This Gag Factor got things back on track after a few weak (by comparison) ones after 5. There are some very good scenes here, and Cherry Poppins getting destroyed. Any serious Gag Factor aficionado should have this movie.

First is Egypt. She is laying outside in a lawn chair, and Johnny Thrust starts bothering her. She is a nice looking girl. Her head is hanging part way off the lawn furniture. She looks again and he starts face fucking her. Pinching her nose. On and on it goes in the usual Thrust fashion, with him in various states of arousal, and she seems to handle it with fairly little problem. I don't know why they put this scene first, unless they think she is the prettiest girl in the video. Or maybe it is a plot that I don't get, starting with the girl telling him to go away, and ending in a Gag Factor. I don't know, but here it is.

Standing/kneeling, she called him a weasel. I kinda agree. An erect penis would have helped the scene a bit. A fly lands near her eye, and she has great tits, but there's not much else here. A fake cum shot, fake as the rest of the scene, ends this waste.


Flies buzz around this woman's face.

Next up is Cherry Poppins. She is standin in front of a big TV with a scene from an earlier Gag Factor showing on the screen. The scene where 3 white guys face fuck a black girl in the park. Hence no need to change the line "the quartet practiced in the park" in my American Pie parody. At any rate, Scott Lyons invites her over to suck his dick, and away we go. I've watched this scene over and over, especially the first half when she is tits down. He is leaning back while she is on hands and knees in front of him, and she keeps bobbing deep on this dick. She does most of the good stuff on her own. She attacks it, slobbering, tearing, and blowing snot while she continues to choke on it.

This was the first time I ever saw C Pop, and I immediately fell in love.


She attacks his cock. We get a view of the action from the other side soon.

After she gets flipped, it gets even more intense. C. Pop is so willing and eager to please, she goes past her limit several times. It is a quintessential Gag Factor scene, certainly in my top 10. She gets very messy, and in the BTS we see she wasn't happy after. But I am.


She had to take a breather after this.


She gives us a phony smile after the onslaught.

Now we have Japan. She is a tall dark woman, and Scott Lyons only comes up to her boobs. She says he is too small. So, he Gag Factors her to show her he isn't too small. She gags a bit early before he is all the way hard. He tries to be vigorous, she can't take it. She repeatedly gags and makes a big mess. She finally figures it out and he gets hard, and it turns into a good scene. Not outstanding, but good. The whole scene is in Windsock, and she swallows. A funny, good scene.


Dead inside eyes.

Kitty is next. She is so petite to appear underage, and the scene sets up she can't go to school because she has a sore throat. He just bounces her on his cock and face fucks her for a long, long time. She may have the smallest tits I've ever seen on a woman.



But she takes it like a champ. Again, the male talent being semi-erect for most of the scene distracts from the effect. Several positions are used, including tits up and tits down, and it just continues with him rapidly stuffing his half flaccid cock into her mouth. There is a part where he is hard, and her head is sideways ala GF2, but it ends soon with the cum shot. She swallows most ot it.

Lucy Lee and Sugar Kaine are next. Forever, I thought her name was Sugar Kaline, and wondered how Al Kaline got into the mix? Anyway, she is a husky, well, chubby dirty blone chick who is with Johnny Thrust, and Lucy Lee is with some other guy I see in these movies a lot but don't care who the fuck he is. They are on a king size mattress laying on a floor, and argue about which girl give the best bj. Off we go. I've watched this one several times, too. It's a very good scene. SK seems to be surprised at first at how vigorous Thrust is, but becomes accustomed to it. But Lucy Lee is amazing, I don't see how she fits this cock all the way down so often.


It is stereo throat fucking.

They start out laying while the girls kneel next to them, then they go to tits up. The one guy just fucks the hell out of Lucy Lee's mouth, and she takes it, all the way. SK has a bit of trouble with Thrust, but turns in a good performance nonetheless. It's kinda fun. I mean, they get pounded really well. They go to kneeling/standing, switch partners briefly, and go head to head. Then back upside down, Thrust cums first, and the other guy soon after. Ya' gotta love it.


Lucy Lee is amazing.

Malorie Mary is next, I used to call her Typhoid Mary and I never watched the scene 'cause it starts lame. She catches him looking at a jerk rag, and off we go, sitting/leaning over like in a car. It starts out really well, and she has great tits. She goes about half way most of the time, and not for very long. She is a dodger, and it is awkward. He flips her tits up, and soon gets scraped by teeth. He gets a little depth a couple times, but she fights him and mostly wins. Actually, things improve some about halfway, I should have stayed with it. He faces her while she is tits up, I usually don't like the position, but it seems to work as well as anything here. It's fun to watch her kick her legs when the cock is in her mouth a long way. It ends standing/kneeling with her doing the work at first, and doing a decent job. She actually improved as the scene progressed. They get some serious penetration towards the end, and it ends with a cut to a fight as she swallows - cum?

Gen Padova is next in a two girl/one guy scene with Rio and Scott Lyons. They are on a couch under a tree, Padover is goofing around before the scene starts. Rio is a cute Latina, I like her. They lay upside down, and in comes the stunt cock. He stuffs Padova first, and she chokes.


Padova does get all of Scott down once.

Then Rio, who takes more dick than Padova. Gen goes tits down and gets aggressive, but winds up having to go over to the side and puke.


Gen's puking ass.

But that's OK, that leaves us with a large dick in a beautiful Latina's throat. Padova comes back and goes to Windsock, but she is taking him a lot more shallow now, and cheating with her hand. Back and forth it goes, average scene at best, but don't blame it on Rio. There's lots of phlegm and some chuckles, but one guy/two chicks doesn't usually work well with an oral scene.For the record, I'd rate Gen's performance average. They cut to him cumming a little on the ground, some on Gen's mouth, and a little on Rio, then the girls kiss and lick each other's faces.

Valoria Rose is next. she is a scrawny brown haired girl missing a tooth, Thrust picks her up hitch-hiking and takes her to a traffic island outside a big house, and face fucks her. He loses his initial wood, and dogs bark at them. "Let it drool out. Let it drool out. Let it drool out." Ugh. I'm watching two ugly people have awkward sex.

Xylena is next. She is a very pretty blone girl sitting in a classroom, Thrust is the teacher, you know what happens. She has zero cock sucking talent.

The final scene is a woman named Venus. She is paired with a big dicked black guy, There are slurping and gagging sounds in the background which do not synch up with the action, it actually detracts from the scene. It starts out with her sitting on a bed and him standing, she tries but fails to take him in her throat when he is hard, but does go all the way when he wilts some. The prop in this scene does not keep good wood, so when she goes upside down and gets a good, fast face fucking we are left to wonder how much of the scene is fake, like the sound track. It is either a very good scene, or a very bad one, depending on how you look at it. I take it for what it is nowadays, and it is an above average scene.


I like her eyes.

I have ambivalent feelings about some of the scenes in this older Gag Factor. The Cherry Poppens scene is worth buying the DVD for, some of the others are entertaining, there are a couple other good performances. But, some of the scenes disappoint. So, I give this Gag Factor 3 half-tits.


Rio and Gen Padova

-Chuck, Vegetarian fanboy