39 year old Tara has a crush on her younger brother's best friend Carl. She's seen him looking, but he hasn't made a move. So Tara makes her move instead. She teases him until he can't help himself - soon he's licking her nipples and squeezing her big tits. Once she is really horny he eats her pussy, tasting her sweet juices on his tongue.

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She writhes as he licks her, then turns the tables but giving him a blowjob that proves older women really know how to suck a cock. Tara is impressed with the size of Carl's dick. She can't wait to feel it stretching her hole and soon he's fucking her, filling her pussy till she's going crazy. He takes her doggy-style, his rigid rod pounding her deep. She fingers her clit while he slams her again and again, then he lets her stroke him till she drinks his hot stream of jizz.