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Chloe Temple and her friend Jasmine Grey are having a great time trying on the new clothes they bought. They don't know that Michael Swayze, Chloe's stepbrother, is spying on them and watching them strip. Michael is so turned on by the two hot girls that he whips out his stiffie and starts jerking it off. When they notice him, though, Michael runs away to his bedroom. Chloe tells Jasmine that this isn't the first time Michael has perved on her and she kind of thinks it's not. The girls aren't about to let him get away that easily, so they wait until he starts masturbating and then open the door to get a good look at his fuck stick.

Later, Michael barges in on the girls as he searches for a textbook for school. Jasmine and Chloe don't have his book, but they do have an insatiable curiosity about his cock. Jasmine leads the way as they tease Michael about his horny tendencies, then ask him to beat his meat in front of them. Michael initially declines the invitation, but the girls start peeling off their clothes to get him all riled up. When Jasmine makes it clear that she wants Michael to cum on Chloe, Michael's resolve starts to waver. He finally gives in once Jasmine pulls out his hardon and starts stroking it. She tugs Chloe's thong aside and strokes her friend's meaty pussy to show Michael how wet and eager it is. Chloe is all smiles as she peels off her underwear and lets Michael stick it in.

Now that Michael has gotten a taste of his hot stepsis, he's not about to stop giving the two horny girls everything they want. He stops banging Chloe when Jasmine inserts herself between them on her hands and knees so Michael can fuck her doggy style while she eats her friend out. Then the girls get on their knees side by side so Michael can bang them both. Finally, Chloe mirrors Jasmine's initial position so she can taste her friend's snatch while Michael gives her a big O. Finally satisfied, the girls work together to blow Michael in a sloppy deep throat BJ until he rewards Chloe with a sticky facial.