Tony has gone to his girlfriend's house to work on an assignment, but Kelly's not there. Tony starts grilling Lilly Hall, Kelly's stepmom, about Kelly's whereabouts. Tony gets Lilly to call Kelly, which is when they both learn that she's out with her ex. After comforting Tony a bit, Lilly takes this opportunity to come on super strong to Tony, who she's been crushing on since her stepdaughter brought him home. She makes a compelling case, lifting her miniskirt to flash her thong and then popping her titties out of her shirt so she can jiggle those big jugs. Tony knows he'd be a fool not to agree, so he lets Lilly take his hand and lead him to the bedroom.

It's not long before Lilly is naked on the bed and moaning loud as Tony palms those spectacular breasts. This horny mama can barely wait to get her hands and mouth on the goods as Tony undresses. She's quick to grab the D, deep throating Tony's fuck stick in her enthusiasm. Rearing back, Lilly pushes her boobs together for a titty fuck with plenty of spit to lube the way. Then she falls backwards so that Tony can enter balls deep into her cock hungry bare snatch.

It's been so long since this MILF has enjoyed herself in the bedroom that she isn't about to stop at just one orgasm. She gets on her hands and knees so Tony can grab onto that big ass and deliver one hell of a pussy pounding complete with plenty of spankings. Tony keeps up on the theme of admiring that booty as he lies down and lets his big bottom milf ride his dick in reverse cowgirl. Now that Lilly has had the chance to unleash her wild side, she climbs off Tony's fuck stick and sucks him down until he explodes into her mouth. Lilly releases Tony's cum shot all over his shaft, then laps it back up to make sure his dick is nice and clean before her stepdaughter gets home.