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Part two of two of MILF 479. Anthony manages to talk his stepsister into bed and fucks her hard giving her a messy cream pie. Although it is a great fuck for both of them, Kelsie soon regrets it. She dresses and goes to find her mother. The two of them are close and can talk about anything. Rachel is in the kitchen washing dishes when her daughter walks in. Kelsie immediately tells her how Anthony pestered her into having sex. Rachel listens in disbelief. Kelsie says she does not know what to do. She cannot think straight. Her boyfriend is picking her up soon and she thinks Anthony might try to have sex with her again some time. Rachel assures her daughter she would not let that happen. After telling Kelsie to forget everything and enjoy her date, Rachel heads to Anthony's room to talk with him. She finds her stepson on his bed in his boxers. She asks him flat-out if he had sex with Kelsie. Anthony's guilty reaction says it all. Rachel is displeased, but she is not mad. She tells him that Kelsie is young and vulnerable and that he must not have sex with her again. Anthony says he cannot make any promises. Absently, he starts rubbing his cock through his boxers. Rachel notices and loses some of her assurance. Anthony asks her who he is supposed to have sex with if not Kelsie. Rachel offers various suggestions and Anthony shoots them all down. He pulls his cock out his boxers and starts stroking it. He looks at Rachel and grins. His stepmom looks great in her short denim skirt and low cut vest. Now, you want to suck my cock? It's bigger than dad's, he says. Rachel gawks at her stepson. Suddenly she gets the picture; if she wants Anthony to lay off Kelsie, she will have to take her place in the sex department. Rachel can hardly believe herself when she accepts the conditions. Anthony is all smiles as she kneels at his side and starts giving him a blowjob. As she sucks up and down his cock, Rachel grows a little more eager each time. Anthony pulls down her vest, baring her big breasts. He sucks on her nipples and makes her groan. Rachel lies down on the bed and Anthony straddles her chest, fucking his cock between her breasts and into her mouth. Oh, yes, Rachel groans. Your father does not do this for me. Soon she is gladly sucking him down to the root. When Anthony wants to fuck her pussy, Rachel grants him it provided he promises to keep his word that he will leave Kelsie alone. Anthony agrees and promptly thrusts into her. He goes deep, pushing Rachel's thighs far back. You are definitely bigger than your dad, she chants through her moans. Anthony smiles: he has upped his dad too! He pumps Rachel expertly, slamming her hard against the mattress so that her breasts bounce and shake. Rachel loses herself in her pleasure. She begs Anthony to come inside mommie. He duly obliges, growling as he fills his stepmom with everything he has got. When Anthony's done, Rachel sits up, breathless. Together they watch his cum seep out of her pussy. Rachel dresses and reminds Anthony that he cannot have Kelsie anymore. Anthony grins and shakes his head. Now that I have had you both, I can fuck either of you whenever I want, he says. Cocky bastard!