Natasha Starr, a blonde and attractive student, makes the decision to make over her teacher, Sean Michaels, a large, black instructor. Mr. Michaels slaps her pale, delicate ass when she strips down to her fishnet pantyhose while posing as an anatomy teacher. Natasha's cuckolded lover Rich is spying on her while she blows the well-hung black stud in his classroom. It turns out that Rich finds it exciting to see the little white butt of his wife crammed full of dark meat! As Sean squirts creamy come across Natasha's buns, her inferior wimp can only watch as Natasha engages in a hot inter-racial ass fuck.