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Part 1 of MILF 511. Rachel’s son has a new girlfriend. She is very manipulative and kinky. He brings her to meet his mom on her remote farm. The two women hit it off immediately. Penny is impressed by Rachel and thinks she’s a MILF. When she sees the strong affection between Rachel and her son, she starts forming a kinky plan involving the pair. Come that evening, the three of them are XXXX wine and having a merry time in the living room. Both Penny and Rachel wear sexy nighties. Rachel seems unconcerned that a lot her body is on display for her son to see. By midnight she is very tipsy and needs to be helped to bed. Afterwards, the son and girlfriend go to their room and start making out. Penny is greatly turned on from being around Rachel all evening. Before long she is hungrily sucking her boyfriend’s cock. The young man can only close his eyes and groan. Sensing the time is right, Penny begins her plan of manipulation. She starts by mentioning to her boyfriend about how hot his mother is. Half-heartedly, he tells her to be quiet. Penny does not heed him. After driving him nuts with more of her tender cock-sucking, she tells him that she would really like to see him fuck his hot mom. The young man tells her to stop saying such things, but his girlfriend knows he is getting turned on by the idea. Leaning back on the bed and spreading her legs, she invites him to lick her pussy. Penny smiles as he gets to work. With a little more manipulation, she will have him desperate to fuck his mother.