As I laid on top of her making out I ran my hand over her leg feeling her motherly firm toned legs. Our lips aparted and we stood up and started strip...ing each other. Taking off her bra revealing to me her 38 year old tits. My pants and jocks came off releasing my hard cock and she then moved me to lay on my back on the bed. She climbed over me lowering her MILF pussy down onto my hard cock and started riding me back and forth. I licked my thumb and placed it on her puss to stimulate her clit. I feel her pussy gripping my fingers, and when she starts to cum I stick the tip of my thumb in her ass, she moans I look up to see if anyone heard it. The plane only has a few passengers and no one is too close to us, and the drone of the airplane drowns out the noise. I can feel her juices running through my fingers and down her ass when she looks at me thru half closed eyes and smiles. She reaches into the pocket in front of her she pulls some napkins and wipes herself. She then grabs my. More

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