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Brenda James, a 38-year-old real-life mom with a smokin' hot bod, is in the bathtub, rubbing herself to orgasm. She cums, cums again, then catches her guy watching her and fucks him. That's one of the advantages of being a woman. Guys? We cum, then go to sleep. Women? They can masturbate, cum, then fuck. We can't do that, usually. Anyway, Brenda fucks well. "The first time I had sex was in high school,??? she said. "I had to have sex to satisfy my curiosity more than a sexual desire. It was very quick! I wasn't sure what happened. Thank goodness I tried again!??? And again. And again. Before long, Brenda was getting fucked in the ass, as she is here. You've come a long way, baby!

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As hard-bodied MILFs go, they don't come any hotter than Jerrika Michaels. "I???love having bit tits and the kind of body men desire. I don't mind being looked at as a sex object. That's just the way I???want it!??? This probably isn't the first time you've seen Jerrika. Although this is her 40Something debut, she fucked and sucked in the hardcore DVD???Cum Sucking MILFs, which she calls, "the most daring thing I've ever done. I got very horny after I turned 40, and I've gotten really good at having sex whenever, wherever. I even carry a small vibrator around in my purse, just in case I need some relief. Other than this, the kinkiest thing I've ever done was have sex in a park behind some trees with a few people watching,??? Jerrika said. "I knew that being watched that time turned me on, so I knew it would turn me on again to get naked in front of the camera. And I was right!???

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Joan is still hot. She can get any cock she wants any time and anywhere. The only problem is that the lucky stud will have to lay her quickly. That's all she's available for right now, having a cute child waiting for her at home. The stud has no choice either fuck her the way she wants it and regret not doing more or let her slip totally without getting her pussy filled up.

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Her name is Dee Dee Derian, and although this is the sexiest thing she's done for public viewing, it's not the most famous. Back in 2001, when Dee Dee was living in West Point, Utah, she received national attention when her stuffy neighbors complained about her doing yard work in a skimpy, animal-print bikini. The charges were eventually dropped, and Dee Dee went on living her sexy life, first as the owner of a topless maid service and now as the owner of one of the biggest sex clubs in Arizona. Yes, this lady loves to fuck! Don't you love that Dee Dee wore a skimpy, animal-print swimsuit for her first hardcore fuck-and-suck in 40Something? "I couldn't resist,??? she said. "I'm sure some of my hypocritical neighbors will recognize my swimsuit because a lot of them were ogling me in it, and I'm sure a lot of them were jacking off to me behind closed doors. Now they can see me doing what they probably always wished I would do to them. Actually, I would have. All they had to do was ask. I enjoy giving pleasure.??? In the DVD MILFs on the Prowl, Dee Dee has her eyes on the pool boy. Her old pool boy used to fuck her, so why shouldn't this one, too? Dee Dee calls him in and proceeds to suck his cock, then wrap her tight, shaved cunt around his giant rod. "It's not too unlike some of the things I've done,??? Dee Dee said, smiling. "I'm never one to waste a good cock.???

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Brianna is late. She's headed for a band convention in Miami Beach, Florida, but she can't find her way. Well, turns out that she's late. It's over. How does she find out? From some due on the street who obviously has his eyes on her tits. Well, Brianna falls for the oldest line in the industry and ends up sucking and fucking her way to stardom. By the way, in this video, we get to hear Brianna (who's a real-life singer) sing. She has a very nice voice. But we'd rather watch her suck cock.

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She made a big splash when she debuted in the January '08 issue and shoved a big dildo up her bald pussy. And now, by popular demand, here's Valerie again, this time looking super kinky and sexy! "I bought this outfit for myself for my 68th birthday,??? Valerie said. "I love that I can go into the fetish stores and still buy stuff like this. Most of the gals shopping in the store are half my age, and when they see me, they just stare or give me the thumbs up, like ???You go, girl!' If only they knew how many men I'm taking away from them!??? After Valerie showed her stuff in the January '08 issue, she finished second to Georgette in the "60something Hot Bod Contest.??? "Finishing second was flattering,??? Valerie said. "Georgette is very sexy. I'd love to do a threesome with her!???

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Brianna is a 40-year-old MILF from Las Vegas, Nevada. She's 5'2???, 106 pounds, and she dresses like this all the time. Why? "Because I like to attract attention,??? she said. "Because I like to get laid.??? In these photos, Brianna is standing on a street corner in Miami, Florida, dressed like a hooker. But the truth is, women in South Florida dress like this all the time. If this was New York City or Philadelphia, Chicago, even, you'd know for sure that Brianna was a hooker. But in South Florida, and even in Vegas, it can get confusing. Anyway, whether Brianna is a hooker or just trying to get picked up, the result is the same: She gets fucked. Hard and deep. Check out the gyno photos in this pictorial in which you can see the cock spreading her tight pussy. "I felt like my pussy couldn't stretch anymore,??? she said. "God, that cock was so good!??? Glad you enjoyed it, Brianna.

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This video opens with some dude sitting in Joclyn Stone's kitchen, getting served breakfast (or something). The guy eats like a slob, he drops crumbs all over the place, but somehow, that turns Joclyn on. Hey, what can we say? EVERYTHING turns Joclyn on. Of course, the big question is, "What's this guy doing here in the first place???? Apparently, he's a friend of Joclyn's son, which reminds us of one of our cardinal rules: NEVER LEAVE YOUR FRIENDS ALONE WITH YOUR HOT MOM! Hear that, guys? If you do, before you know it, he'll be slapping his big wiener against her big, fat tucchus, and then all hell is gonna break loose. Okay. Forget about your mother for a second. Forget about your friends. Just watch Joclyn and jack it. Her orders, not ours.

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Actress. Model. Stripper. Gigi has led an eventful life, most of it in front of the camera or performing for horny men, and now it's time for her biggest role: centerfold in 40Something. "I'm ready for my closeup,??? she said, laughing. Gigi spent most of her life living in Honolulu, Hawaii, but recently moved to South Florida. "The whole time I was in Honolulu was adventurous because of the vacation type of energy that makes everyone horny,??? Gigi said. "But I decided I wanted a relationship, and that's why I moved to South Florida. I'm ready to explore my opportunities and take advantage of them. That's what being in 40Something is all about. I'm ready for something different.???

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"I've never met a man who can resist my ass,??? said Joclyn Stone, who's back to fuck for the 40SomethingMag.com cameras for the first time. "You wouldn't believe how many times I've heard guys say to me, ???Oh, her ass is too big,' but when I offer it up to them, they're always takers.??? Joclyn has gotten the same reaction to her hairy pussy. "Guys say they're into shaved these days, but don't believe it. Guys are into pussy, and I've never had a guy say to me, ???Oh, Joclyn, I'd fuck you if only you'd shave your pussy.' No way. Shaved or unshaved, they want it.??? Thanks for clearing that up, Joclyn.

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Here, Rose Marie, a 58-year-old divorcee from Phoenix, Arizona, is a masseuse. Say what? Dressed like that, in skimpy lingerie with her big hooters hanging out? Hey, we didn't say she was a licensed masseuse, did we? The idea here is that the guy needs a shoulder massage. The problem is that as a masseuse, Rose Marie sucks. Sucks cock, that is. And fucks it, too. Women like Rose Marie are giving masseuses a bad name. Or a good name. It just depends on whether you care more about your shoulders or your cock.

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Here at 40Something, we love the woman-next-door. You know what we're talking about. The hot 40something in line in front of you at the supermarket. The 50something you saw jogging in the park with her husband. The real-estate agent who just helped you find a new apartment. Hot. Sexy. But not a porn star. Just an everyday woman. That's Jamy Nova, a super-sexy 45-year-old real-estate agent who decided to get naked for 40Something because...well, because, in all honesty, the real-estate market in the United States has been experiencing a bit of a downturn. And because she's a kinky lady, and this is something she's fantasized about. And we love making fantasies come true.

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"I've always had big tits and I've always known what to do with them,??? says Arizona divorcee Rose Marie. "If a guy's not touching them while we're fucking or having foreplay, I'll direct his hands to them, and if we're fucking and he's not playing with my tits, I'll play with them myself. The day I discovered that I can suck on my own tits was one of the best days of my life. It was like having a new toy!??? Notice how Rose Marie tweaks her own nipples while giving a blow job. "I kinda wanted him to play with them, but he was too focused on the blow job,??? she said. "I can't blame him, but that doesn't mean I shouldn't be able to get off while sucking cock. And if I'm excited, I'm gonna suck deeper, so it's better for him.??? Today's lesson: play with your MILF's tits while you're fucking her.

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