Professor Francesca Le is surprised to see Seth entering the classroom, despite his poor results. She suggests studying for an upcoming exam, but Seth assures her he will get an A easily. Professor Le keeps her quiet by cramming her mouth.
Tyler learns that Raylene, the mother of one of his friends, may be able to help him with his quest for extra money so he may buy his own apartment. She believes he would be an excellent male model for her picture shoots as she is a photographer. When she asks him to pose in his panties, he becomes a little uneasy. Her asking him to pose while wearing her bra and thong makes him much more uneasy. He's all for it, though, as she starts making out with him and lets her large, natural tits fall out of her bra! She's sucking the dick of his friend while her son is out! The curvaceous MILF photographer is prepared for her subject to take a picture of her—with his enormous load!