Billy is in the living room whacking off to a porno he bought. What he does not know is that his stepmother is coming home early and Billy didn't hear her come into the house. Kathy see's the porno up on the TV and peeks around the corner. She's watching her stepson jack himself off and starts to get a feeling between her legs. Kathy decides to give him some visual stimulation. She goes over to where she has her cigarettes. She lights up a cigarette and then gets completely nude in front of him. She goes over to a chair, spreads her legs and begins to smoke and masturbate for her stepson. Billy is hard as a rock and they both masturbate together. Kathy gives him plenty of visual stimulation but then decides she wants to suck his cock. Kathy stands him up and drops to her knees. she sucks Billy until she drains his young cock into her mouth.