Lena is putting in the hours, studying late at night at the library. All that hard work has gotten her exhausted, so who can blame her for nodding off for a little bit? When she wakes to Isiah's flashlight on a late night patrol she freaks out. The last thing she wants is to get in trouble with the university – Isiah reassures her it's a simple mistake. Lena can't help but get a little late night craving when she starts dreaming about what he's packing. It doesn't take long before she's slobbering all over Isiah's night stick. Nothing wrong with a little reward after a late night studying, and Isiah has no problem going off duty to give her a private cram session!
At Brazzers Art University, colour theory is taken very seriously. Christie is an eccentric professor, telling her students that in order to really understand colour, one needs to identify with it. As Christie strips down and rubs the paint over her body, her students become uncomfortable and leave, writing the class off. Only one student remains (Xander), who says her teachings really spoke to him. They see how far the can take colour theory by mixing the paints together.
The school bell signals the end of class. The Girl bends over to pack her books into her bag and her cleavage is exposed. The extras approach and make fun of her. The Girl gets pissed and tells the Extras to shut up. The Extras laugh and call her a slut as they walk out of the classroom. Frustrated, the Girl throws down her backpack and covers her chest as she cries. The teacher, the Guy, walks up to the Girl and asks her what's wrong. The Girl is embarrassed and starts to cry saying that she's a freak because her tits are so big. The Guy reassures her that plenty of men like large -chested women and convinces the Girl to show him what she's working with.
Professor Phillips is the crush of every young man at college — it might have something to do with her tight pencil skirts and pantyhose. One day, the strict Professor catches her student Tyler doodling a picture of her naked in her pantyhose. She tells Guy1 he needs to come back at the end of the day so she can deal with him. But when Tyler shows up at the classroom later that day, he's shocked to discover what Professor Phillips had in mind…
Professor D isn't quite sure what to do with Barbie. She's got the highest average in the class, but she keeps insisting on hanging around trying to get some extra credit. When Professor D breaks the news that her grades can't get any higher, she decides to show him some of her other skills - like how she can fit her prof's meat ruler down her throat. After pounding her pussy deep, Professor D may not be able to give her extra credit, but she's at least earned his massive load all over her face!
Back in the swinging 1950s, Justin wants to impress his pin-up professor Ms. Cox. He brings her an apple, but his fellow students start razzing him for being a teacher's pet. Ms. Cox is fed up with her rebellious pupils, so she decides to make an example out of Justin - by showing the class how good students are rewarded. She sexily takes a bite of the apple…and then a bite of Justin himself.
Anya Ivy is full of school spirit - maybe a little too much. This college cheerleader gets so excited at games she can't help but jump, jiggle and giggle. Coach Corvus is fed up with this sexy co-ed distracting his team, so he summons Anya to his office for a firm but friendly chat. Anya admits basketball makes her super horny, so coach decides to take matters - and her big tits - into his own hands.
When Carla's friend signed her up for a blowjob class as a joke, it was all fun and games. But then Carla's boyfriend dozed off while she was sucking him off, which means it's time for her to hit the books and study up on sucking dick. Just before the class starts, Carla's friend informs her that the “class” is actually a one-on-one tutorial but it's too late to turn back now. The class turns out to be a brilliant practice session with the one and only Danny D. And, with a head full of knowledge and a face full of cum, Carla will be ready to blow her BF's mind the next time she gets her lips around his dick.
Ashly's spent a long time studying to get her doctorate in dick-servicing, and all that's standing between her and her diploma is one last comprehensive exam. Ashly must prove to Professor Castle that she's learned enough about pleasuring a cock to be worth of her PhDick. Will she be able to make him cum before the clock runs out?
Justin just can't figure out all of this algebra. Miss Monroe has just about had it trying to get him to learn the basics. She tries her best to teach him about slopes, by teasing him with some of her curves. Miss Monroe figures a little bit of reward may be in order if he can just get on question right, so she begins by giving him a glimpse of her perfect pert titties. Justin might have a D in algebra, but he's an A+ giving Miss Monroe the D!
Tyler thought he could get away without handing in his last Anatomy assignment before the semester ends. He was wrong. On the last day of school, the no-nonsense Ms. Shea subtly cuffs him to the desk before dismissing the class. She begins teasing him as she strips down, telling him to take notes on her gorgeous body. Tyler's forbidden to take his hand off the paper - but will the strict Ms. Shea let him cum?
Justin wants some guidance on his career path now that he's graduated from school. Natasha is just the career counselor he needs to sort himself out, and with his chiseled muscles and youthful vigor, Justin is exactly what a horny MILF like Natasha has been looking for. Together they discover his talented hands and aptitude for ass, both of which are certain to help him land the career he wants.
Class is dismissed and everyone is checking their grades, which means bad news for Alex who's failing the class. It's not his fault though, with a professor as hot as Natasha, how could anyone focus? Dedicated to her craft, Professor Nice is adamant that they can find a way to help Alex study and improve his performance. She devises a brilliant plan to motivate him by revealing her hot body step by step, and after a great study session, he nails the makeup exam and her.
College librarian Sherdian is tired of catching students fucking around in her book aisles. So, when Sheridan catches Tyler and his girlfriend about to do the deed, she comes between them. Sheridan demands to know what they're doing in the library and Tyler admits that they're there to research for their term papers. Sheridan provides Tyler and his girlfriend with the books they need, then proceeds to show them to a study table. Sheridan keeps a close eye on them, in particular Tyler, as she teases him with her huge tits behind his girlfriend's back! Will Tyler succumb to the temptress that is this busty librarian?
All the college students sign up for Professor Preston's history class. If her ample tits and ass aren't incentive enough, she's also got an impressive lecture method. The rules are simple: no texting, no talking out of turn, and free-for-all fucking, of course. Professor Preston is the perfect mix of beauty, brains and soaking wet pussy, and today three lucky students get to plow the prof as she teaches.
Xander and Brenna thought they were getting off easy taking Mrs. Beltran's college theater course. Turns out there was a lot more work involved than just saying a couple of lines in Old English. Miss Beltran is a notorious demanding professor, and she wants Xander and Brenna to have a bit of method acting to get in the mood for their big romance scene. Brenna can start with gobbling down on Xander's meat spear before fucking his prof all over the set. Her methods may be unconventional but they certainly get results!
Jessy can't seem to stop watching porn. He goes to his college courses and watches porn behind his textbooks. He's become obsessed with Jess Rhodes, a retired porn star. Jessy's too busy to pay attention in class to realize that his new professor is actually his favorite video vixen! When Jessy begins creating a stir in the classroom by telling all the students, Ms. Rhodes has no choice but to clear the room and have a private chat with Jessy—who finally gets what he's always wanted: to fuck his favorite porn star!
August is so close to getting into her dream college, she just has to ace this interview with the dean. But Dean Lee has dug up some dirt on Ms. Ames. Below her good girl exterior there's a cock-hungry slut who loves showing off her perfect tits to older men. August realizes if she wants to impress the dean she'll have to take this interview to the next level.
Jessy is completely fucked for the exam, especially when the professor decides to spring a bunch of stuff he didn't study on him. Lena on the other hand, manages to complete the test in record time. Professor asks her to look after the class while he takes some time to hit the teacher's lounge. Lena takes advantage of her newfound freedom by putting her feet up and her hand down her panties. She certainly takes command of the class, instructing Jessy to lick her pussy. Their little playtime gets out of control fast, as Lena needs Jessy's throbbing cock fucking her over her professor's desk.
Kyle missed a day of college football training, so he's stuck doing pushups after class - only cheerleader Brooke has been sent by the Coach to test Kyle's dedication. She strips in front of him as he's working out, tempting him with her gorgeous body. After he's proved his worth, she lets him cum on her big tits in the name of team spirit.
Lena has been called down to Dean Holmes' office to discuss the two Ds she received that semester. In her tiny top, she tries to use her own double Ds to get out of her bad grades. When Dean Guy1 tries to resist, she suggests a new double D approach: doggystyle with the Dean. He can't resist titty-fucking Lena's luscious big naturals and then letting them jiggle wildly as he bangs her from behind.
Penny Pax is starting her first day at a new college. While walking to her class, she runs into school bully Jessy Jones, who knocks her books onto the floor as his friends laugh. When Penny gets to her class, she's surprised to find that Mr. Jones' in her class. He assumes, based on the way that she's dressed, that she's a substitute teacher. Ms. Pax decides to extract her revenge on Jessy by pretending to be sluttiest sub this school's ever seen! But will she get caught sucking and fucking the biggest dick in college?
Brandi's a hot, love-starved teacher who despite her big tits can't seem to land a man. Alone again on Valentine's Day, she grades papers in her empty classroom - but decides to celebrate the holiday by fucking her favorite dildo at the same time. Just when she's about to cum one of her slacker students drops by, and Brandi decides to take charge of her love life by giving him a taste of teacher titties!
Keisha is the new girl at her college, and she really appreciates Mr. Sins showing her around. Once they reach the locker room Mr. Sins lets her know exactly why he's giving her so much attention: her world class natural tits. Keisha has a boyfriend but she wants Mr. Sins to like her. Will she let him lick her in the locker room?
Nerdy Freddy is assigned to tutor sexy Roxxy in human anatomy before her final exam so she doesn't fail the class. Roxxy is bored and thinks it would be more fun to tease Freddy who's trying his best to teach her. Will Freddy be able to resist Roxxy's big tits? Or will he let Roxxy teach him a thing or two about human anatomy?
Karlee just can't stop blowing bubblegum in class. Mr. Johnny is done giving out warnings, and makes Karlee stay after because he can't deal with the disruption of her blowing bubbles anymore. Karlee is pretty sure she can bend the rules by showing the prof what else she can do with her mouth. It doesn't take long before Professor Johnny is licking her pussy, and giving her a pounding on top of his desk. Karlee is convinced Professor Johnny will change his mind after spraying his load all over her bubblegum blowing face.
