Lil D is having a hard time in college and failing his chemistry class. Sofia Rose is ready to teach this boy lesson. She stresses the importance of passing the chemistry class. unfortunately, Lil D is distracted by Sofia's luscious tits. All he can focus on is how jiggly her boobs are. Sofia feels his beguilement, determined to make him concentrate she grabs him and throws him on the floor. Sofia sits her voluptuous body on tiny Lil D. She smothers him with her ass and bosom. Lil D loves his punishment so much he gets hard. Sofia starts sucking his cock. She is in control. They eventually get to fucking. Lil D needs all his concentration to handle Sofia. She is a lot of women after all.