Lily, Alexis and Averi, three sexy and fit hotties, come back from a day of shopping. Lily shows off her new shoes for the other girls. Averi is helping Lily take off the shoes and as she does so ends up staring at the outline of Lilys pussy through her underwear. This gets Averi horny. She lets Lily know as she reaches up Lilys leg and rubs her pussy. Lilys more than happy to partake in some friendly fondling. First they take turns checking out each others asses and pussies. All three have round, juicy asses, and little, lip-smacking pussies. Next they help undress each other. Finally they get down to business and Alexis starts eating Averis pussy. Lily gets the attention next as both girls eat her simultaneously. Last, but not least, its Alexis turn. Lily dives in and eats Alexis ass while Averi eats her pussy. After all three girls have cum and are content they lie down in the bed as they intertwine their bodies.