There comes a time in everyone's life when they begin to realize their fullest potential. For Terry, a 40-year-old bank teller from Manchester, England, it started the day she finally left her fuddy-duddy hubby Nigel. "There was this delivery man," she recalled. "Always very pleasant with a kind word for everyone. For a while, however, all the girls at the bank would talk about the size of his cock. While none of us had actually seen it, he always wore these tight pants that left little to the imagination. We joked that he looked like he was smuggling a small animal down there. Soon I would find out that it wasn't a joke after all. It was late in the day, and I was tending towards the rear entrance. There was a sharp knock at the door, and it was him on the other side.





Ginger Taylor, a 46-year-old divorcee from El Paso, Texas, is back for more on-camera fucking and sucking, and for a very unique reason. "It's a good conversation starter," she said. "I tell men what I did, I've got their full attention. You know how some women complain that men don't listen to them? I don't have that problem. One guy I told admitted to me later that he'd been having trouble performing, but he didn't have trouble with me that night. Not after he saw my pictures, he didn't! This is the best thing that's ever happened to me! I've become a sex symbol at age 46, fucking and sucking studs on camera. Why didn't I do this earlier?".





Here's something very special: Two sexy 40something babes, pretty Brenda James and big-assed, hairy-pussied Joclyn Stone, sharing a guy. There are some special photos in this shoot, like the one of Brenda sucking the head of his dick while Joclyn Stone mouths this guy's balls. Then there's Brenda taking it up the ass while Joclyn sucks on her tits. And, of course, there's the cum shot. Who gets the most of it? You're gonna have to check out the pictures to find out.





We don't often break the 60 barrier in the XXXtra section, but there are few women like Anneke. With her blonde hair, blue eyes and DD-cup tits, there are a lot of things to like about this 63-year-old. And that's before she takes a cock in her hot mouth, wet pussy or still-tight-after-all-these-years ass. There's very little that's out of the question for Anneke. Loves to suck cock until the feel of hot man juice coats the back of her throat? Check. Having her pussy pounded from behind while she eats the juicy snatch of another woman? Check. Enjoys watching porn and making herself cum with her trusty pocket rocket? Check. This New York native of Swedish descent loves to get off and doesn't care how it happens. Her only request is that you don't rush. "I love to spend long hours in the bedroom," she said.





There seems to be little doubt that Karen is on her way to becoming a real 40Something fave. A loyal wife of over 13 years, this 46-year-old angel has rewarded her husband with the kind of life many men only dream about. "I love to cook and entertain at my home almost as much as I love to have sex," Karen said. "My ideal evening would be to invite a group of hot men and women to my home and prepare all of them a huge, delicious meal. After dinner, it'd be time for the entertainment: a marathon orgy. Everyone always leaves my house parties satisfied, even if I have to make sure of it myself." Even when she's alone, nothing can tame the beast living inside this Miami-born professional animal trainer. "I'm hardly ever by myself since I have a husband and a girlfriend, too," said Karen, "But when that happens and I still feel horny, I just reach for my vibrator. It usually gets me off even faster than regular sex." Appearing in this issue means there's one less thing on Karen's sexual to-do list. "I've wanted to pose for some time now," she said. "It's one thing I haven't done, and I'm always looking to try new things..and new people! I can't wait to meet my new fans after they see me!".





This is our first look at Dani Dare, a 41-year-old wife from Virginia who lists her occupations as, "office assistant/porn star wannabe." We say that with a face and body like hers, Dani can be whatever she wants, especially a porn star. She's off to a promising start here, fucking and sucking, even tucking a finger into her ass while she's riding this lucky guy's cock. "I love to watch porn and play with my favorite toys," Dani said. "My hubby and I love to masturbate together and cum at the same time with the DVD we are watching." Hey, that sounds way too complicated for us. Too much timing involved. We're just going to start jacking to Dani's pictures right now, and when we're done, we're done.





Here at 40Something, we take great pride in presenting the real thing: women who really are over 40. So, when Jazella walked into our studio, we asked to see some proof of age. We thought she was in her early 30s. "I get that a lot," Jazella said after she produced her driver's license and passport with the birth date December 17, 1965. "On the one hand, I'm proud that people think I look so good for my age, but on the other hand, I'm proud of my age. I think a 43-year-old woman has an understanding of things that even a 33-year-old can't have, and I'm not just talking about sex. I'm talking about life. At 40, you start to stop caring about what people think. But you know what? I do care about what you guys think about my photos!".





"I'm into gang bangs and getting my pussy and ass fucked at the same time," said Carmelita Lopez, a married swinger who isn't shy at all. "I love having lots of guys cum on me, too." Carmelita is the perfect wife. She brings girls home for her husband to fuck, and he brings home younger guys for her to fuck. "My husband likes to watch," Carmelita said. "Sometimes he'll come to the club where I dance and watch me give lap dances. To tell you the truth, I get off on it as much as he does." Carmelita really is a special woman, and we're not just referring to her generosity. She's a big woman with DD-cup tits and an ass that you could ride for days. Big thighs, too. "The older I get, the more comfortable I get with my body," she said. "I know that men love BBWs." "I once had sex poolside in front of a group of people on a hotel balcony," Carmelita said.





Well isn't this a helluva way to make our acquaintances with a lady! We're meeting Ruby Rodriguez for the first time, and already she has a cock in her mouth and pussy. And check out that pussy! Meaty and ultra-pink, the way it is with most Latina women. No, that's not a stereotype. It's the truth, and if you don¹t believe us, you're gonna have to do your own fact-finding. Maybe, if you're lucky, you'll see a sexy 42-year-old like Ruby walking down the street wearing a tight top, a tighter skirt and a pair of fuck-me shoes. Go ahead, look! Chicks like Ruby? They're out there. For the record, Ruby was born in Cuba and lives in Miami, Florida. She's a secretary, and if her boss is a guy, his dick is hard most of the time from looking at Ruby. The first time she had sex, she was in a car, and she once had sex in an elevator, so she obviously likes moving things. Here, the action moves from a car to a living room.





It all seems so simple, so innocent. A beautiful, mature woman challenges a couple of guys to a game of pool. She wins. No big deal, right? It's not her fault that the men were distracted by her sexy body. But what's her prize? Money? A few drinks. No way! "I want both of you to fuck me," Audrey Maxx tells the lucky losers in the DVD MILFs On The Prowl. Before the guys know it, they're sucking on her tits, then she's sucking on their cocks, one at a time. This was supposed to be a four-way, two gals and two guys. "The other girl didn't show, and they had two male studs booked, so I did both of them," said Audrey, a housewife and mother in Tampa, Florida. "I've had lots of threesomes in real life but never on camera!" "I have a very normal life with a son and a husband," Audrey said.