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Cute brunette babe Caprice invites her blonde best friend Anneli to the pool and since nobody else is around, girls get topless and start making out. Actually, there is a guy sun tanning nearby, the girls are just too distracted with one another to notice him, but boy, is he noticing them! Naked girls get in the pool and keep making out while he observes them a gets a tent pitched underneath his swim trunks. Anneli spots the guys and likes what she sees, so she takes Caprice out of the water and into the shade, giving him a much better view as she tongues and nibbles her sweet nipples and tender breasts. The blonde sucks his big juicy dick and spreads her legs so he can fuck her tiny pussy while Caprice watches them and plays with her best friend.