Karol Lilien sets the scene for a seductive time by lighting candles as she waits for Larry Steel to join her. When he enters Karol's room, he finds her trying to jump up and put some fabric over the lights. He helps her out by lifting her up so she can reach, then takes his thanks by groping Karol's firm breasts and thumbing and licking her hard nipples.

Dropping to his knees, Larry runs his hands down Karol's body until he reaches her firm ass. Spreading her tanned cheeks, he leans forward to press a kiss to each one. Then he focuses his attention on her anus, licking with a stiff tongue that leaves Karol squirming and moaning at the firm pressure to one of her most sensitive spots.

Laying down on the bed, Karol spreads her thighs so Larry can continue his oral ministrations. This time he is completely about her twat, which is already dripping wet form their anal play. When Larry finds Karol nice and creamy, he slips a finger deep into her snatch to rub her g-spot. Once Karol has recovered from the sheer pleasure, she switches her position until she's on her knees with one hand wrapped around Larry's shaft. She strokes his cock as she leans forward to lick and suck as she delivers a lusty blowjob.

Scooting up, Karol takes advantage of Larry's prone position and straddles his hardon. She slides down slowly until she's fully impaled by his hard dick. Then she starts pumping her hips to ride him nice and slow. When Larry brings one arm up to rub his thumb over Karol's clit, her movements become more urgent until she explodes with delight.

On her hands and knees once again, this time with Larry behind her, Karol moans in ecstasy as he slides right in. His strokes as he fucks her from behind hit all the right buttons to bring Karol right back to the passionate edge. When Larry pulls Karol back so that her back is to his chest, he strokes and caresses her tits while she enjoys the new angle of penetration.

Flipping onto her back with Larry supporting one of her legs so that her heel rests on his shoulder, Karol watches as her lover continues to work for her pleasure. Her winds up spooning behind her before leaving her with one last big O. When Karol cums this final time, Larry doesn't even try to hold back another moment. Instead he sinks all the way into her heat and lets loose with a creampie of hot jizz that trickles down Karol's thighs.