Ally Horny has been falling behind in her studies and needs some extra tutoring. Her handsome professor is happy to help her after class. It is difficult for her to concentrate on the lessons because she keeps fantasizing about fucking him. In fact, her friends have been teasing her about what they do during their study sessions. Making matters worse, her friends send her a video of them fucking the hot professor. Watching the handsome older man fuck her horny young friends drives her crazy and she can’t help but touch her pussy through her shorts. The professor sees what she is doing and demands to look at her phone. He sees the video and knows why she is here. Like all the rest, she wants his big cock in her slutty holes. Who is he to deny her what she wants? He lets her suck, enjoying her warm mouth as he notices her two friends, Nicole Murkovski and Lilith Liber, watching from outside. He realizes what is going on and calls them inside. If they are going to watch, they might as well join their friend and get to work. Ally has never shared a man before and is a little jealous watching her friends get fucked while she waits her turn. They remind her that there is plenty to do with her mouth while she waits. The professor surprises her by slipping his dick into her ass. She has never tried this before either but is soon moaning while she gets opened up from behind. The horny stud has plenty of cock to go around and fucks all three of his students while they play with each other. After having her ass completely pounded, Ally kneels with her friends and takes a big load of hot cream. Now that she has been initiated, she has to go find another girl to join their after-school fuck club.