In Terra Twain's lifting class, gym babes Erica Black,Kira Zen can't keep their hands off each other. Their flirty giggles attract the teacher's attention,she's less than pleased! Don't these two naughty minxes know that working out is serious business? But Kira,Erica have a plan to soothe Terra's hurt feelings. Staying after class, the two brunettes seduce their instructor for a lesbian threesome that begins with a double pussy-licking in Piledriver! Juicy orgasms, delighted gasps,,loud moans abound in an oral train, before their X-rated tryst finishes off with a double penetration fingering for Terra.