Karol Lilien and her boyfriend Matt are in the midst of a hot and heavy makeout session that is just getting good. Karol gets down on her knees to wrap her warm lips around Matt's erection before she ever gets his jeans off, loving his cock with her lush mouth while Matt sneaks a hand out to play with Karol's heavy tits.

Karol's eager cock sucking continues while Matt's hands roam her perfect body. By the time Matt works his way back to slide his fingers up and down Karol's juicy slit, his cock is standing at rigid attention and ready for something more.

First, though, he wants to make sure that Karol is all warmed up. He lays her out on the bed and then settles between her slender thighs so that he can use the tip of his tongue to drive her needy clitoris crazy and then push two fingers deep into her hot little fuck hole.

Finally after all that foreplay, Karol is able to climb atop Matt's waiting cock and slide down to commence a tit-bouncing fuck fest. Her wild ride goes on forever while Matt groans his approval of her lusty pace and simultaneously gropes her jiggling boobs.

Needing to calm things down a bit, the lovers roll so that they are spooning with Matt continuing to deliver a deep and steady pussy pounding. Karol can't contain her moans of ecstasy as Matt picks up the pace, gradually turning her onto her belly and bringing her up on her hands and knees so that he can go at her doggy style in a harder hotter coupling.

When Karol finally comes flying apart beneath Matt's knowing touches, she collapses on the bed. Seconds later, Matt reaches the end of his endurance and pulls out at the very last second so that he can release his manly load all over Karol's soft tanned back and rump.