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Mimi had already had her final for her Anal 301 class. Next it was Nicole's turn. They started out with a warmup for Nicole (see the clip Mimi Warms up Nicole's Ass, in the store, below). When Nicole was ready, though, Mimi wanted to join in. What a suck up! Mimi is always looking to please Professor Pete.

They started sucking Pete's cock and balls. They were determined to get A's. Nothing like having one beautiful woman sucking your balls and another your cock. Pete was getting primed. Then Mimi turned around and started fucking him. Nicole didn't hesitate to suck his cock right out of Mimi's pussy.

It was Nicole's test, though, so Professor Pete put her on her back, and knowing she liked to have her pussy fucked before her ass, he fucked her for a while. Then he turned her on her side, and he had Mimi do the same, facing the other direction. After fucking Nicole a little more, he moved over to fuck Mimi. These are some excellent students, and performed pussy to pussy admirably!

Professor had Mimi lie on her back and had Nicole straddle her, so he could swap back and forth from Mimi's pussy to Nicole's pussy with no hassle. Their wet pussies were tight on his cock, and the mixture of their juices was spectacular.

Finally, Nicole was ready to get fucked in the ass. She lay down on her side, and as Mimi looked on, Professor Pete slid his hard cock into Nicole's tight ass. She loved it, and Pete fucked her until she earned her A.