Cutie Lily Lou is devastated after a breakup and is being consoled by her loyal friend, Anna Sky. Curvacious Anna promises Lily that it's going to be okay, and that's when the two start kissing! They've always had crushes on one another and with Anna's roommate Kyle Mason distracted, the two have some privacy. Anna is riding Lily's face when Kyle walks past her bedroom door. Kyle can't help himself, he starts rubbing his big, hard dick while he spies on the gorgeous women. When Anna spots Kyle, she knows exactly what needs to happen - maybe a spicy threesome is just the thing to help Lily get over her ex!