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Tyler's in his bedroom whacking off to a photo he found of his stepmother. Suddenly she bursts into his room smoking a cigarette and sees him in bed all covered up. When she lifts the blanket, she finds him naked with the picture of him next to her. Now she's really mad and she starts to lay into him. The funny thing is she can't seem to take her eyes off of his cock. While she's still bitching at him, her hand reaches down and starts to stroke his cock. When Tyler asks her what she's doing her mouth goes down to his cock and she starts to stroke and suck him. Soon she hikes up her dress and straddles his face. When his cock is hard, she mounts him and starts to fuck him. She loves his big young cock in her and soon has her first orgasm. Tyler fucks her in several positions while she smokes. He finally gets her on her knees and has her suck his cock until he cums in her hot smoky mouth.