The Gym Class

Denise walked into the changing room. Stopped and looked around. Smiled to herself. This is what she'd planned. The woman's changing room was empty. No other female was in the gym at this present time. It's Tuesday afternoon at 2 o'clock. If it's anything like last the 3 Tuesdays, there wont be anyone till at least 5. Again she smiles. She's remembering last week. There was 5 black men in here. All at least 6 feet tall, handsome with strong muscular bodies that looked like they'd been covered in oil. But were in fact drenched in sweat. But mostly it had been their lunchboxes that held her vision. All week she'd thought about them. She'd started teasing them weeks ago. Even in an old baggy t-shirt and long shorts she'd been able to draw their attention. What with all the different positions she had to get in, it was obvious that they'd be watching without watching. This week she'd make them dribble. From mouth and cock.

As she'd first walked into the gym, one of them had been in reception. He'd said hello then smartly disappeared down the stairs into the workout room. She recalled his name as being DK. Denise hoped that he'd run down to tell his mates that the bird from last week was here.

She moistened up just thinking about what might happen.

She undressed down to her thong and looked at herself in the mirror. She cupped her large breasts in her hands, tweaking both nipples that were already fully erect. She spun round and caressed both bum cheeks and thought " not at all bad for a 47 year old." She knew she still had what it took to make men want her. She pulled on a vest t-shirt and decided to take the thong off. No point in going half way. She slipped on a pair of tight shorts, some trainers and then looked once more. Her long dark hair was straightened. Make-up was done as if she was on a night out and not a workout. She thought she'd better get in there. No time to waste.

Denise went trough the doors and immediately counted 6 of them. Same 5 as last week plus 1 other. He seemed a bit older than his friends but she also noted how fit and strong he looked. She placed her sweat towel down on the bench, stood in front of the wall mirror and started stretching and warming up. She could feel their eyes on her. Pleasing her. For her part, she never looked or even acknowledged them. Just kept bending and stretching. She didn't need much. Her blood was already boiling. From the corner of her eye she could see them nudging each other as she bent over touching her toes. She completes a little wiggle and stands upright. A few rear arm stretches that make her more than ample tits stick out and she's ready to begin her workout.

She gets into position on a bench deciding to do some bench presses. 2 of the men run over to see if they can spot for her.

"Thank you. It does get a bit difficult on your own sometimes." Denise laid back and the 2 men stood either side of her head waiting for her to lift.

Already she could see the tell tell bulges in their tight lycra shorts. She was also pretty sure she could smell them too. Her nipples were painfully hard and were clearly visible under her vest. Both men were looking at them. When they thought that she wasn't looking they were making smug faces at their friends. They really thought they were in control. Denise went to work. On the third lift she acted as if she'd pulled a muscle in her shoulder. The men caught the weights off her and helped her get upright.

"Are you ok love?" one of them asks.

"I think so. I think I've pulled a small muscle in my shoulder. Right in the middle where I cant reach."

"Here, lean forward and we'll see if we can help you out."

"I don't think that's a good idea, do you? I don't even know your names."

"Fair enough. My names Errol and this is Connor. Over there while we're at it is DK, Baz, Ernie and the old fella is Lou."

Denise looked over and said hello to each of them in turn. But when she got to Lou, her eyes were immediately directed to his lunchbox. She could swear that from at least 15feet away she could see his cock running down his leg. If that was the case, he had to be huge. Denise gave a little moan from the back of her throat. She wanted some of all of them. The men looked knowingly at each other.

"I'm Denise." She replies, looking at each in turn. " As long as your gentle you could rub my shoulders now for me."

Errol placed his big hands on the top of her shoulders and gently but firmly started to squeeze. He was stood so close to her now, she could see the outline of his helmet through slitted eyes as she pretended to relax. It wasn't long before things changed for the better. Errol who was stood behind, placed his hands on one side and said to Connor to stand in front and do the other side. Denise could hear shuffling and wondered what was going on. Finally, Connor stood in front and started kneading her shoulder. Now she knew what the shuffling had been about. Connors cock was semi hard and still going strong. He appeared to be the youngest. Late twenties, early thirties at a push. Obviously didn't have the control of his mates. They pushed and pulled at her and Denise kept feeling Errol's bulge on her arm. Her already wet pussy leaked some more.

"I think you've done it. Hang on." She catches a glimpse of Connors hard knob as he quickly moves behind her. She rotates her shoulders.

"Thanks guys. That's sorted it. Feels a lot better now. Better get on and do some exercise or I wont get anything done."

"No problem." says Errol. Connor has her back to her and wont turn round to face her. She knows why.

Denise gets off the bench and decides to do some leg work. At the squat machine she lays on her back and places her feet up onto the pads.

She notices that all six of the men have changed positions as well. It just so happens that they were facing her and would be able to see her shorts inside her pussy. She wonders if her juiced up cunt will show through. She hopes so. With a light weight on she starts to press up and then down. What with the exercise, the heat and also the sexual chemistry in the room, Denise has a film of sweat all over her body and her already tight vest is even more clingy. Her D cup breasts and large nipples are clearly visible. God, she felt so horny. From the corner of her eye she's pretty sure she saw Lou rub the length of his cock a few times. She was also sure the others were as well. Baz already had a wet patch in his shorts, so had Connor and Ernie. By the time she'd finished they would all have them. Leg presses done, Denise went over to fetch her towel that had fallen down beside the wall. So making sure she faced the right way, bent down to retrieve it. As she did, somebody walked past and touched her arse. To her credit she didn't move. She definitely heard somebody groan though. She stands up with her back to them and pulls her vest up and away from her body and continues to wipe the sweat off. Smiling, because she's aware that they can see her reflection in the wall mirror. Connor turns and runs out the room. Denise faces the lads.

"Is Connor alright?" she asks nobody imparticular. " Does he have a problem?"

"He's ok. Shouldn't take him long to sort himself out."

She liked the thought of Connor sorting himself out. She only wished he'd had the nerve to do it here. Men had always, since she was a girl, wanked in front of her. It was like an obsession. She could watch them all day long. While she continued to wipe herself, she imagined his big fist beating his fat cock. It spurting all over his flat stomach. She'd love to be in that cubicle. She decided to try and do just that.

"Are you sure he's ok? He might have an engorged muscle that needs rubbing. And if that's the case I'd love to return the favour to him."

"No probs. Just pop back there or would you like us to show you." Errol says, talking to her tits.

"Please. If your sure that will be ok." Denise replies, fully aware of what's about to happen. She walked among them, through the door, all the while feeling fingers accidentally touching her legs and any flesh they could find. More than one stiff cock accidentally nudge her as well. Errol said to wait at the door while he went in. He came back in about 20 seconds.

"Shhhhhhhh. Come quietly."

She went forward, the others followed quietly behind her. Following Errol, she crept into the shower room. He pointed to a cubicle and tells her to stand on the seat. On tip-toes she can just peer over the side. There's Conner, sat on the seat, His eyes are closed and he's slowly wanking his big beautiful cock. She watches him and her hand slips down to her shorts leg and a finger caresses her wet lips softly. Denise becomes aware that there's a lot of heavy breathing going on. Not just from Connor. A hand touches her leg and she gasps. Connor becomes aware of her for the first time. He looks up, their eyes meet, but he doesn't stop. In fact he gets faster. The hand on her leg has become two. One on each leg and their getting more urgent. Denise is starting to tire up on her toes for so long. Dragging her eyes away from the scene below her, she turns and before her is an even better scene. Four big cocks are stood up to attention in front of her.

"It's about time. I've been thinking about this for weeks." As she gets down and grabs a cock in each hand. She lets them lead her out of the cubicle and into the gym. She looks around and can count only five of them even though Connor has joined them.

"Where's Lou gone?" She asks Ernie who was right in front of her, squeezing her nipples.

"Don't you worry about him none. He'll be right back. He gone to make sure we don't get disturbed for a few hours."

"You see, it's his gym and we told him about you last week." said Baz.

"Yeah. We told him what a cock teaser you were and how we're going to make you pay this week."

For once, she didn't know what to say. So she said nothing. One things for sure, there was no going back. Not that she wanted to. No way. In fact, truth be known, she was a little scared. These were big strong men with some very big cocks. Would she be able to handle them all They all seemed to move towards her at once. Hands were everywhere. All over body. Her eyes closed and she felt somebody lift her vest off over her head whilst someone removed her shorts. Hands gently pushed her down to her knees and a cock was immediately pushed into her face. Her mouth opened gratefully and he pushed inside. The others were rubbing their cocks all over her. Wherever they could reach. She greedily sucks down on the one in her mouth. Her hands reach behind him and squeezes his tight bum. Opening her eyes, she sees it's Errol whose knob she's eating. Not that she cares. She's going to suck them all and make them cum all over her before they get some serious fucking in. Denise reaches out and grabs two more in her hands and starts to wank them hard. She lets Errol slip from her mouth.

"Are you all going to cum over me?"

"I knew you'd be a dirty bitch. You look like one. Been thinking about doing you all week. We all have. Now put me back in your mouth."

"Don't be impatient. Why don't you others start wanking yourselves off. Then cum over my face." Every cock was oozing pre cum so she knew they wouldn't be long. She took that knob back into her mouth and he started fucking her face. Hard. She was sucking and wanking for all she was worth. Denise wanted their cum so badly. Errol's cock had gone really thick as had the two in her fists. She went at it harder and was rewarded with spunk hitting the back of her throat followed shortly cum hitting her face and tits. Someone pulled her around and more landed on her. Just Baz to go. He wrapped his cock in her dark hair and fisted himself.

"Go on. cum over me. I like that. You know you want to." she said as she lets her tongue slide across her lips.

With that Baz erupted. There was so much.

"I've been saving that for you all week bitch. Fucking cock teaser."

"Well I hope you've some more left. I aint even started yet."

"Me neither." A voice says from the doorway.

"You better take care of this before you do anything else. Or you wont be coming back in here.

Denise looked over. There stood Lou. He must of been early fifties. Didn't look it. It was obvious he worked out daily. But his cock was fucking huge. It had to of been 11inches long and at least 31/2inches round. These others weren't small by any means, but Christ, this was a monster.

Bigger than her largest dildo. He walked towards her. His proud knob erect and dribbling. She sat on a bench, legs apart. He stood between them, his cock in front of her mouth. She let her finger caress his helmet, making it all wet from his own cum which seemed to be continuously oozing. He had so much of it, she was able to take his knob in both hands and smear juice all over it and his balls. The other 5 were stood around watching. Each pulling their own pricks slowly. With Lou's balls in her hands, she could feel them moving and the suddenly they went tight. She grabbed his monster prick in both hands, put the tip to her mouth, and wanked slowly but firmly. All the time groaning and slurping. She knew all men liked that. Lou let an almighty gush erupt from his swollen member. His prick was jerking around so much she had trouble holding on to it. It seemed like as soon as she swallowed her mouth filled up again. When his cock was spent she wiped it in her hair and sucked it clean.

By now the rest were more than ready. She laid back on the bench and Connor quickly got between her legs. And just as quickly inserted his fat prick into her opened cunt. Ernie was on his knees beside her head. Turning a little to the left, she was able to suck his sticky knob. Denise was in heaven. Five big cocks and one huge one all for her. She'd never had six before. Had four. But that's another story. This was the only thing that made her cant really wet. If she wasn't thinking or doing it, she was talking about it. Bobby loved to hear of her sexual adventures. And she had loads of them. She couldn't wait to tell him about this tonight.

There was a lot of groaning going on. She had men's hands all over her. Mauling her tits, her arse hole and even someone trying to get their fingers inside her pussy, even though Connor was giving it a good fucking. Baz and Errol put their dicks in her hands so that they could have some pleasuring as well. Her long fingers curled round each knob, squeezed until juice leaked out and then wanked them as fast as she could. Ernie must of liked the sight of this because his cock went instantly fat and cum flew into her mouth. He pulled out and sent another load over her tits and belly. He was quickly replaced by DK. He must of been having a good wank because he came as soon as she nibbled on his bell end. Denise pulled his balls to make sure he gave it all. Connor was close behind. Filling her pussy. Load after load. Cum was running down the crack of her arse. Still with Baz and Errol in her hands she quickly sat up and wanked their cocks really fast.

"I want you to come over my tits. Would you like that?"

Both men were feeling a breast each. Pulling on the nipples so that they stood out even more so than they were. There cocks were either side of her face and she knew it would'nt be long before she got a face full. Sure enough, as she licked her lips, both men came together. Considering that they'd both cum not so long ago she was surprised at how much there was. Not that she was complaining. Her three favourite things in life were cocks, balls and then cum. She stunk of jism. She'd never had so much on her. The lads moved away and she opened her eyes in time to see five of them go through the door to the changing room. In front of her stood Lou. His horse sized cock looking angry and hard. Denise wondered if she could take it in her pussy.

"My god Lou. It's massive. I've honestly never seen one that size on a man before." Denise pants. His big chest is heaving as he tries to catch his breath. His helmet, about the size of a toddlers fist, drips cum. She's not sure if it's from when she sucked him off or it's a new lot. Lou pulls her up and guides her into the changing room. She can hear the showers running.

"Take you trainers off whore. It's time you had a shower."

Denise slips them off and he pulls her around the corner. In front of her, under the jets of water, stood the other five. All soaping themselves up around their cocks and balls. He pushes her in with them.

"Soap her up lads. Make sure you pay special attention to her fat pussy." said Lou as he pulls his foreskin slowly back and forth. " I've been wanting a piece of that since you told me last week about her. Five pairs of hand were all over her body. She had fingers in her pussy, in the crack of her arse, soaping all over her tits. Absolutely everywhere. Heaven. A short time later, Denise felt Lou's big dick press up against her back. " She's ready Lou. Where you going to do her?"

By now Denise realised she wasn't in control anymore. She was a slave to cock.

"Take her into the locker room. Then we'll see what this slut is made of."

In the locker room Errol sits on a bench. His 81/2 inch meat is erect. She looks at them all and their all erect. She's bent over and her legs are parted. " Stick this in your mouth bitch. All of it." She loved to pretend to men that she was weak and like them to think that they were making her do this. But this time they were really taking the game to her. Denise slurped up and down Errol's knob and she felt Lou's massive bell end

at the entrance to her pussy. She tried to relax so it would be less painful. Lou worked his helmet in and kept pushing. With what he was doing and the cock in her mouth she hadn't felt this full for years. The others were again rubbing her tits and legs and she could feel herself cumming.

"That's it cock teaser. Take all of it." Take all of it she did. Squirming back onto him. He pulled out and then slammed it back in. That caused her to gag on Errol's dick. Didn't bother him none. The sight of Lou's fat prick doing her made him spill his load for the third time. Lou's big hands grabbed her arse and he pumped his second load into her pussy. Not only did he have the cock of a horse, he came like one too. Lou pulled out and she collapsed on the bench. Jism running down her thighs. Looking at her watch she noticed it was 4.30. Just enough time before anyone else turned up. " That's the best workout I've had in a long while." she thought. " Roll on next week."