Charlie Red and Michael take a dancing class in the Fitness Rooms with sexy instructor Alecia Fox. Alecia puts them together and teaches them a waltz, then takes Charlie's spot so she can better demonstrate. Charlie gets jealous at the chemistry shared between Alecia and Michael, and demands Alecia let go of her boyfriend. Alecia proves to Charlie that Michael wants her by taking out his hard cock and stroking it, then giving Michael a blowjob! Charlie competes for his attention by sucking his cock too, but the ladies get so turned on that they forget their differences and play with each other's boobs instead! Michael fucks Charlie standing doggystyle, spanking her booty, and then Alecia rides his dick cowgirl style. After the women are satisfied, Michael cums in Charlie's mouth, then she spits it on Alecia's tits so they can play even more!