Seth is sleeping at his friend’s house when he has a dream about having sex with his mother Holly. After she does some sexy posing in lingerie, the action begin in the hallway with some kissing, then she drops down and gives him a blowjob that includes deepthroating, then the two go to the bedroom where she masturbates briefly as he walks toward the bed. The blowjob resumes until she mounts him to begin intercourse where they go through different positions with some blowjob action in between positions, including cowgirl, side, doggy, reverse cowgirl, and missionary which leads to an open mouth facial.

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