From across the gym, chiseled hunk Max Dyor is eyeing Lady Bug and Paula Shy as they lift weights. These two fit babes look so sexy in their spandex outfits that he just can't look away! When he saunters over to chat them up, the girlfriends don't seem that impressed by him. But that doesn't stop Lady and Paula from taking advantage of Max's huge hard-on! Starting out with a double blowjob, they get his throbbing cock ready to ride. The bisexual cuties then take turns straddling Max in Cowgirl, bouncing up and down as their pussies tremble with juicy orgasms. After such an energetic threesome, Paula and Lady won't have to worry about skipping cardio!