As i settle into the bench i realize she can see right up my shorts. as i think about this i start to get harder and harder. by now, there is no way i...can hide my stiff cock as it pulls the thin fabric of my running shorts up into a tent, exposing part of the shaft and my balls. as i finish my set, and sit up, i notice that rachel is still doing back extensions, and smiling at me. i sit for a while, a little afraid to stand up, but excited that she can still see my stiff cock, and was obviously. Then buried his face into my asscheeks and his tongue went inside of my tight asshole. I felt a whole new feeling come over me and then i grabbed the back of his head pulling him in to feel even more of his tongue. After awhile I told him to stroke my cock. He grabbed my dick and began licking up and down my asscrack stroking my dick with his tongue teasing my asshole. Then he turned and flipped upsidedown and my cock and balls layed across his face and he licked my gouche and started sucking. He is letting me have my way even though I can see his cock almost bursting out of his pants it’s so fucking hard.I give him a cheeky smile and walk around him; his arse is so sexy mmmmm. I slowly rub my hands up his back after squeezing his arse, slowly and gently. Smoothing my hands up, he moans my name, I smile, I have him now.I lean down and from the base lick his spine to the top so slowly and he shudders and trembles under my tongue. I smile listening to his breaths catching, his lust. ‘But ever since I started dating Leonard I’ve had a thing for nerds.’ ‘Who’s Leonard?’ I asked, playing along. ‘My ex-boyfriend,’ Penny said. ‘He lives across the hall.’ She kissed me. Her hands slid around behind me and squeezed my ass. I twitched in surprise. She laughed and pushed me backward so that I sat on the bed. I looked up at her as she stood over me, her nipples were stiff and poking at the fabric of her halter top. She was beautiful and sexy, her elegance spoiled, or maybe.