Bored big beautiful woman Alice Frost does what she normally does when she's trying to waste time… she masturbates! Then she gets on the phone with a friend, unknowingly though, she's being watched. Her neighbor Eric has gotten in her apartment, stripped down his clothes, and is jerking himself right next to her! Alice just blissfully talks on the phone with her friend, even closing her eyes to make herself more unaware of his pervy presence! It's not until she gets his balls on her forehead that she realizes something crazy is up! Painting disgust and revulsion to her friend on the phone, she describes moment by moment as he jerks himself all around her face and pushes his cock in her mouth! Soon though, the tables will turn as Alice starts biting down on his dick anytime it gets pushed past those sweet lips of hers! Finding an opening, Alice starts kicking and stomping on his sack! Does he enjoy it or is he in pain? A little bit of both! Even when he worships her feet and starts to fuck her, Alice doesn't drop the phone, and describes to her friend in detail the weirdness that is going on! Her voluptuous body gets bounced by Eric's cock, and she ends up with a face full of his jizz!