After letting his best friend Rick borrow his expensive telescope, Max is upset to find out Rick's mother Sheila accidentally sold it at their yard sale. She sold it for a fraction of what it was worth and now Max needs to buy a new one because he needs it for a school project.
But since her divorce, Sheila has been having money troubles and Max figures its going to take him forever to get paid, but what choice does he have? Well his smoking hot milf neighbor, Shelia, is about to make him a deal. Instead of paying him back the money, she offers another way to pay off her debt; by fulfilling all of Max's milf fantasies!