The video features a mature woman who is wearing glasses while breast feeding her slim neighbor. The camera zooms in on the two women, each one with a curvy figure and a pair of large glasses that cover their faces. The woman starts by giving her neighbor a blowjob, using her mouth to bring him to orgasm. She then moves on to some breast sucking, using her tongue to pleasure his sensitive clit. The man moans in pleasure as she continues to lick and suck on his cock, making it harder and harder for her to take. The woman then proceeds to breast-suck his partner's cock, taking every inch deep inside her. The woman then switches to adult breast-sucking, using her tongue to pleasure both men until they reach an intense orgasm. This video also includes some close-up shots of the woman's breasts as she rides her partner's shaft.