It was Tuesday evening and Jill headed off to the gym for her usual workout. She was quite proud of her figure and she had every right to be, at 5'3" and 110 pounds, Jill was a petite girl with all the right curves. She went into the locker room to change, dropping her gym bag on the bench as she opened her locker and unbuttoned her shirt. The room was quite cool and as she slipped her bra off, her nipples became quite erect and she shivered a bit before she dragged the jeans down her legs and stepped out of them.

She opened her bag and fished out her sports bra, which she slid into, her hard nipples very evident as they poked against it, making protrusions in the tight material. She stepped into her exercise shorts, pulling them snug against her warm crotch, delighting at their brief touch and then pulled the shirt over her head smoothing it down across her stomach as she paused and reflected on how great she felt at that moment. She sat down on the bench and put her Adidas shoes on and then tucked her stuff into her locker and headed out. There were several people working out as she entered and she decided on the treadmill first as it seemed to have the fewest users and set about a brisk walking pace as she adjusted the controls and made the resistance show itself.

After a brisk 30-minute walk, she changed to the cycle and rode 10 miles before she paused to take a break. She noticed a couple of guys eyeing her as she worked out and kept a glance going as she sat and slowed her breathing. Jill was proud of her body and she loved it when men noticed it, so she put all her effort into showing them just how great her body was, flexing as if to stretch, which she knew would thrust her 35c tits outward and she kept stealing glances to make sure she still had their attention.

Jill stood and turned her back to them as she began to stretch out and touch her toes, knowing that the fabric of her shorts would stretch across her ass cheeks and cause them to ponder the ass beneath them as she worked and caught peeks at them between her legs. It was all harmless fun and tended to get her quite horny, so when she got home, her husband would reap the rewards of her actions. She caught a glimpse of them walking towards her and continued to stretch, not wanting to be obvious that she knew of their approach.

"You are quite agile," one of them said as they reached her.

"Thank you, I work hard at it," and she stood and faced them.

"Frank Dooley is my name and this is my friend Bob Ascott," and they shook hands.

"Jill Formen," she returned and they all sat on the bench as they talked.

"Bob and I couldn't help but notice that you have quite a great shape Jill," and she could see their eyes covering her body as they looked at her.

"Well thank you," she coyly answered.

"Would you like a Gatorade to help you cool down?" Frank asked and she accepted it as it was held out to her, she was quite thirsty. She hadn't noticed that the outer wrap was missing as she drank it down greedily; her body quite anxious to replenish it's lost moisture. She had it downed in just a few drinks and turned to put it in the trashcan.

"Thanks, I needed that," she told them as they continued to make small talk. Suddenly, she began to feel warm all over and decided she should excuse herself and get into the shower and head home and they parted company as she headed towards the female locker room, fighting the urges that welled up inside of her as her pussy began to ooze and her nipples got rock hard, what was wrong with her? She couldn't explain the strange urges wafting through her as her pussy throbbed and before she even got the water of the shower on, her hand had found her clit and she was rubbing it furiously, desperate for release. She gapped her legs as her hand feverishly worked at her aching clit until she suddenly came with a force she had only experienced a couple of times before and she didn't even care if she was alone and she screamed out her pleasures.

Her hand had not satisfied the longing within and she now dug into her vagina with her fingers, trying to calm the urgent need deep inside as she heard a noise behind her and looked to see the two guys standing there totally naked as their cocks pointed straight out in front of them, "Looks like she could use some help Bob,' Frank said as they both stroked their hard cocks and Jill sank to her knees before them, anxious for the real thing as her hand drew a cock to her lips and she sucked it in, unable to get enough. Her hand jacked the other cock as she traded them between her hands and her mouth, her need burning inside. Frank came first, his cum shooting into her mouth as she slurped it down hungrily and then Bob began to cum, as thick jets of his hot cum shot across her face and tits and some lodged in her hair.

She found herself using her fingers to draw the cum to her mouth off of her body as she ate it as well, then she felt herself being pulled to her feet as she was walked to the bench between the lockers and laid on her back, the two cocks hard once again as one was guided between her open legs and she moaned as it spread her outer lips and made it's way inside. The other cock was presented to her mouth once more and she greedily accepted it as her hand massaged the firm balls and it sank to her throat. He grabbed her firm tits and began to squeeze and massage them as he fucked her willing mouth, her body seeming to be insatiable as her two lovers ravaged her. Her ankles were lifted and placed over his shoulders as his fucking became harder and she tried to scream out an orgasm as his cock pounded her, but the other cock was buried to her throat and only throaty moans escaped as she shook under the pounding. The two men brought her off several times before they too came and filled either end of her willing body with their hot loads, but still she wanted more, she had to have more.

The two of them withdrew and her hands sought out their sticky cocks as she pumped them back to life and they turned her on her stomach as she was slid so that her ass was at the end of the bench. The last one to fuck her now seated himself in front of her and inched his hard cock to her waiting lips as she strove to suck him inside and she felt the other cock rubbing her pussy as her juices coated it and then felt it poised at her ass. She was no stranger to anal sex, although at this stage she would have turned down no sex as hot as she was and as much in need as she was. His cock broke through her anal ring and that forced her forward and onto the cock in front of her as she swallowed it into her gaping mouth, and the cock began to inch forward, filling her ass as she felt yet another orgasm approaching. Her body was driven forward by the thrusts into her ass as she swallowed more and more cock and she came, blessed relief she hoped, but only minor as her body raged for even more.

The cock in her mouth exploded as she tasted his thick cum and felt it slide down her throat and she continued until she had sucked him dry and clean and then the pounding of her ass ceased as she felt his hot cum coat her insides. He withdrew with a slap on her ass, "Jill, you got my vote for sex queen. I've never met anyone who could suck and fuck like you," and they both withdrew, but she was still needing more.

"What the…" and she turned to see a woman in a uniform near the lockers.

"Make you horny babe?" they asked her, but she didn't have to answer, the look was all over her face as the men helped her undress and Jill watched patiently. It turned out that she was on the cleaning crew and that the gym had closed while they were having their fun, so now just the four of them were in the building. Once they had her stripped, Jill took a good look at her, she had a decent body, smaller tits and a slight belly, but she was a good-looking woman.

"My friend and I need a small rest, do you think you could help out our friend Jill here?" and she nervously nodded her head as they led her over to Jill and they placed her hand on Jill's pussy as her own instincts took over. She pulled her hand out of Jill and moved it to her lips, where she licked it clean and then she moved around and straddled Jill's head as Jill licked the woman's wet pussy.

She didn't know how long the woman had been watching, but she was quite wet and Jill's tongue was getting her even wetter. The woman dropped her own head to Jill's pussy as she licked from her ass to her clit, sucking in the cum that oozed out and then attacked Jill's pussy with a feverish pitch, making Jill reciprocate. "Damn, that looks good," one of the guys said as they watched the two women eat each other and each have an intense orgasm as well. Jill had almost forgotten about the two guys as her new partner feasted on her wanton pussy, but then she heard them talking, "You take Jill's ass, I want the custodian's tight ass," as Jill felt a cock at her rear entrance and she opened her legs to allow the cock in her ass and the female head on her pussy at the same time.

She looked up and could see the cock and then the balls as they loomed over her face and she watched in fascination as the cock penetrated the custodian's ass and the balls drew across her own face. The cocks in their asses and the tongues on their clits drove the two women crazy as they came several times before they each had their asses filled and came one final time. As both men withdrew, both women stopped long enough to clean their cocks and then continued to eat each other out once more. They had another violent climax before the custodian got up and pulled Jill to a sitting position and they locked mouths.

They swapped each other's orgasms as the men watched and then the four of them showered together. The two women were bent forward at the waist and kissed as the men fucked their ripe pussies one last time, leading them both to another orgasm before the men came in their pussies. The men washed off and sat back down to watch the women work on each other, as they kissed and caressed each other's bodies. They finally got into a 69 position on the shower floor as they cleaned the cum out of each other and then they rose and washed off.

"By the way Jill, the Gatorade had a little something extra in it. Bob and I had seen you here before and we worked out this plan together. She was an added bonus," and they looked at the custodian, "My name is Connie," she said and there was a silence and then Connie said, "Can we do this again sometime?" whereupon they all smiled and nodded their heads, "Definitely."