Phoenix Marie, the sensuous step-mom, seduces Dr. Otto Bauer in her skimpy, lacy lingerie. She begins with a handjob and passionate cunnilingus, her shaved pussy glistening. Otto's big cock gets a deep-throat and anal fingering before she mounts him in cowgirl and reverse cowgirl. The action moves to the bed, with Otto fucking her hard in missionary and doggystyle, causing her makeup to run and her fishnet stockings to slip. The scene ends with Otto's cumshot on her gaping asshole and tits.