Nathan Bronson is supposed to tutor his friend Alex More, but he is just so awkward that his stepmom, Alana Cruise, can't stand it. She decides to give him a quick makeover by urging him to take off the glasses and change his clothes. While Nathan is changing, Alana notices that he's definitely a shower and should be very proud of what he's showing. She supervises the study session once Alex arrives and sees Nathan hitting on his friend, but she can't get Nathan's big dick out of her head! She realizes she can kill two birds with one stone: Enjoy Nathan's hardon while loosening him up for Alex.

As soon as she has the opportunity, she sneaks underneath the kitchen table and tugs his dick out of his pants. She starts sucking, trying to be as discrete as possible, but unfortunately Alex eventually looks over. Alana ducks out of sight before Alex notices her, but Alex thinks Nathan has been masturbating under the table the whole time. She freaks out, calling Nathan a creep and storming out of the house. Alana senses her opportunity to pounce, so she tells Nathan that it's time he figured out how to be good with girls so he could get plenty of pussy.

When Nathan agrees, Alana peels off just enough of her clothes so her tits can bounce free and her pussy can slide down onto her stepson's fuck stick. She rides him for a bit, then sucks him off before turning around and continuing to impale herself on Nathan's dick. Then she leans forward so he can practice banging her doggy style. When Alana hops onto the table, she instructs Nathan in thrusting in and out of her hairy pussy until he pulls out just in time to cum all over her twat. Smiling and pleased, Alana lets Nathan know that she thinks he learned something today.