Like a woman stepping out of a 1950s TV show-but this time in living color-Danielle Reage makes her video debut at 40SomethingMag.com. Danielle turned 49 a few days after this video was shot (which explains whys he says she's 48), but her body is better than girls half her age. When the video opens, Danielle is lying in bed, wearing sexy black and purple lingerie. She's rubbing her pussy and moaning softly. She looks up into the camera and rubs her pussy some more. The guy appears.

"I like to please," Danielle says, now sounding like a woman from the '50s. "I like to do things that make a man happy."

He tells her that sucking his cock would make him happy. She says she'd be happy to do it. But first, it's her turn. When he eats Danielle pussy, she cums hard, and you can hear how wet she is. When she sucks, she sucks hard, and when she fucks, she fucks hard. No wonder the divorce rate was so much lower in the '50s.

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Mandi McGraw is 69 years old and from Tampa, Florida, and the most important thing you need to know about her is that women don't come much hornier or sluttier at any age. She's 5'8", measures 43-29-39 with D-cup tits, enjoys "having sex with four or five guys at one time" and has done some very kinky things in her life, like getting ass-fucked by a stranger while she sucked her hubby's cock...in a bar...and not a swingers bar. She's also addicted to black cock, something she learned later in life, and she has this weird habit of giggling when she's getting fucked. "I can't help it," she said. "Sometimes I realize what I'm doing, and I can't believe it." Believe it, Mandi.

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Here's Danielle Reage, who looks like she just walked off the set of TV's Mad Men or one of those black 'n' white family TV shows from the 1950s. Now, they don't show it on Mad Men, but there's a lot of fucking going on in that show, so it's not impossible to imagine Danielle as an office girl from that era, keeping her boss's spirits up during an extended lunch/cocktail hour.

"Not at all," Danielle said. "I think I'd make my boss very happy."

Danielle is 49 and from Central Florida. She's a divorcee (twice over, in fact), and she works in marketing, not as a secretary but as one of the brains. She says doing this is "the last thing most people would expect me to do. I guess you could say I'm a very conservative dresser, but I think the way women dressed in the 1950s and early '60s was very sexy. Tight skirts, tight tops and sweaters, bullet bras, stockings and garters. It's all very sexual, and it makes me feel sexy."

Danielle's taste in clothing might be old-fashioned, but her taste in under-apparel is definitely very current.

"You're talking about my pussy jewelry?" she said. "I love it. Men love it, too, and they're always surprised when they see it for the first time."

Enjoy Danielle. She'll drive you mad, men!

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J-Mac has a problem. He's trying to get tutored in science by Ms. Tosh, but he doesn't know what the heck she's talking about. What he does know is that Ms. Tosh is wearing a sheer, purple top and, as it turns out, no panties. He can't concentrate, and she wonders why.

"Look at what you're wearing," he says. "You're not wearing any panties."

"I think you do know this stuff," Tina says, "and I think you've been coming here for other reasons. Maybe we can solve your distraction problem by handling your horny problem."

In all honesty, we think Tina's been coming here for other reasons, too, like to show off her shaved pussy, suck J-Mac's cock and get fucked in her pussy and ass. When it comes to ass fucking, J-Mac gets straight A's, especially when he turns Tina upside-down and piledrives her 48-year-old ass.

Horny problem? Around Tina, horny is not a problem.

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So a hot MILF is sitting across from you in your living room. She's dressed sexily, like Tina is here, but you don't realize how sexily until she leans over and parts her legs. Hey, she's not wearing her panties! Her pussy is completely bare! Talk about a cum on! Before you know it, she's wagging her ass in your face and sucking your cock, and then you're fucking her pussy and her ass, too! Piledriving her butthole upside-down until you can't take anymore and explode all over her asshole and pussy. Gentlemen, this is a heckuva introduction to Tina, a 48-year-old divorcee from San Diego, California. She's 5'6", 138 pounds and she says she likes men "who make me feel special. Age doesn't matter." Well, it matters to us, Tina. We love mature women who make our balls feel like they're about to explode. And you fit the bill.

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This video, 41-year-old Kira Lynn's first at 40SomethingMag.com, starts out by being about dancing. Hey, don't worry. Nobody's going to ask you to dance. But when the video opens, the guy that Kira Lynn is with wants her to dance for him. She does, getting naked quickly and rubbing her pussy. "Why don't you come over and show me how you dance," she says to him. Now, as we all know, most guys aren't good dancers, and this dude apparently is no exception because he doesn't do any dancing at all. He eats Kira's sweet, shaved pussy. Judging by her moans of approval, she doesn't seem to mind his lack of dancing skills. As this video proceeds, Kira shows off her other dance moves, including the pork polka, which she does by grinding her pussy into his crotch. "I love your cock," she says, daring to use the L-word on a first date. You'll enjoy watching Kira's little ass as her pussy rides his dick. You'll enjoy her sloppy-sucking skills. You'll enjoy watching her get fucked from behind and from above. The girl's got some moves.

See More of Kira Lynn at 40SOMETHINGMAG.COM!

"My favorite sexual position? Bent over and in my ass!" said Vixen, a tiny little fuck toy from Texas who says she's happily married. And why is she happily married? "Because my husband likes that I posed for 40Something and doesn't mind if I fuck strangers...as long as he gets to watch!"



The minute we saw Vixen's test photos, we shouted, "Bring her in!" Sure, she's a sexy woman with a pretty face and a hot body, but one thing in particular captured our attention: her streaks of gray hair. It's something we don't see very often, even with 40Something models who obviously aren't trying to hide their age and are proud of their bodies. It takes a confident woman to let herself gray naturally, and Vixen is 100% sure of her sexuality. "I never have to wonder about whether I can turn men on," she said. "All I have to do is look at the bulges in their pants! I know I can get men hard, and I'm damn proud of it!"



"The fastest way for a man to get me off is to grab my ankles, spread my legs wide, rub his dick on my pussy and just fuck me," Vixen said. "Let me rub my clit a little bit. I'll cum every time. Another way is to turn me over, spread my ass, grab my hips and thrust deep in my pussy. A little nipple sucking, a little nipple nibbling, a little cock sucking and lots of fucking does it for me."



Remember what Vixen said about her favorite position? Here, she demonstrates it: bent over and on all fours, one dildo in her pussy, the other in her ass. "I love anal sex," she said. "To feel a man's cock deep in my ass while I'm spreading my cheeks wide... damn! There's nothing better than having a cock in my ass, the man shoving it in and out, taking it out of my asshole, letting it gape, slapping his cock on my cheeks. I love it!" She asks for it. She loves it. "I can't believe I got paid to have anal sex," she said. "I'd do it for free any time!"

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For reasons we can't quite figure out, we don't get a lot of Asian MILFs at 40SomethingMag.com. It's not that we don't look. We do. But perhaps Asian woman are a bit more conservative than most, so they're hesitant to pose for porn websites. Well, Kira Lynn, who's 41 and from Miami, Florida, isn't conservative at all. She's a 5'4", 118-pound bundle of fuck toy with a cute little body, a nice ass that you can cup in your hands, a mouth for sucking and a pussy for fucking. "Doing this is exciting," she said. "It's something a woman isn't supposed to do, and I like doing things I'm not supposed to do." You see? There are Asian women out there who want to fuck for 40SomethingMag.com. They just need to learn to break the rules.

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In this video, the first thing we see is Arowyn White. She's wearing a robe and letting her hair down. "I'm going to show you the fuck of your life, guys," she tells us as she flashes her big tits. "Oh, and guess what? I'm going to get fucked in the ass tonight!" Throughout this video, Arowyn, a 43-year-old MILF from Indiana, is vocal and naughty. "Oh, I love to have my titties sucked," she says. Then she gets down on all fours so the guy can finger her pussy and asshole at the same time. She likes it. While she's sucking his cock and later while he's fucking her pussy, she keeps teasing him with the prospect of her ass. Finally, while on all fours, she spreads her asshole wide so he can stick his cock in. "Fuck me, baby," Arowyn moans. "Oh, fuck that ass. Is it tight enough for you?" Damn right it is. And soon, Arowyn is going to get proof all over her face!

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Arowyn White, who's 43 and from Indianapolis, Indiana, is back for a second go-round, which might make you wonder, "What is she going to do this time that she didn't do last time?"

"Well, I'm going to get fucked in my hot, tight MILF ass!" Arowyn said.

Yes, she is, and as these photos prove, she took it hard and deep, and when the guy was ready to cum...

"He shot his spunk all over my ass cheeks, and it dripped down into my asshole, down into my pussy, down my legs," Arowyn said. "I really made him cum!"

Good going, Arowyn! We love having you back.

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When this video opens, 43-year-old Bella Marino is standing in a doorway, naked except for the towel wrapped around her ass. There's a guy sitting in bed, stroking his cock, which is what most of us would do if Bella was in view.

"Are you ready for me?" Bella asks. "Have you started stroking that cock like asked you to?"

Bella walks in an shoves her beautiful tits into his face. Then she gets into bed and says, "I'm going to turn the light on. I want you to see my pussy." This is something most women wouldn't have the guts to do (most of them want to turn the lights off during sex, although we're not sure if it's because they don't want us to see them or they don't want to see us), then Bella demands that he eat her pussy.

Bella, who was born in Germany and lives in South Florida, takes a serious pounding in this video. The guy's big cock pummels her in all positions, our favorite being when she rides him cowgirl, the camera moves underneath the action and we get a great view of the cock assaulting her pussy. Her asshole puckers, her ass cheeks beg to be grabbed. Bella is a mature woman, so she can take a hard fucking. And love it.

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"I love to flirt and tease," said Demi LaRue, who was born in Michigan and now lives in Tampa, Florida, the swingers capital of the United States. But Demi isn't a swinger. She's just a divor-cee who likes to fuck a lot. "Posing for 40Something is the ultimate opportunity to flirt with thousands of men and tease them. But don't worry, guys. I don't tease and then not deliver. That's what 20-year-olds do. I'm a horny 54-year-old gal who loves to tease and please."



Demi's hobbies include belly dancing and gardening. She enjoys kayaking, scuba diving and watching the Tampa Bay Buccaneers play football. She fantasizes about having a five-way with four guys from out of an old black-and-white movie. Demi seems to have a bit of a movie fetish. She once had sex in the loft of a movie theater with two tech boys. "Boy, did I ever help out!" Demi said.



Demi wanted to do it all when she came to 40Something, so she sucked, fucked and took it in the ass for 50PlusMILFs.com. The guy who fucked her was 21 years old...33 younger than Demi. When the scene was over, he said, "I've fucked a lot of 18- and 19-year-olds, and Demi has the tightest pussy I've ever had." He didn't mention her ass, but judging by the way he was piledriving her butthole, he was enjoying it. "I loved it, too," Demi said. "I hope the 40Something readers get to see it. I mean, here's this kid who's almost young enough to be my grandson, and he's totally into fucking my ass and just pounding me. That kind of thing makes a gal like me feel good!"

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We don't comment on a woman's back too often, but the truth is, it's one of the most overlooked parts of a woman's body, and Bella's is beautiful. Smooth, shapely, curvy, Bella Marino has the kind of back that you want to touch. She's truly a super-MILF with a beautiful face and a great body, and the fact that she loves to fuck on camera is an added plus.

Bella is 43 years old, was born in Germany and now lives in Boca Raton, Florida. Her measurements are a perfect 36C-26-34, she works as a makeup artist and she's the kind of woman who likes to relax with friends...and fuck. Enjoy Bella, one of our hottest MILFs ever.

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When this video opens, 41-year-old Montana is standing by a window, wearing a crop-top sweater that shows off her tight stomach and very tight blue jeans.

"I am one of the fucking horniest, hottest 41-year-olds you're ever going to meet," she tells us as she rubs her thick, pointy nipples. "I love when someone's sucking on my tits. And then I also like when someone goes down on my pussy."

Montana does a slow strip, then lies back, spreads her asshole with one hand and two-fingers her pussy with the other. "Is this girl gonna get some cock?" you might be wondering...that is, if your brain is still functioning. Suddenly, a guy shows up and starts eating her pussy, and before we know it, the pussy that Montana spent so much time preparing for cock is getting some action. Of course, she sucks the cock, first, sloppily, lovingly, so when it enters her pussy, it's rock-hard. If you haven't guessed by now, Montana is a dirty-talking fuck. She's also a dirty talking masturbator, so this video is actually two jack films in one!

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This is our first look at Montana, a 41-year-old MILF from Chicago, Illinois. She's tight and fuckable at 5'6", 107 pounds, 34-24-32. By that, we mean that she's so slender and her pussy is so nicely shaved that she makes cocks look bigger. See what we're saying? You will when you see her spreading her asshole while getting fucked (skinny chicks' assholes are more prominent than fat girls' assholes). Okay, so here's the skinny on Montana: She enjoys tennis, softball, cross-country running, flag football and is a fan of the Chicago Cubs in baseball and the Chicago Bears and Miami Dolphins in football. She likes outdoorsy guys, and if you ever get her into bed (or want to get her into bed), massage her feet. "I'll melt for you," Montana said. And she had her wildest sexual encounter in a broom closet at her sister's wedding. "Me and this guy I'd just met on the dance floor did it in the janitor's cart," Montana said, proving that when you're built like her, you can do it anywhere.

See More of Montana at 40SOMETHINGMAG.COM!

Elektra, a 44-year-old MILF from Connecticut (she was 43 when this video was shot about a week before her birthday, which is Christmas Day) has long, brown hair, big tits, nipples that poke through her sexy red bikini top and a hairy pussy that overflows her tiny thong panties.

"I've been growing it for months," Elektra tells us. "It's kinda hard to keep inside my panties. It feels really good."

Elektra has an engorged clit, too. And a tight asshole that responds well to cock. You'll see what we mean. By the way, is it our imagination or do Elektra's tits seem to get bigger when she's having sex?

See More of Elektra at 40SOMETHINGMAG.COM!

The big show kicks off this issue with Ruby Thompson, a gal who just turned 40 and is very happy about it. "I've heard that women reach their sexual peak when they're 40," said this divorcee who was born in Michigan and now lives in rural Georgia. "If that's the case, watch out because my sex drive is already pretty high. I wonder how much hornier I can get."



Ruby celebrated the big four-oh by sucking cock and getting fucked in her broad ass, and the whole time that dick is in her luscious butt, she's looking right into the camera. Ruby definitely isn't shy. "The first time I went to a swing club, I had sex in front of a room full of people," she said. "I have been craving the attention ever since." That explains why she posed for 40Something. It explains why she seems to be so happy about spreading her pink, meaty pussy. "Being in a men's magazine is one thing I've always wanted to do."



"I love to touch myself while thinking about a hard cock in my mouth or my hot pussy," Ruby said. "I've masturbated at work and in tanning beds, but that only gets me ready for the nighttime. I try to fuck at least 10 times a week, more if I can. And now that I've finally turned 40, I plan to fuck more than ever!"

See More of Ruby Thompson at 40SOMETHINGMAG.COM!

This is for all fans of big tits, hairy pussy and anal fucking. Yeah, we know, we've covered a lot of ground there, but hey, there's a lot to like–and jack to–about Elektra, who's 44 years old and from Connecticut (now living in Florida). The tits are DD-cup naturals. She usually doesn't wear panties, but she did for us because we wanted to see her pussy hair overflowing her g-string. Her asshole gets filled with cock. Elektra likes to go to casinos. She likes older men and being handcuffed. She's into guys and girls. "I once licked two girls' pussies," she confessed. "I've lived out all of my fantasies. Two girls, three girls, gang bangs, interracial. I've even been in a movie with Nina Hartley." By the way, if you're ever with Elektra and want to satisfy her, go down and eat that hairy pussy. Despite all of the kinky things she's done, Elektra is still easy to satisfy.

See More of Elektra at 40SOMETHINGMAG.COM!

What's this video all about? Debbie, a 47-year-old divorcee from Southern California, tells us right off the bat. No surprise endings here! "I'm here to show you how hot and horny I can be," she says. "Today, I'm going to show you how well I take it up the ass." Of course, before she does that, she does a slow strip, gets her pussy eaten and fingered, sucks cock sloppily and noisily and gets her pussy fucked noisily. But when that dick starts drilling her ass, Debbie really turns into a wild woman! Hey, she's a biker chick. What did you expect?

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"I'm ready to start living the good life!" said Lanie, a recent-divorcee who might've been our "Divorcee on the Prowl" except she hasn't been divorced long enough to start prowling. "But it's not gonna be like that for long! When I was married, my husband never wanted to have sex with me. Meanwhile, men were checking me out all the time. Now I'm ready to play!"


"I have to admit, 40Something kind of changed my life," Lanie said. "I was in an adult shop with one of my girlfriends when I saw the magazine for the first time. My first reaction was, 'I'd like to be in a magazine like that and be admired by guys who like mature women.' So I bought the magazine and when I read the adventures of one of your divorcees, I thought, ‘That sounds like fun.' I think every woman, if she's honest with herself, would like to be a slut for a while. Free and easy!"


Lanie knows she has to be careful about slutting it up. She has two high-school age sons at home. "I can't be the town whore," she said. "My boys would never hear the end of it from their friends. But I don't see why I can't go away on weekends, maybe to Las Vegas, and pick up men and have fun. So guys, if you're in Vegas and you see me, I'm ready for action!"

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This is Debbie. She's 47 years old (born December 6, 1962), divorced and she lives in Southern California. She's a biker babe, but that means she rides on the back of someone else's Harley. She has her own. So the girl can ride. Hard. Really hard. In this, her debut pictorial at 40SomethingMag.com, Debbie sucks cock hard, then gets fucked hard in her pussy and her ass. Yeah, her ass. Because a woman like Debbie doesn't do anything halfway. "I usually won't wait for a guy to make the first move," she said. "Maybe I would've when I was in my 20s, but all that has changed. I know better. I think men like sexually aggressive women. I suck cock and ask questions later!" Debbie laughed when she said that. But we think she was serious.

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Lucy Holland and her hubby are having some fun. She's getting naked and he's taking pictures when, suddenly, the hired help barges in. "Your wife's all naked," the garage cleaner accurately points out. The husband says, "We're making a movie and we want you in it. Satisfy my wife." Now, if we're that hubby, we're fucking her ourselves, but go figure. Some guys like to fuck, some guys like to watch and some guys like to do both. Lucy? She just likes to fuck. This 49-year-old housewife (she has two teenage children back home in Georgia) takes the dude's cock hard and deep in her mouth and pussy. And this, 40SOMETHINGMAG.COM members, is what small-town life is all about.

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"I love geeks, metrosexuals and bald guys," said Waya Doyenne, a tall drink of water at 5'11" with hair that goes down below her tits. "Geeks are hot because smart is sexy and they like the same things I like. Metrosexuals are sexually confident without being macho. And bald guys are just totally sexually exotic. Guys, stop combing over and just shave it." And that's an order!


"What gets me off?" Waya said. "Having an orgasm through having my pussy licked, then another through my partner masturbating me, then a final one through penetration." That's three cums if you're counting, guys. "I always imagine that a hot, horny crowd of people are watching me get off with a guy and a beautiful girl," she said. "I can't help it. I'm totally bi. I love women, and I've known that since I was a teenager. I've had more girls than most hetero guys. More than some lesbians, too." But she isn't one. "No way," she said. "I love cock. The thought of you guys getting off to my pics makes me wanna cum!"

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Back home in rural Georgia, 49-year-old Lucy Holland is a housewife and office manager. She lives with her husband and two teenage children, and life can be a little ho-hum if she doesn't inject a little life into it once in a while. For Lucy, injecting life means visiting the 40SOMETHINGMAG.COM studio once in a while and enjoying the experience of a stranger injecting his cock into her pussy while a cameraman films it for all the world to see. That's what she's doing in these photos. She's done some other wild things, too, like getting picked up by four strange men in a local bar and letting them have their way with her. Like fucking on the county courthouse steps at night. She also enjoys playing tennis, reading and horseback riding. So, you see, Lucy is a multi-faceted woman, and small-town life isn't always so ho-hum after all.

See More of Lucy Holland at 40SOMETHINGMAG.COM!

What does 47-year-old Angelique want? Well, she's not shy about it. At the start of this video, this MILF and wife from Washington tells us, "I wanna feel that big, hard cock of yours inside my pussy, and then maybe I'll let you give it to me in my ass. I just want to set my tits free and lick the top of your knob." And the shaft, and the balls, too, as it turns out. "I have a nice, tight asshole just dying to be fucked," she says. But then she adds, "I don't know if I can wait for you baby. Let me show you how I like to get fucked." Okay, so we're going to watch, not fuck, which is fine, especially since Angelique delivers on all of her promises. In the end, the guy fucks her in the end and cums all over her asshole, and we jack and cum while watching. Which is what this is all about, right?

See More of Miss Angelique Foxx at 40SOMETHINGMAG.COM!

In this pictorial, her third appearance in 40Something, Demi Delia is, literally, smoking. Of course, she has one of the smokingest bodies to ever appear in this magazine, and this time, she thought she'd give something to all the guys out there with a smoking fetish.


A lot has been going on in Demi's life since she fucked and sucked in the April '08 issue. She got divorced from her husband, porn star Randy Spears, and is now raising her two kids on her own. She started a new cosmetics line. And she, along with her children, is the star of a reality-based Internet show produced by Sony.


Demi isn't doing XXX videos anymore, so if you want to see her getting dicked on film, grab a copy of the hardcore DVD "I Fucked Your Wife...Again!" Or just jack all over these photos as Demi spreads her pink MILF pussy. "One thing will never change: I love the idea of men getting off to me." We never get tired of Demi.

See More of Demi Delia at 40SOMETHINGMAG.COM!

Angelique, a 47-year-old wife from Washington (the state), says, "I'm that sexy, naughty, mature MILF who lives next door. The one you catch glimpses of every so often as I go about my business each day." The one who you see wearing tight skirts that make you think, "I wonder if she takes it in the ass?" Yeah, that one. And, yes, she does. We have the pictures to prove it.



Here's some more info about Angelique. She's 5'6" and weighs 125 pounds. Her measurements are 36B-26-36. She was born in Kansas on March 11, 1962. "I grew up in Oklahoma, but I currently live in Washington State," she said. "Until recently I was a chemist in the medical field. I love going to rock concerts, and you'll usually find me right next to the mosh pit surrounded by several big men. If we were meeting for drinks, I would order a bourbon and Coke, but I do enjoy margaritas and wine as well, depending on the occasion. And once you've wined and dined me and taken me back to your place, you can either bend me over and take me doggie style, or I may just climb on top of you and take control."



And if she does that, she'll probably shove your cock in her ass. Betcha.

See More of Miss Angelique Foxx at 40SOMETHINGMAG.COM!

You probably thought that Southern belles were classy and demure. Well, we don't know about the classy part, but there's nothing demure about Ruby Thompson, a 40-year-old divorcee from Atlanta, Georgia. Ruby opens this video by talking dirty to us with her sweet, Southern accent.



"There's going to be some pussy fucking in this video," Ruby says. "Some ass-fucking. And I just love to have my pussy fucked almost as much as sucking a dick. I just love to slobber on it so it's dripping down on your balls. I betcha y'all would enjoy that."



Well, yeah, we would. Ruby sucks and fucks like a wild woman. She gags on the dude's big cock while he eats her pussy. We get a between-the-legs view of him slamming her in the missionary position, and we can see his cock splitting her pussy in half while her asshole puckers. She has a meaty pussy. The guy fucks her like he's trying to break the bed and her pussy. He does the same to her ass, and she likes it. "Yes, I like a dick in my ass," she says as she stuffs a few fingers into her pussy, making certain she's totally stuffed down there. He piledrive-fucks her ass and makes her asshole gape, then spreads her asshole wider with two fingers.



Enjoy, y'all.

See More of Ruby Thompson at 40SOMETHINGMAG.COM!

There are two sides to Lin Boyde. There's the classy lady who likes take-charge men who make romantic gestures, such as bringing her flowers. And then there's the super-sexy side who does stuff like spreading her pussy
in an international men's mag.


"Taking pictures like this is pretty risky for me," Lin said. "Since I work for a law firm, I have to dress fairly conservatively and behave fairly conservatively. When I'm not working, I let my wild side come out, but this is pretty wild by the standards of most women. But when the opportunity came to be in 40Something, I couldn't resist."


"What's the kinkiest thing I've ever done?" Lin said. "My guy and I had sex in front of a crowd of people. It was funny because even though we were in a swingers' club, we weren't in the part of the club where people usually have sex, so people were watching us and cheering us on. When he came on my face, I swear it was the most cum I've ever seen. I guess some of the guys must have been masturbating while watching us because two of them walked over and came on my chest when we were finished. Fine by me!"

See More of Lin Boyde at 40SOMETHINGMAG.COM!

Ruby Thompson, a 40-year-old divorcee from Atlanta, Georgia, makes her debut at 40SomethingMag.com by fucking some guy we called into the studio. "I love to touch myself while thinking about a hard cock in my mouth or my hot pussy," Ruby said. "I've masturbated at work and in tanning beds, but that only gets me ready for the nighttime. I try to fuck at least 10 times a week, more if I can. And now that I've finally turned 40, I plan to fuck more than ever!" These photos are a bit suspenseful because as she sucks cock and gets fucked and fingers her asshole and gets her asshole fingers, you'll probably start to wonder, "Is she gonna take that cock in her ass?" No spoiler alert here. You're going to have to find out for yourself.

See More of Ruby Thompson at 40SOMETHINGMAG.COM!

"My name is Babette Sunnybrooks," Babette says at the start of this video. "I'm going to show you how good I can fuck and suck cock and how wet my pussy is. I'm going to show you what this 47-year-old MILF can do." Babette motions the guy over. She's a dirty blonde, emphasis on dirty. She sits on his face and grinds her pussy onto mouth so he doesn't miss an inch. When her pussy is good and wet, she says, "Now I'm gonna suck your cock." She has a loving, wet mouth that stretches nicely around the dude's thick cock. She has a tight pussy that gets pounded hard. The cum shot is on her ass, and after it happens, we get a nice, long, lingering look at Babette's fleshy bottom, covered with spunk. She seems to be very proud of what she has just done. She should be.

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Here's our first look at Babette, a 47-year-old bartender who was born in New York and now lives in South Florida. We've always though female bartenders were horny, and now we know for sure.



For the record, Babette is 5'7", 138 pounds with 39-inch hips. She says her kinkiest sexual encounter was "a three-way DP with my husband and a gentleman friend." She's into pussy. She has firm tits and a juicy fuck hole. She's relatively new to this porn thing, and this is her first pro on-camera shoot. She'd like to know what you think.

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When this scene opens, Tara White, a 42-year-old massage therapist who was born in Chile and lives in South Florida, is wearing a blue halter top and tight, low-rider jeans. Her thong string shows about her jeans very sexily, and when the guy shows up, there's only one place he's headed: directly to her ass.



"I love when guys touch my butt like that," Tara says. "My ass is amazing."



Conceited? No. Honest? Yes. Tara knows her ass is amazing because enough guys have told her so and because they can't keep her hands off of it. They slap it and spread it and finger it...but only if Tara invites them to, of course. Which she does, quite frequently.



Now, don't think Tara is all take and no give. She sucks a mean cock, too, and turns into a round nymph when she's getting fucked. Check out how nice her ass looks when it's bouncing up and down on cock. See how nicely she gets her ass in the air for a doggie-style ramming...because she knows it's not nice to make the guy do all the work.



He withdraws from her pussy. She opens her mouth. He cums on her tongue. See? She's very giving.

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Raise a glass to Elle Denay, restaurant manager by day, sexy swinger who can't get enough cock by night. She posed for 40Something be-cause she knew we'd get her a stud to fuck. "Three ways with a girl and a guy, double penetration, multiple partners...I'm in for all of it!"



"I see what I want and I go for it, and I've always been that way," Elle said. "I'm not one of those women who grew into her sexuality. I've always been the aggressive one. That's why my first marriage didn't work out. I needed more than one cock."

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Members, we usually don't speak man-to-man, but as the editor of 40SomethingMag.com has I have something to say about Tara White, a 42-year-old massage therapist who was born in Chile and now lives in Miami Beach, Florida. I like her little saggy tits and her full, fleshy ass, which is unexpected on a woman so thin. I like the way she looks into the camera while the dude is two-fingering her cunt in photo #16, and I appreciate the smoothness of her pussy mound. I like her plastic fuck shoes. I like her no-hands BJ style in photo #26. I appreciate how hard she's trying to down a dick that's clearly a little too big for her mouth. I like how the cock seems to be splitting her in half in photo #34. Obviously, I like Tara, and I hope you do, too. Maybe you have some favorite photos?

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