For her 40SomethingMag.com debut, 43-year-old Heather Barron has a threesome. Yep, most women just do the straight ol' in-and-out with one guy when they fuck on-camera for the first time, but not Heather. She's sucking and fucking two young studs and taking their loads all over her pretty face. Why? "Because I'm divorced and horny," Heather told us. "And because I love to fuck." Born in New Jersey, now living in Las Vegas, red-haired Heather is a big-titted realtor who says she enjoys "exotic dancing, shopping, pedicures, walking my doggies, reading books on finance and investment and the feel of a man's warm cum running down my leg." She doesn't wear panties because "I like how my bare pussy feels on jeans and clothes. I wear panties only when I wear sexy lingerie. I was a virgin before I got married, and then at age 29 when I got a divorce, I went wild," Heather said. "I knew nothing at that point and had never had a guy go down on me until I was 29. Then, in the year or two after my divorce, I was with a lot of men and learned a lot about sex and what I like." Heather likes cock. Loves cock. These photos prove that.

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So Alex invites his friends Lucas and JMac, over to his house to watch the game, and Stacie, being a good step-mom, has prepared the boys some snacks. Chips. Burgers. Drinks. Wings. But, suddenly, Lucas and JMac aren't watching the game, and although they're hungry, their hunger can't be satisfied by food. "Dude, your mom is hot," one of them says. "She's my step-mom, actually, so I'll let you say that shit this time," Alex responds, a bit taken aback. Well, a few minutes later, wouldn't you know it, Alex gets a call from his father. Dad's car has broken down, and now Alex has to go pick him up...and leave Lucas and JMac alone with his step-mom. So Alex leaves, and Stacie is sitting at a table near where the boys are sitting, cutting coupons, looking over her shoulder at the boys, who are starting to get the message and sending a few of their own. "Dude, are you thinking what I'm thinking?" "Yeah, but you think she'll go for it? I mean, it's his step-mom." You can probably guess most of what happens next. What you probably won't guess is that 43-year-old Stacie gets fucked in the ass by both of her step-son's friends. Hey, it's not her fault the damn car broke down!

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"All the utilities are included, the rent is 500 a month, and there's a little private entrance around the side in case you want to bring the ladies over," Jenny's husband, Sergio, explains to the perspective tenant. But he seems more interested in 43-year-old Jenny than he does in the rental terms. She's dressed in a sexy, low-cut top and a skirt so short, the new guy can see her panties when hubby goes off to take a phone call. When hubby returns, he says to the guy, "I was on the phone, and you were checking out my beautiful wife here. Look, we'll rent you the room, but it's not just the utilities that are included, if you know what I mean."

So, how does this go? Jenny knows the drill. She sucks her hubby, then the new tenant, then her hubby, then the new tenant again, going back and forth sloppily, making those hard puckering noises a woman makes when she's sucking really hard. Before long, the new guy is fucking her from behind and her pretty face is ramming into her hubby's cock, then they switch places, and they're fucking her upside-down and every which way before both of them shoot their loads on her face.

"I want your cum, baby," she begs the new tenant. "I want your cum on my face."

This all ends with Jenny's face absolutely glazed with cum. She's a fuckin' mess!

And, of course, the apartment gets rented. See how easy that is?

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In her return to 40SomethingMag.com, 43-year-old Jenny Mason, a wife and very horny woman from Indiana, plays out one of the most-popular fantasies: MILF gets fucked by her hubby and another guy. In this scenario, Jenny and Sergio are trying to rent an apartment to Mirko. Turns out they're having a move-in special this month. "We'll rent the room to you," Sergio says, "but it's not just utilities that are included. My wife here...she likes variety. and she's a minx. We have an open relation ship. So why don't you two get better acquainted?" And away they go! Does the guy take the apartment. What do you think? Wouldn't you?

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Audrey, an exotic 40something with a husband and son at home, is out for a night on the town, showing off her sexy side. Audrey's playing pool with a couple of young guys, and they think they can hustle her. "If we beat you, you buy us drinks for the rest of the night," one of them says. "And if you win, we'll buy you a bottle." "If I win, how about when I win...I'll tell you what I want," Audrey says. Well, two against one seems unfair, but much to the guys' surprise, Audrey clears the table. "So, I get to tell you what I want now," she says. "You're two cute boys. I think I'd like to have you both at the same time." They fill her mouth, they fill her pussy, doing much better with her fuck holes than they did with the holes on the pool table. She jacks both of them onto her face. Two against one? Unfair. Two on one? In Audrey's world, definitely fair.

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Man, are these two guys in trouble. They both dated Jillian's daughter, and now they're going to have to answer to her mother. Is she going to call them on the carpet? Well, actually, Jillian doesn't have a carpet. Her pussy is cleanly shaved. As for giving them a piece of her mind...well, actually, Jillian's going to give them a piece of ass. Her ass.



So, what happens next? Jillian sucks their cocks. One guy fucks Jillian's mouth while the other fucks her pussy. Then one slips his cock inside her asshole. Then one's in her ass and one's in her pussy at the same time, and you best believe that Jillian's daughter never gave the boys this kind of treatment.



Of course, there's hope for Jillian's daughter yet. Being a slut is in the genes. Besides, if she isn't careful, she's going to lose all of her boyfriends to Mom.

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It's "Bring Your Employee Home For Dinner Night" at the West household, but Jodi West hasn't prepared anything for dinner. What she has done, however, is dress up her tight, sexy 46-year-old body in a short, revealing red dress (paired with matching fuck-me pumps).



"Hi, honey, we're home," Mr. West, Jodi's real-life husband, says. "I brought our newest sales associate Juan with me. Juan has been tearing everything up at work."



Juan is about to tear everything up at the West household, too, because when Mr. West decides they oughta eat in tonight, Juan knows exactly what he wants to eat. He can't believe his good fortune. He can't believe he has such a great boss who offers his wife's mouth and pussy as part of the bonus plan.



Of course, like most bosses, Mr. West doesn't give without making sure he's getting something in return, so before long, Mr. West is eating his wife's pussy while she sucks Juan's cock. And then they're taking turns filling Jodi's MILF mouth and hot pussy.



In the end, Juan cums on her face, Mr. West cums in his wife's pussy and we get her play with the spunk that's dripping out of her cunt. That's our bonus.

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Who's the guy sitting in the chair? The one with the blue shirt? Well, that's Jay West, Jodi West's real-life husband. And who's the guy whose cock she's groping? Well, that's Juan Largo, one of our studs. And what's going on here? Well, Jodi has a new cock toy, but since she can be a little greedy when it comes to sex, she wants her hubby to join in, too. So, while her husband is eating her pussy, Jodi is sucking the cock of a guy she just met, say, five minutes earlier.

Yeah, it's not easy being the husband of a porn star, especially a porn star who loves big, young, hard meat. And she gets it while easily deep-throating her hubby's cock. Juan and Jay both take turns on her pussy, but, as usual, it's the hubby who gets to cum inside. Hey, Juan, you're lucky you even got any of that sweet MILF pussy!

Jodi is 46 and from Las Vegas, Nevada. She was born in Scottsdale, Arizona. She's happily married, and now you can see why. Her husband lets her do whatever she wants. She never had sex until prom night of her senior year in high school, and since then, she hasn't stopped.

So here's Jodi. And here's her husband. And here's Juan. Proving that three definitely isn't a crowd.

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Kelly Leigh is a no-nonsense woman, so when she drops the drinks she brought out for her lawn boys, she makes up for it by dropping to her knees and sucking their cocks. Would most women do this? No. But most women are not Kelly Leigh, who sucks dick like she's making love to it, enjoys being called "a fucking dirty whore" and takes cocks in her ass as casually as most women take it in their pussies.


"I want your fucking cock in my ass!" she screams.


There's DP action here, too. Because Kelly is that kind of woman. A porn star, of course, but one who doesn't do it for the money. She does it for the sex. And if you need proof of that, just watch this video.


"Yes, I'm a dirty slut," Kelly said. "And I'm proud of it!"

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There has been a lot of anal sex in this issue of 40Something. Katia took it up the ass. Rose Marie took it up the ass. The preview of the new DVD Fuck My Old Ass #3 featured six butt-fucked milfs. So it's appropriate that we're finishing this issue with two more anal MILFs: Liz and Chennin.



In the DVD Cougar Trap, Liz and Chennin are lonely housewives who dress up like sluts and go clubbing. They pick up a young guy and bring him home. He watches while they kiss and play with each other's tits, then he gets in on the action as they make a mouth sandwich out of his balls and giant cock. These chicks really get into doing things together!



Liz gets fucked from behind while eating Chennin's pussy, then Chennin gets fucked missionary while Liz sits on her face. But it's a deep ass-drilling they really want, and both ladies use their ass pipes to massage his cock. Chennin even eats Liz's pussy while getting fucked in the ass. Because that's what friends are for. With Liz and Chennin, nobody is left out.



Liz licks the balls of the cock while it's pummeling Chennin's cunt. Chennin goes in for a closer inspection as that same cock plunders Liz's asshole. Then, when the guy is ready to shoot his load, the girls gather around the cock and let the guy use their faces as cum targets. The sticky load drips down to their tits, but they want more. Check out the DVD, in which Liz and Chennin lick the cum off each other's tongues. As the night ends, Liz and Chennin are happy that they're slutty and aggressive enough to go out and get what they want. They're glad they're best friends who share the same taste in getting fucked by strangers. And this issue of 40Some-thing closes with the happy thought that anal-loving mature women like Liz and Chennin are everywhere!

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