Tony Rubino comes home looking for his mom, but finds her hot friend Melissa Lynn sunbathing by the pool instead. Melissa asks Tony to help her rub tanning oil on her back and butt, and though he is a little uneasy, Tony complies. Rubbing the MILF's smooth skin makes Tony really horny! Accidentally touching her vagina, Tony quickly excuses himself to 'study,' but in reality, he goes to fantasize about sucking Melissa's big tits and watching her big booty bounce on his cock! Tony starts to jack himself off, but in the throes of passion, doesn't notice the door open...