigid tool - she orgasms over and over before she finally takes his load in her hungry mouth.

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Mrs. Cherry has the hots for her younger neighbor, Bill. He's interested but doesn't want her to know how badly he wants to fuck her so he makes her work for it. The truth is he can barely wait to get his hands on her ripe round ass and great big mature tits, so when she asks him straight out if he wants to fuck, he can't believe his luck. After he gets to squeeze and eat out her ass, Mrs. Cherry goes down on him, sucking his cock like she can't get enough. Then she gets on top of him and rides that huge piece of meat hard and fast. Then Bill flips her over and stuffs that hungry pussy of hers. Once she's going crazy, he pulls out and licks her cunt, finger fucking her as she gasps and moans. Mrs. Cherry wants more, so Bill slides his rod back inside her hole and bangs her till she cums and cums again!

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Xena is a very normal looking mom type, just the kind of woman you find living next door. But believe it or not, this horny MILF mother of 3 was once a Marine. Today, though, she's here to do some porn with Jenner, a guy 15 years younger than she is. First she services his cock, sucking and slurping it down as he gets harder and harder. Xena really wants that hard meat inside her pussy and soon she's riding him, moving so he fills her hole again and again. Once she's really horny, Jenner gets on top and really drills her hot cunt, giving it a real pounding as she gasps and begs him for more. Xena gets off on that hard fucking before she gets her mouth filled with hot jizz!

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Mrs. Stenopolis let her neighbor, Johnny, housesit for her while she went on vacation in Rome. Now she's back and is telling Johnny about her experiences at swing parties and how she's never had such great sex. At first he's a little uncomfortable but when she offers to teach him what she learned in Rome he goes for it. First she shows him the ways she learned to suck cock and he pushes her head down and makes her gag. This turns her on till she's so horny! Then he licks her clit while finger fucking her pussy. She cums all over his face screaming and begging. Then it's time to fuck and once Johnny is deep in her older cunt, Mrs. Stenopolis goes wild, screaming so loud the neighbors can probably hear. This MILF is so impassioned she doesn't care who hears as her young stud brings her to orgasm after orgasm!

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Johnny is Mrs. Robinson's son's best friend but her son is away at college and her husband is on yet another business trip and this hot and horny MILF wants some cock. Since Johnny is the handy man, she calls him over and soon he's making himself very handy as he licks and laps at her pussy, teasing her clit and making her wriggle and gasp. It's his turn now, and Mrs. Robinson shows Johnny that older women have experience as she gives him a blowjob like he's never had before. Then it's all aboard as Mrs. Robinson climbs on top of her son's best friend and rides his cock, letting it fill and stretch her pussy as she moves up and down. Johnny turns her over and and drills her cunt from behind, making her cry out as he shows her that younger men have stamina. As a grand finale, he makes her cum one last time before shooting his load.

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