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Wearing a black fetish mask, a guy works out in the gym lifting weights. Stood behind him spotting is a brunette, but it seems other things are on her mind as she keeps reaching round to play with his cock and balls! Changing machines, the guy starts working his legs, but unfortunately this position is, again, the perfect place for the brunette to continue fondling his dick! They change positions, the brunette on the weights now, conveniently dressed for the gym in stockings and lingerie! The guy plays with her small tits from behind as she squats. Before long he has her topless lying back on a bench, kissing her boobs then tonguing out her hairy pussy! The panties come off and he works that tight hole with fingers and mouth, making the brunette's hips buck in pleasure! That pussy needs some work and our guy is happy to oblige, keeping his face, and tongue, down there right up until the end of the scene!