Professor Linda has invited one of her students into her office to discuss his failing grades and poor performance in his work. He hems and haws and makes excuses, but nothing's getting past Linda here. Eventually, he confesses that his distractions in class are actually... Linda herself! Taken aback at first, she can't help but feeling flattered especially as he reaches his hand into his pants to rub himself while staring at her. She decides to strike a deal to help him improve his grades if he'll help her by giving her some of that young cock. He agrees and they waste no time - kissing, undressing, and she takes his cock into her hands then mouth and sucks him good and hard. After some more heavy making out, he sucks on her big GILF tits while finger fucking her shaved pussy, then starts fucking her missionary style. They move on to doggystyle, some more cocksucking, Linda getting fucked from behind while lying down, then back to missionary where he shoots a big load and gives her a creampie!