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Babes Illustrated: Burning Desire

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Studio: Metro » Review by Dr. Jay » Review Date: 4/8/11

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Genre: Feature/all girl
Director: Beth Ann Rafael
Cast: Raylene, AnnMarie Rios, Charlie Laine, Alexa Jordan, Julia Ann, Francesca Le, Lexi Lamour, Celeste Star, Kayla Paige, Avy Scott.
Must-See Girls in Cast: Julia Ann
Length: 02:41
Condoms: None.
Bonus: One bonus star for the cast, which includes 2010 Dr. Jay's Must-See Girl Julia Ann.


Babes Illustrated Burning Desire is a five-scene all-girl feature in which Julia Ann plays the "evil" president of a lesbian porn production company called Babes Illustrated. It appears to continue a story line that began in Babes Illustrated Generation XXX. Although I did not see the previous installment of this 20-episode series, Don Houston did and reviewed it here.

AnnMarie Rios plays the photographer/movie-director daughter of the founder of the Babes Illustrated empire. Upon AnnMarie's mother's untimely death, ownership of the studio passed to her lover, Julia Ann. As time has passed, Julia Ann's poor management skills--coupled with her one-track mind that keeps her tongue and fingers in the panties of her employees--has brought Babes Illustrated to the brink of bankruptcy. Julia Ann has tried adding new features to the company's repertoire of services. She's even added a web-cam operation so that horny female subscribers can watch real lesbian couples "make love." But, the business is still in shambles.

AnnMarie--consumed with both hatred for and envy of Julia Ann--will stop at nothing to keep her mother's company alive, even when Julia Ann has her camera equipment set afire. So, she puts all she has into shooting top notch still photo shoots (there's an extended photo shoot in which AnnMarie shoots lots of hot "fashion" and nude images of Lux Cassidy) and hotter-than-hell lesbian sex scenes. AnnMarie also takes time to fuck her old lover--Raylene, who plays the firm's attorney--and her current flame, Avy Scott. And, at the end of the movie, she hatches a plot with lover Avy to entrap Julia Ann. Stay tuned for the next episode!

I am quite impressed with Babes Illustrated Burning Desire. In particular, I am pleased with director Beth Ann Rafael's attention to detail with regards to the plot development, sets, locations, wardrobe, and so on. Those attributes are head-and-shoulders above most of the competition. And, I truly enjoyed the cast members...their acting abilities are almost as good as their sexual prowess. Finally, the plot is entertaining and believable...especially when brought to life by the top-notch acting performances byAnnMarie and Julia Ann.

Check out some photos of the girls in Babes Illustrated Burning Desire here. Enjoy!


Note to readers: My reviews are provided in two parts. This web page provides you with an overview of the scene's setup and action as well as my ratings for sex, video, audio, and production values. A separate PDF document checklist details the foreplay activities, positions, pops, and features of each scene...as well as the calculation of each scene's ratings. The checklist for Babes Illustrated Burning Desire can be accessed .

Look for scenes and movies with a 4.5 or higher (A) sex rating and at least 4.0 (B) in video, audio, and production values. Those are my favorite scenes and I'm quite certain that you'll like them, too.

Scene 1

Scene Type: Girl/girl
Performers: Raylene, Ann Marie.

Scene Set-up/Plot/Scenario: Babes Illustrated photographer AnnMarie begins Scene One by taking a series of hot fashion and nude photos of Lux Cassidy. Meanwhile, the wicked bitch of the west--and current President of Babes Illustrated--Julia Ann storms onto the set, throws a massive tantrum, and tries to expel AnnMarie from the premises. AnnMarie refuses and then she and Julia Ann get into a massive cat fight that is barely brought under control by Raylene, the company's attorney. After Julia Ann leaves the set--under duress--Raylene and AnnMarie have a heart-to-heart discussion about priorities and the company's future. While the girls talk, it soon becomes obvious that Raylene and AnnMarie share some Sapphic history together. And, that observation becomes more apparent when Raylene tries to recapture their extinguished chemistry. AnnMarie, royally pissed at her ex-lover, tries desperately to resist Raylene's advances. But, her resistance fades when Raylene confesses to AnnMarie that "I only have eyes for you" and then moves in for a kiss.

Although AnnMarie responds tentatively at first, her body soon remembers the incredible pleasure that Raylene used to give. So the girls' simmering lust for each other is quickly reignited as the girls begin to slowly and erotically strip off their clothes while caressing and kissing each other sweetly. In fact, AnnMarie's lust flares so brightly that she takes the lead by mounting Raylene so that they can rub their bodies together while continuing to make out.

As the girls' clothes disappear, caresses morph into suckles as they feast on each other's breasts and lick each other's bodies. And, gradually intensifying foreplay soon expands when the girls spread each other's butt cheeks, caress each other's labia, probe each other's vaginas with their fingers, and worship each other's feet.

As the scene unfolds, each girl gets several chances to give as well as receive pleasure. Raylene is the first to taste AnnMarie's delectable vagina as she works her tongue deep inside in missionary. Even better, AnnMarie asserts herself by sitting on and fucking Raylene's oh-so-happy face (God, this is gorgeous video!). Later on, AnnMarie mounts Raylene and then the girls enjoy pussy-on-pussy tribbing for a while before AnnMarie goes down on Raylene's pussy to eat and finger her to orgasm in missionary.

After a bit more hotter-than-hell tribbing (AnnMarie really knows how to jiggle her ass cheeks while she rubs her cunt against Raylene's!), it's Raylene's turn to pleasure AnnMarie in mish. Raylene shows off her outstanding cunnilingus and finger-fucking techniques while she skillfully licks AnnMarie's clit as she thrusts several fingers in-and-out of her vagina. Raylene gives AnnMarie a deep and pleasurable orgasm and then feeds AnnMarie her girl-juice-covered finger.

Even though AnnMarie's body just came like a volcano, she's not happy. Actually, she regrets her actions and, while harshly wiping Raylene's taste off her face, explains: "This doesn't change anything. It doesn't mean anything...nothing's different. It was a mistake." As AnnMarie trudges away, heartbroken Raylene looks at AnnMarie with utter disbelief.

Foreplay: Stripping, mutual stripping, kissing, body kissing/licking, masturbation, caressing/fondling, hair pulling, foot/leg worship, tit sucking and squeezing, cunnilingus, finger-fucking, clit stroking/jacking, face fucking.
Vaginal Positions: Missionary (she cums), kneeling doggie, tribbing, face fucking.
Anal Positions: None.
Girl cums: Repeatedly.
Pop: NA

Sex rating: 4.675
Video rating: 4.50
Audio rating: 4.00
Production values rating: 4.50

What I Liked Most:

  • The plot development and acting that precedes the scene is quite well done in comparison to most adult features.
  • Ann Marie has a fantastic body. I especially love her rock-hard ass cheeks! Whew!
  • Raylene, born (according to iafd.com) in 1977, is one of my (few) favorite MILFS. She has a warm, curvy, and inviting body that's made for sex.
  • Raylene is quite assertive in getting Ann Marie, her ex-lover, to have sex with her.
  • Once AnnMarie gives in to Raylene's unquenchable lust, the two women develop incendiary chemistry. AnnMarie even takes the lead on several occasions as she asserts her dominance.
  • AnnMarie's fucking-back moves are excellent...especially when she straddles Raylene's face and fucks it.
  • AnnMarie is a very demonstrative fuck. She groans with undeniable pleasure in response to Raylene's moves. Raylene, too, radiates her pleasure using feral groans and torrents of nasty vocabulary.
  • The girls share lots of hungry and wanton open-mouth kisses--both during foreplay and while they fuck each other. They also lick and kiss each other's bodies.
  • The girls enjoy a couple of bouts of tribbing. AnnMarie shows off excellent moves when she rubs her vagina against Raylene's.
  • The close-ups are excellent.

What Could Have Been Better:

  • Scene One of Babes Illustrated Burning Desire suffers from a couple of the "porn-isms" that I rant about: jerky camera movements and missionary transitions plague the scene.
  • The scene would have benefited from a little anal play...at least some rimming or massage. Anuses need lovin' too!
  • The girls should have used some toys on each other.

Scene 2

Scene Type: Girl/girl
Performers: Charlie Laine, Alexa Jordan.

Scene Set-up/Plot/Scenario: During the plot development leading up to Scene Two, AnnMarie's assistant, Zoe Britton, tries to handle some paperwork, but her mind wanders back to one-on-one Sapphic sex that she shared with AnnMarie. Her memories, which we see in chic black-and-white, involve some high-energy making out, sweet kisses, gorgeous naked flesh, hot-and-heavy caresses, and lots of pussy play (this may be footage from Babes Illustrated Generation XXX, but I am not sure). While Zoe daydreams, her hands start to wander over her body as she masturbates herself to orgasm. After Zoe cums, she gets herself together and exclaims, "God, I'm so fucking in love with her!"

Meanwhile, wicked Julia Ann is plotting with two of her employees (London Keyes and Elexis Monroe) to get rid of AnnMarie's equipment so that she can no longer work. Doing as instructed, the girls gather up AnnMarie's camera bags, take them outside to an alley, and light them on fire! While London and Elexis are doing their dirty deed, AnnMarie turns her attention to a new money-making activity that Babes Illustrated employee Samantha Ryan recently initiated: a live Web Cam Girl service. In particular, AnnMarie uses her computer to check out the action in one of the Web Cam rooms as delightful Charlie Laine and girl-next-door Alexa Jordan ham it up for their female viewers.

Charlie and Alexa really know how to entertain their audience and milk them for every possible second. After sweetly introducing themselves to the viewers, they answer questions and then begin to "share their love" for each other with the audience. The girls follow the instructions of their on-line fans and begin to caress each other tentatively while sharing lots of endearing conversation.

What follows is about 12 minutes of some of the hottest kissing you'll ever see two girls enjoy. In fact, they do nothing but kiss, caress, giggle and share verbal endearments for a long time. They don't even start to get each other naked until nearly 15 minutes into the scene! Either they're really into each other or they really know how to milk their audience for lots of cash. Being a hopeless romantic, I prefer to believe the former. Now, please excuse me while I watch these tender young lasses have more fun than anyone should be allowed to enjoy.

Eventually, Charlie removes Alexa's bikini top and then goes down on her breasts for some ravenous sucking and licking. During this segment, the sweetness and hunger demonstrated by Charlie is remarkable. But, Charlie's appetite goes beyond nipples. So, she kisses her way down Alexa's body to her panty-covered vagina and licks and strokes the cloth: "I love what's under here!" she exclaims. Charlie soon removes the in-the-way panties, uses her tongue to tease Alexa's thigh flesh and bejeweled clit, and then plunges her tongue between Alexa's labia for some first-class cunnilingus and finger-fucking. "Oh God, you look so beautiful," coos Alexa. Indeed! Alexa, so fucking horny from the extended foreplay, cums quickly and coos, "I love it!" I'll bet.

-- sponsored by --

After the girls share some more hot kisses and caresses to celebrate Alexa's orgasm, Alexa says, "It's my turn!" "I'm not objecting at all," responds Charlie. Alexa then lies on her back so that Charlie can straddle her face for some intense face fucking. Before Alexa plunges her tongue into Charlie, she spends a bit of time teasing her thighs, labia, and clit with her tongue: "You taste amazing," observes Alexa. Once Alexa starts to tongue-fuck Charlie in earnest, Charlie screams with pleasure and rocks her hips back and forth to fuck back erotically. Charlie soon climaxes and her entire body trembles ecstatically. "I can feel you shake!" observes Alexa. Having forgotten all about their on-line audience, the girls kiss sweetly to celebrate.

Foreplay: Mutual stripping, kissing, body kissing/licking, masturbation, caressing/fondling, hair pulling, foot/leg worship, tit sucking and squeezing, clit stroking/jacking.
Vaginal Positions: Missionary (she cums) face-fucking (she cums).
Anal Positions: None.
Girl cums: Repeatedly.
Pop: NA.

Sex rating: 4.65
Video rating: 5.00
Audio rating: 4.00
Production values rating: 4.00

What I Liked Most:

  • The scenario, which revolves around two web-cam girls showing off their "lovemaking" skills to a bunch of horny on-line women, is hot and sexy.
  • Alexa has a delightful clit-hood ring. She's an adorable girl-next door who's soft and cuddly.
  • Charlie, too, is adorable...especially when she hams it up for the web cam.
  • Charlie and Alexa share some of the best kisses you'll ever see. Indeed, they spend a lot of time swapping tongues. But, every second is delightful.
  • The chemistry that develops between Charlie and Alexa is indescribable. Wow, they have such a good time together. And, they spend so much time in foreplay that their orgasms come hard and often when, at long last, they strip each other naked and get down and dirty.
  • The girls do an excellent job of keeping their online fans in the loop. They share lots of conversation with their virtual audience and even comment on what their customers are doing!
  • The girls do an outstanding job of inflaming each other's lust.
  • Charlie is a very demonstrative fuck. She squeals with pleasure, fucks back erotically, and encourages Alexa with just the right words.
  • Charlie's orgasm, while she fucks Alexa's face, makes her entire body tremble.
  • The close-ups, camera angles, and special effects video are quite nice.

What Could Have Been Better:

  • Scene Two of Babes Illustrated Burning Desire suffers from lots of the "porn-isms" that I rant about: poor lighting (there are two camera angles used and the picture brightness varies greatly between the two), jerky camera movements, and an overabundance of oblique camera angles plague the scene.
  • The scene would have benefited from a little anal play...at least some rimming or massage. Anuses need lovin' too!
  • The girls should have used some toys on each other.
  • Alexa is undeniably cute. But, the does need to work on her abs.

Scene 3

Scene Type: All girl threesome.
Performers: Julia Ann, Francesca Le, Lexi Lamour.

Scene Set-up/Plot/Scenario: Between Scenes Two and Three, more intense drama unfolds between AnnMarie and her evil nemesis Julia Ann. Then, Julia Ann calls a staff meeting, congratulates Samantha Ryan for her Web Cam idea, and then summarily dismisses AnnMarie and her assistant Zoe Britton. After AnnMarie and Zoe storm out of the conference room, Julia is left with two remaining underlings: Francesca Le and Lexi Lamour. Instead of remaining at the impersonal conference table, Julia invites the two other girls to join her on a more-comfortable couch. Once the girls make themselves comfortable, they talk, in a perfunctory manner, about business and how the studio is nearly bankrupt. Julia Ann pretends to engage in the conversation. But, her mind is really on the two gorgeous girls sitting next to her (she brazenly compliments Francesca's blouse and hair and even touches her in an oh-so-sexual-harassing way) and eventually makes her motives clear when she announces: "I think what I might need...is to fuck the two of you!"

Francesca and Lexi react in an incredulous manner and try to resist Julia's wanton advances. But, wicked Julia Ann won't take no for an answer. Lexi, terrified of unemployment, eventually whispers to Francesca, "We need to keep our jobs!" Julia adds even more pressure by explaining a bit about what unemployment might be like (Talk about a sexual-harassment lawsuit in the making!). Francesca eventually caves and lets Julia kiss her mouth and unbutton her blouse. Soon, the girls' inhibitions begin to dissipate and they truly seem to enjoy two- and threeway kisses. "That's no so bad, I guess," confesses Francesca.

Little-by-little the girls bare their own--and each other's--bodies while enjoying lots of kissing, caressing, squeezing, clit stroking, and body licking. Then, in due course, Lexi takes the plunge and slips her tongue into Francesca's pussy for the first hot and sexy cunnilingus of the scene. Later, following Julia's instructions, Francesca suckles Lexi's big and generous tits, devours her pussy with her tongue, strokes and licks her clit, and reams her vagina with multiple fingers while Lexi sits in Julia's lap. Meanwhile, Julia Ann helps out by suckling Lexi's tits. Lexi cums all over the place...she even apologizes to Julia for squirting all over her leg (we don't get to see the squirt). Then, Francesca and Lexi turn their attention to their boss and work together to pleasure her mouth, bounteous breasts, erect nipples, and vagina with their tongues, mouths, and fingers. After Julia Ann cums, Lexi and Francesca share her girl-juice by lapping it out of her pussy with their tongues while Julia squeals with delight as her body climaxes again.

After Julia Ann comes back to earth, she has the other girls sit side-by-side on the couch and then ravenously eats both girls in round-robin fashion while they shout and growl with ecstasy. Francesca's screaming orgasm causes her back to arch delightfully as untold pleasure courses through her body. Then, while Julia Ann eats and finger-fucks Lexi to climax, she uses a free hand to frantically ream Francesca's vagina with multiple fingers.

As Francesca and Lexi kiss madly to celebrate Lexi's most recent orgasm, Julia gets up, grabs her clothes, and announces, "OK ladies. Fun time is over." What a bitch.

Foreplay: Striptease, mutual stripping, kissing, body licking, caressing/fondling, hair pulling, foot/leg worship, tit sucking and squeezing, cunnilingus, finger-fucking, clit stroking/jacking.
Vaginal Positions: Missionary (she cums), kneeling doggie, sitting (she cums), kneeling.
Anal Positions: None.
Girl cums: Repeatedly.
Pop: NA.

Sex rating: 4.85
Video rating: 4.00
Audio rating: 4.00
Production values rating: 4.30

What I Liked Most:

  • The girls, who are all MILF-age, are hot and sexy. Julia Ann is one of the icons of the adult film industry and has been a favorite of mine for nearly 20 years. She's still got it! Wait until you see her cum like a volcano!
  • Julia, who, playing the boss, is assertive (and definitely guilty of sexual harassment) and never wavers from her desire to fuck her two favorite employees. Although her actions are definitely felonious, I must admire Julia Ann's ruthlessness.
  • After Francesca and Lexi give in to Julia's demands, the three girls develop volcanic chemistry that sustains them all through untold pleasure and multiple orgasms.
  • Francesca and Julia Ann really hit it off. Their one-on-one foreplay is damned hot and becomes even better when Lexi joins in to make it a threesome.
  • I had forgotten how incredible hot Francesca Le's nipples are. They become hard as rocks and large as thimbles when they're aroused. What a treat it would be to suckle and lick them!
  • Francesca is a fantastic fuck. She's demonstrative, vocal, and moves in extremely sexy ways.
  • Julia Ann is very adept at giving her new pets explicit instructions. She tells them exactly what she wants them to do and they eagerly comply.
  • The cunnilingus is awesome. I must single out Francesca, when she voraciously eats Lexi to orgasm, and Julia Ann, when she takes on both Francesca and Lexi in round-robin fashion...and makes them both cum!
  • Julia Ann makes stringers from her tongue to Lexi's pussy.
  • Lexi and Francesca do an excellent job working together--like a well-engineered sex machine--to pleasure Julia Ann.
  • Francesca takes time to masturbate while fucking the others.
  • I love the numerous orgasms during this scene!
  • The close-ups are very effective.
  • Julia Ann does a very nice job playing a vindictive and demanding bitch. Good acting job, Julia!

What Could Have Been Better:

  • Scene Three of Babes Illustrated Burning Desire suffers from lots of the "porn-isms" that I rant about: poor lighting, jerky camera movements, and an overabundance of oblique camera angles plague the scene.
  • The scene would have benefited from a little anal play...at least some rimming or massage. Anuses need lovin' too!
  • The girls should have used some toys on each other.
  • Lexi admits to having squirted all over Julia's leg. Sadly, the video doesn't show that fountain.

Scene 4

Scene Type: Girl/girl
Performers: Kayla Paige and Celeste Star.

Scene Set-up/Plot/Scenario: While Julia Ann is sexually harassing her employees, AnnMarie is busy trying to scrape together some equipment to shoot two sexy models...Kayla Paige and Celeste Star. AnnMarie is successful in cashing in some favors and is soon equipped with still- and video-cameras. Then, after sharing a little drama with her assistant--and one-night-stand lover--Zoe Britton, AnnMarie is ready when her two models appear in the warehouse of the Babes Illustrated studio. When the girls arrive, they're dressed in hot and skimpy outfits: Kayla's is in a tiny black-and white bikini that nicely shows off her magnificent body and Celeste Star is dressed in a pink and black thong that really makes her fine ass cheeks stand out (I don't know about you, but I thank God every day for thongs!).

Instead of moving to a comfy couch or other more "traditional" set, AnnMarie has the girls pose for still photos on and around a bright orange industrial stepladder that happens to be in the warehouse (this "prop" is one of the best things about this best-in-movie scene). As AnnMarie snaps lots of hot fashion shots of the girls making out, we get to watch the director in action from the point of view of a second camera. AnnMarie gives the girls lots of explicit instructions to bring them out of their shells. And, the girls respond explosively as they caress and kiss each other wantonly (Celeste has the best tongue for kissing!).

After a few minutes, AnnMarie loses the still camera and grabs her video camcorder. AnnMarie continues to put the girls through their paces for some soft kissing and caressing as they stand near and on the step ladder (this is awesome footage). As time passes, the girls begin to lick each other's still-clothed flesh. And, their chemistry ignites when Kayla erotically nibbles on Celeste's ear, licks down her back, and then sensuously licks and caresses her perfect ass cheeks.

Delicious foreplay continues for several more minutes and then AnnMarie gives the girls permission to "go for it." Kayla quickly takes control as she ravishes Celeste's superb flesh. She even suckles Celeste's lips and forces their bodies tightly together. But, Kayla relinquishes a bit of control when she lets Celeste slip her fingers into her bikini top and bottom and firmly squeeze her plump breasts and erect nipples. And, Kayla eventually gives all control to Celeste who takes the opportunity to caress, lick, fondle, strokes, and squeeze nearly every part of Kayla's buxom--yet still-clothed--body.

Kayla quickly returns to her dominant role when she slips Celeste's breast out of her bikini top for some ravenous nipple sucking action. And, Kayla takes the lead in finger-fucking, too, when she slips her fingers into Celeste's pussy as the two girls grind their bodies together while standing face-to-face. But, Celeste is the first to taste pussy when she tugs aside Kayla's bikini for some ravenous cunnilingus.

As this delightful scene unfolds, the girls take turns pleasuring each other while gradually stripping each other bare. They utilize the ladder for lots of orgasm-inducing--and very sexy-looking--positions including face fucking, sitting (on the ladder), standing back-to-front (Kayla stands behind Celeste, reaches around, kisses her mouth, and finger-fucks her pussy), and standing doggie. The girls cum hard and often. But, they're insatiable and always want more!

Eventually, the white-hot sex unfolding in front of her becomes too much for AnnMarie to handle. So, she sets the camera onto the floor, joins the girls, and the couple briefly becomes a trio as the scene comes to an end.

Believe me, my penis and I love this 40-plus-minute scene. You--and your penis or pussy--will too...if you love Sapphic sex.

Foreplay: Mutual stripping, kissing, body kissing/licking, caressing/fondling, hair pulling, photo shoot, tit sucking and squeezing, cunnilingus, clit stroking/jacking, tongue fucking.
Vaginal Positions: Standing doggie (she cums), sitting on ladder (she cums), face-fucking (she cums), standing.
Anal Positions: None.
Girl cums: Repeatedly.
Pop: NA.

Sex rating: 4.85
Video rating: 4.00
Audio rating: 4.00
Production values rating: 4.10

What I Liked Most:

  • Celeste Star has a rock-hard body and an ass to-die-for. What a fine package!
  • Kayla Paige's body gives me heart palpitations! She has a wash-board belly, nicely-enhanced tits, a slim waist, a fine ass, and a very wet and accommodating pussy. I love you, Kayla!
  • I really like the "shooting of a porn scene within a porn scene" scenario that unfolds during this scene. Although I have seen a few similar-themed scenes, this one really works...probably because the cameraman is really a hot and sexy camerawoman.
  • The foreplay is excellent. This foreplay, along with that in Scene Two, is some of the best making-out I've ever seen. The kissing, in particular, is spectacular.
  • Kayla and Celeste develop voracious appetites for each other. Explosive--and absolutely delightful--chemistry is the result. And, they have lots of fun together.
  • The girls' display great ingenuity when using the limited fucking positions provided by a single industrial ladder (the scene's "prop")
  • Celeste Star has the best tongue for kissing and tongue-fucking. I also truly enjoyed watching Celeste's long and pointed tongue disappear into Kayla's insatiable vagina. Damn! It's long and oh-so-talented!
  • I really enjoyed the interplay between "director" AnnMarie and the girls as she directs them through lots of delicious experiences.
  • The cunnilingus is outstanding...especially when Kayla greedily eats and finger-fucks Celeste while Celeste sits on a rung of the ladder.
  • Kayla's fucking-back movements are out-of-this-world. Kayla really knows how to move her sexy body in the most erotic ways possible. Celeste does a very nice job shaking her ass cheeks while she fucks Kayla's face, too.
  • Celeste's orgasms are amazing. They make her so weak that she needs to sit down afterward! Damn, I'd love to be with her when she cums! Kayla, too, cums like a volcano and loses all control of her convulsing body when she climaxes.
  • The girls use feral groans of passion and nasty words of endearment to motivate each other.
  • Kayla's oh-so-happy clit swells large and hard as it supervises Celeste's excellent tongue-fucking.
  • The girls spend lots of time kissing between positions.
  • At the end of the scene, "director" AnnMarie has gotten so fucking hot that she simply has to join the other girls. She puts the camera on the floor and then dives in as the coupling becomes a brief trio.
  • The close-ups of the pussy eating are superb.

What Could Have Been Better:

  • Scene Four of Babes Illustrated Burning Desire suffers from lots of the "porn-isms" that I rant about: poor lighting, jerky camera movements, and an overabundance of oblique camera angles plague the scene.
  • The scene would have benefited from a little anal play...at least some rimming or massage. Anuses need lovin' too!
  • The girls should have used some toys on each other.

Scene 5

Scene Type: Girl/girl.
Performers: Avy Scott, AnnMarie Rios.

Scene Set-up/Plot/Scenario: After a long and frustrating day at work, during which she deals with more office "drama," AnnMarie goes home and crawls in bed with her lover, Avy Scott. AnnMarie apologizes to Avy for missing dinner and then the two share some heart-to-heart conversation about Babes Illustrated and its future. Meanwhile, Avy, obviously horny as hell, tugs up AnnMarie's blouse and caresses her hard and beautiful belly. AnnMarie pulls the old "I'm too tired" routine. So, gracious and loving Avy proposes, "I can take care of you!" AnnMarie tacitly approves and, sensing that willingness, Avy moves in for a hot and hungry kiss while using her hands to fondle AnnMarie's body. As is always the case with "too-tired" sex--at least in my experience--Avy's touch immediately ignites AnnMarie's fire and the one-sided pleasure quickly becomes mutual. Emboldened by AnnMarie's response, Avy sweetly--yet relentlessly--licks and caresses her still-clothed flesh, paying special attention to the tender flesh in the inside of her thighs. Of course, AnnMarie's body reacts as Avy planned and ecstatic moans and tender words escape AnnMarie's lips.

Little-by-little, Avy removes her lovers'--and her own--clothes so that she can caress, kiss, and lick more and more exposed flesh. She even uses her fine big boobs to massage AnnMarie's abdomen. Of course, Avy greedily suckles AnnMarie's erect nipples--once AnnMarie's blouse has been tossed aside. Avy spends lots of time teasing and pleasing AnnMarie's face, mouth, breasts, belly, and legs before she tugs off her panties. So, when AnnMarie's absolutely gorgeous pussy is finally bared, her lust is so inflamed that it only takes Avy's fingers and tongue a short time to make her cum."Thank you, baby!' coos AnnMarie. "It's just what I needed!"

After AnnMarie cums sweetly, she's still not ready to attack Avy. Instead, as they kiss sweetly, she asks Avy to play with herself for a bit. Eager to please, Avy rips off her shorts and then three-finger-fucks her own wet vagina while AnnMarie kisses her mouth, encourages her with well-chosen words, and strokes her clit. These actions really turn AnnMarie on. So, she goes down on Avy's pussy, strokes its wet pink lips, and multiple-finger-fucks and licks her soaking wet hole. Meanwhile, Avy uses her fingers to stroke her own erect clit. Avy soon experiences a deeply satisfying orgasm that makes her giggle with delight. The girls kiss sweetly to celebrate their love--and orgasms--and then fall asleep naked in each other's arms.

The next morning, AnnMarie and Avy hatch their plans to recapture control of Babes Illustrated. Stay tuned for the next episode!

Foreplay: Stripping, mutual stripping, kissing, body kissing/licking, caressing/fondling, hair pulling, tit sucking and squeezing, cunnilingus, multiple-finger-fucking.
Vaginal Positions: Missionary (she cums)
Anal Positions: None.
Girl cums: Yes.
Pop: NA.

Sex rating: 4.525
Video rating: 4.00
Audio rating: 4.00
Production values rating: 4.00

What I Liked Most:

  • Excellent chemistry develops between Avy and AnnMarie.
  • I really like Avy's tenderness that's perfectly coupled with enough assertiveness to draw AnnMarie out of the doldrums and give her some oh-so-real pleasure.
  • The foreplay is awesome and so real!
  • The kissing, which the girls enjoy during sex as well as during foreplay, is excellent.
  • The scene is very sweet and realistic. One can easily see these two being real-life lovers and enjoying sweet and sensual sex at the end of a hard and exhausting day.
  • Avy really knows how to suck titties! If I were a woman, I would want her to suckle my boobs all night! It's obvious that AnnMarie enjoys her technique too...one look at her hard erect nipples says it all!
  • Avy's pretty natural-looking boobs bounce delightfully when AnnMarie finger-fucks her pussy.

What Could Have Been Better:

  • Scene Five of Babes Illustrated Burning Desire suffers from lots of the "porn-isms" that I rant about: poor lighting, an overabundance of oblique camera angles, and out-of-focus video plague the scene.
  • The scene would have benefited from a little anal play...at least some rimming or massage. Anuses need lovin' too!
  • The girls should have used some toys on each other.


I reviewed a copy of Babes Illustrated Burning Desire that was burned and packaged specifically for critics like me. Thus, I cannot tell you for sure what content you will get on a non-screener disc.

That said, my copy of Burning Desire came in a two-DVD-9-disc package. The first disc contains the feature movie as well as a full motion chapter selector and multiple chapters per sex scene. Disc Two begins with a commercial for Metro that you pretty much have to watch before you get to the main menu, which provides selections for: Direct Web Access (shows the address of Metro's website); Behind The Scenes (a little over 25 minutes); More Adult Fun (five minutes of phone sex ads); Photo Gallery (nearly ten minutes of pretty-girl and hard photos from the movie); GOFLIX.COM (an ad for the website); and Trailers (about 12 minutes of highlights from several Metro movies).

The BTS contains outtakes/bloopers; footage of wardrobe and make-up; on-set interviews of the girls; shots of the crew adjusting the props and planning the scenes with the cast members; video of the still photo shoots; footage of the cast studying their lines and rehearsing; on-set tomfoolery; lots of shots of pretty girls in various stage of undress; and a behind-the-camera glimpse of the shooting of the plot-development and sex scenes. This selection of extras is about average in today's marketplace...there's really no need for two discs to hold everything. Three stars.

Final Thoughts

The best things about Babes Illustrated Burning Desire include:

  • the foreplay. The girls spend lots more time igniting each other's fires than you'll see in most girl/girl movies. By the time they finally get each other's clothes off, they are so fucking close to orgasm that they cum quickly and hard.
  • the kissing. Damn! The tongue swapping--especially in Scenes Two and Four--is fucking amazing.
  • the magnificent bodies owned by AnnMarie, Julia Ann, Celeste Star, and Kayla Paige. Although all the women in Babes Illustrated Burning Desire are hot, these girls make me hard by just thinking about them.
  • the creativity in the use of the sets and locations. In particular, Kayla Paige and Celeste Star make magnificent use of an industrial step ladder in Scene Four. Kudos also to Scene Two, a web-cam-girl scenario that's really well done.
  • the storyline, which nicely ties together the scene and definitely makes us interested in what will happen in the next episode of Babes Illustrated.
  • the realness of the sex...especially in Scenes Two and Five. It is easy to imagine these girls being real-life lovers having sex with each other.

Babes Illustrated Burning Desire could have been better if:

  • there had been fewer of the "porn-isms" that I rant about, such as poor lighting, an overabundance of oblique camera angles, jerky camera movements, and out-of-focus video.
  • there had been some anal play...at least some rimming or massage. Anuses need lovin' too!
  • the girls had used some toys on each other.

Average sex rating: 4.71
Average video rating: 4.30
Average audio rating: 4.00
Average production values rating: 4.18
Extras rating: 3.00
Bonus point(s): 1.00
Overall rating: 4.238

X Critic Pick (4.5+ sex; 4.0+ production values; 4.5+ overall)
Highly Recommended (4.5+ sex; 4.0+ overall)
Recommended (4.0+ sex; 4.0+ overall)
Rent It (<4.00 sex; <4.00 overall)
Skip It (<3.50 sex; <4.00 overall)

Dr. Jay

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