Alley was new in town. As usual, she felt lonely and intimidated by the large city she had moved to. Her life consisted of work, sleep, and the occasional bout of shopping in the grocery store. Her only recreation was a daily workout at the gym.

One day she was in the weight room near closing time. She was lifting weights without a spotter, something that was against club rules, but since she didn't know anyone else and most people had left anyway she continued her circuit. She was doing presses in the free weight room when two of the club staff approached her.

"I'm sorry miss, everyone using free weights must have a spotter. These rules are for your protection."

The guy that was talking was one of the club managers that she'd seen around. Otto's name was embroidered on his chest. He wasn't the most handsome guy in the world, but she help but stare at his large, spandex-sheathed bulge.

Seeing the direction of her stare, Otto, knelt down beside the bench. Placing a hand on her hard, flat stomach, he offered to spot for her since she was new to the club and it was close to closing time. Alley felt her nipples stiffen, straining against the tight Lycra workout halter. Otto's large hand felt like it was red hot, searing her skin with its touch.

Alley dropped her hand nonchalantly to her side, brushing it against Otto's crotch. He flinched slightly and they lock eyes, both knowing that this was a once in a lifetime moment. He pushed his hips forward, urging her to cup his growing bulge in her hand. On the other side of the bench, his co-worker Fredrik, disregarded subtlety and unbuttoned the waistband of his shorts. Alley sat up and took Otto's thick cock into her mouth. She savored the slightly salty taste of Otto's cock, running her tongue along its ridges and seams. Fredrik placed her hand on his member so that she could jerk him off. As she got more excited, she alternated between Otto and Fredrik, sucking one then another. The difference in taste and texture excited her almost as much as the realization that she was sucking off two guys in a public place. As she licked and kissed their dicks, Otto and Fredrik stripped her of her exercise clothes.

She stood briefly to shed her tights. Fredrik lay on the weight bench, his cock pointing straight toward the ceiling. Alley mounted the bench and slowly lowered her hips onto his fleshy spike. The feeling of him filling her void was fantastic, but the setting was wrong for her to push herself onto his prick. Otto rolled her over, fucking her slowly from the side. She groaned low in her throat, the friction of the large cock head splitting her tight, slick pussy sent her head spinning.

Fredrik, never one to miss an opportunity, placed his turgid prick against her gaping lips and told her to suck him. Feeling both cocks inside her at the same time was incredible. Alley reached up and cupped Fredrik's balls, drawing him closer to her, and sucked him deep into her throat.

Otto pushed her legs up, letting him press his hips closer to hers. Soon he's slamming his cock into her, making it hard to keep Fredrik's cock in her mouth. Alley, not ready to come yet, pulls off Otto's cock and turns over, offering Fredrik her hot wet cunt. He takes her up on her invitation, guiding his dick into her hole very slowly. Steadily he inches his cock into her, relishing the wet, slick feel of her.

Alley licks her juices off Otto's cock, keeping him hard but still not letting him come. Fredrik's cock was not as thick as Otto's but it was longer, pushing deeper inside her. Fredrik was all ready excited from watching Otto warm her up so it didn't take long before he was fucking her with short quick strokes. Reaching behind her she squeezed his ass cheeks, urging him to slow down. Fredrik had to make a choice: follow his instincts and come too soon, or pull out of her intoxicating pussy and stay in the party for the grand finale. He pulled out, determined to bring this intense session to an end soon.

Fredrik grasped Alley's hips, swiveling her up onto her knees, as Otto slid between her legs. Alley, her sense swimming from the manhandling she was getting, allowed herself to be pushed down onto Otto's thick cock. She was close to climax and wanted to feel him fuck her fast and deep, but he just smiled and held her hips against his.

She wiggled her hips, whispering in his ear how much she wanted him to drive his cock into her like a jackhammer. The feel of Fredrik's hand spreading her juices around her asshole made her even more insistent. It was only after she felt the wide round head of his cock press against her tight rosebud that she saw what they wanted.

Fredrik spread her ass cheeks with his hands. Patiently, he pressed his cock into her tight nether hole. He loved the feel of her muscular ass slowly relax and allow him entry into her forbidden orifice. He worked his cock into her inch by inch, waiting for her to adjust to the feel of two cocks inside her.

Alley can feel their cocks rub against each other, separated only by the thin wall of her flesh. Once Fredrik had sunk the full length of his cock inside her, he and Otto started working themselves into a rhythm. One slid in as the other pulled out, keeping a constant pressure on her sensitive inside. The sensations built inside her like a bubble, filling ever niche of her being with a tingling feeling. She closed her eyes, concentrating on the feeling of the cocks pushing inside her, splitting her with delicious pressure. Suddenly the bubble burst, her body spasmed as she came. The feeling of her silken muscles gripping their cocks brought Otto and Fredrik over the edge.

Alley cried out. She felt the warmth of their come inside her, shooting into her depths. Otto locked his arm across her back, holding her still as he pumped his seed into her pussy. Unable to stay inside her bucking hips, Fredrik pulled his cock out of her hot ass and sprayed his jism across her ass and back. Alley lay still, the faint reverberations of her shattering orgasm still echoing in her groin. Otto softly rolled her onto her side, pulling his shrinking but still sizable member out of her with a pop. He kissed her lips lightly, telling her to take her time but that the club closed soon.