Professor Charlie Rae is beside herself with an underperforming and failing student, pulling him into her office to discuss his grades, attendance, and seeming lack of motivation for actually completing his course. She's about ready to fail him and have him removed from school, but he begs and pleads and she realizes she may have a use for him after all. Making her intentions clear, she unzips her little black dress to expose her floral bra and massive cleavage, encouraging him to have a feel while she caresses his crotch and gets him out of his shirt and pants. With her bra pulled off and her big MILF tits out, she pulls his boxers down to stroke and tit-fuck his cock for a bit, then slips off her panties for him to finger fuck and lick her shaved MILF pussy. She returns the favor by sucking his cock, then puts him in her chair to ride his cock cowgirl and reverse cowgirl style, then gets bent over and fucked from behind until he pulls out and turns her around, shooting his load all over her juicy MILF tits
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