
Xander is taking his semester exam and clearly isn't very concerned about it. It seems this class is not one of Xander's pre-reqs, and so he assumes this class will be an easy A. This angers Professor O'Neil, and she is going to teach this flippant little student a lesson. Her big tits are going get his attenton....that's for sure!

Michael is making up a test that he missed in Prof. Hayes class. While attempting to concentrate on the test, Prof. Hayes boobs are too big, too nice, and too out there for him. He keeps calling her over to his desk with inane and random questions, and finally after the third time, he just sticks his face in her massive cleavage. She is shocked, but is intrigued with this student's brash and bold nature. What's the harm in a little motor-boating in the classroom?

Angelina Ash is the new secretary at a prestigious law firm. She's trying to make a good impression on her boss, but she's really tense. He suggests that Angelina just relax, because the company thrives in a stress-free environment. So he her begins to rub her back, and like a good secretary she begins to rub his cock!!!


Tommy is getting ready for the day when Allison pops into the room where Tommy is getting ready. Allison was supposed to go horseback riding with Tommy's wife Lily, but instead she decides to stay back. Allison Really wants Tommy to know what a big fan she was of his old band "The Mistress". Allison was such a big fan she would do anything to be with a rock star!

Giovanni and Roli are competing to be alone with Ms. Nikita Von James when helping her move furniture in her classroom, so much so that Roli tries to sabotage Giovanni and drops a shelf on him! Ms. James isn't having any of that, so she boots Roli and gives Giovanni immediate medical attention. She's happy they're finally alone, because she's been wanting nothing but to kneel down and suck her student's cock and then fuck it until his balls are drained of cum!

Professor Starr holds Gio after class and tells him that he seemed distracted during the day's session. He tells her that the subject matter they're studying -- sexual harassment -- is of no interest to him, and that he's not paying much attention because he doesn't care for it. The sexy professor decides to put their discussion into practice, and after a few grabs of his cock, she's got it in her mouth and pussy! Lesson learned.

Penny Pax and Xander are having a private study session at school, but Xander doesn't seem much interested. He's more worried about getting inside bookworm Penny's pants. He offers to take her out for a drink and show her a good time, but she's not too sure. When he inquires about the last time she got laid, the busty blonde clams up and gets embarrassed. Ol' boy Xander sets the mood by locking the door and reaching down her blouse ' then to her warm, moist pussy. Study hard!


Eva has been having some real problems at home, her husband has been a real asshole. Most likely, there is divorce in the near future. Eva was just caught sleeping on the job again. Her boss likes her, but he is in a bad spot. There's only one way for Eva to keep her job. If she can fuck her boss, then maybe he can forget what a bad worker she is!

Professor Darla Crane had trusted her student Jordan Ash when he said he was a mechanic and might be able to fix her car, but when she finds out he was just trying to get her to go to his house, she's flattered. It gets her motor going, and she's ready to drive stick. Out bounce Professor Crane's big tits and she sits on Jordan's big dick and rides it all the way into high gear!!!

Seth is trying to finish up his fantasy football draft before his study session with Prof Jones. She puts a stop to that and ruins his draft! It seems she only cares about the subject matter and not football. But if he wants a fantasy, Jezebel has one for him....fucking her right there in her classroom.

Eva Angelina arrives at John's house to interview for the housekeeper position, but he tells her that his wife takes care of all of that. He asks Eva to come back in a few hours after his other half returns from shopping, but Eva says she communicates better with the man of the house. John decides to give the busty brunette a pre-interview, and she passes with flying colors and a pink pussy.

Danny's dad stops by his dorm with --surprise! -- Emma Starr, whom he's going to marry! Danny's a bit surprised since: 1) His dad has only known Emma for 6 months; 2)She's his secretary; 3) She screwed up his books; and 4) she's touching Danny's cock the entire time she's there with him, when his dad isn't looking. Big ol' pops can't handle the Mexican food in his stomach, so he's gotta run to the can. While Dad's on the throne, Danny throws Emma a bone!

Brandy Talore is leaving her company and moving on to greener pastures, so her co-worker Alec pulls her out of her going-away party to give her a parting gift. She loves the blouse from him, but feels bad that she doesn't have anything to give him in return. So ' she closes his office door, sits on his desk in front of him, and gives him the best gift of all -- PUSSY!!!


Danny notices that his teacher, Professor Nikki Sexx, has had low energy the entire week, so he confronts her about it. Embarrassed, she eventually tells him it's a personal problem ' that she's going through a bad break-up with her boyfriend. Danny takes advantage of the situation and massages his favorite teacher's shoulders and decides to tweak her tits while he's at it. She backs off for a moment, but any teacher who's name is "Professor Sexx" will back on, which is exactly what Nikki did ' right onto Danny's hard cock!

Tim's taking guitar lessons from Karen, and based on her reaction, he has improved quite a bit. According to Karen, Tim is her favorite student, and Karen dutifully illustrates this by asking him to pluck not the G string, but her G-string -- the one she's wearing. Tim gets the picture once she starts playing his flute ' so much that he ends up blasting his notes all over her tits. Ahh, the women are horny with the sound of music..

Chris is applying to rent a small bungalow behind Mandy's house. She has looked through his application, but she calls him in for another meeting to discuss them. He explains that he is new to town, but Mandy's questions are getting stranger and stranger. When she finally asks him if he likes older women, who knew when he said yes that Mandy would be all over him? I guess this means his application is approved!

Professor West is trying to grade some papers when a neighboring Professor wanders into her class to warn her about inappropriate student-professor relationships. It is hard for her to concentrate on what he is saying, but the reason isn't clear until he leaves. Rocco is under her desk giving her a good orgasm in order to pass the class!

Prof. Morgan comes into her room to find her new TA Dane on the phone with one of his buddies making fun of her. She is amazed at his careless attitude, sloppy appearance, and disrespect toward her. She quickly disabuses him of any notion that his life as her TA will be an easy one, and when he starts to complain, she decides to up the ante a notch. The first thing she wants him to do for her as a TA is lick her pussy good.

Professor Fisher is leaving her post as the Cultural Anthropology professor and wants to have a little fun with her favorite student Danny before she leaves. As Danny finishes moving her boxes, Professor Fisher moves in for a one-on-one Cultural Anthropology class. Danny is unexpectedly surprised, but can't resist Prof. Fisher's big ass tits and huge ass a gives her a final going away class present!

Professor Anita Blue spends time with Johnny, tutoring him after class so he can do well on his business test. After he takes the exam, he stops by her classroom to tell her the news - that he passed with flying colors. The blonde and buxom teacher is so happy for him that she gives him a hug ' and then some. On the desk, against the chalkboard, you name it, Johnny screws Professor Blue until she's purple in the face.

Big executive Diana Prince is pissed! She's got it all, and her jobless loser of a boyfriend breaks up with her for some blonde bimbo?! She can't believe it! And she takes it out on the janitor temp when he walks in mop-mop-mopping her floor until she slips and takes a nasty spill. Ye ol' custodian gets down on bended knee to aid the damsel in distress, and when he does, the chivalry burns a fire inside of Diana, juicing at her pussy as it desires his spear. The lowly commoner pleasures the high-and-mighty brunette, dousing her with the load of love she needs so.
