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Riley Reid and Veronica Rodriguez are a couple of slutty schoolgirls taking classes with Professor Manuel Ferrara. Riley is frustrated because even though she always works harder than Veronica, Veronica always seems to get straight A's! Curious about her friend's secret, Riley sneaks into professor Ferrara's bedroom to see if she what she can find out, only to find Veronica stripping down and taking a mouthful of Manuel's fat cock! Not wanting to be shown up, Riley grabs her favorite toy and makes her tight little pussy squirt clean through her white cotton panties. Manuel fucks both of their tight little pussies until they're squirting all over his dick, and then blows a huge load right into Riley's mouth. Like a true BFF, Riley shares the jizz with Veronica, and assures herself an A+ in the process!

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