Bigtit teacher Alison Avery invites her student Tony over for an after school study session. They get started, but Tony is distracted by his teacher's low neckline that reveals her tattoo. She offers to let Tony see it and unbuttons her shirt further, revealing some ripe titties. Tony can't help but pop a boner, which embarrasses him enough that he runs off to the bathroom. He tries to talk himself out of having a hardon, but Alison eventually gets impatient and comes to the door. She says that it's her fault and since she started it, she should finish it.

Tony is feeling a little bit nervous, but Alison won't take no for an answer. She reaches out to caress Tony's dick through his shorts, then entices him further with a full frontal view of those breasts. Turning around, she flips up her short skirt so Tony can admire her big ass that's being hugged by her thong. Then she finally gets on her knees to start sucking him off. When that's not enough to help Tony with his problem, Alison takes him to the bedroom so she can try more drastic measures.

Peeling off her clothes, Alison climbs into bed on her hands and knees so her student can pound her from behind. Rolling onto her back, Alison lets Tony enjoy the way her boobies bounce as he fucks her. Then she really shows him what a mature woman can do as she climbs onto his fuck stick and starts riding him as she rubs her own clit. When Alison is finally satisfied upon the completion of her reverse cowgirl ride, she strokes Tony off until he finally nuts into her mouth. Alison swallows most of his load before suggesting that Tony should come back for more private lessons.