Gloria's Transformation - the Gym

Semen foam drools from her mouth and flows down into her eyes and hair. She doesn't wipe it away from her eyes, enjoying the stinging. Tears run out the corner of her eyes. He directs two more guys to ejaculate into her mouth, to keep her coughing and gurgling, and to see more foam flowing over her lips and down her face. These guys fuck her soaked pussy for a while and then climax in her mouth. She likes the taste of her cream on their cocks.

She loses track of the number of times she is choked for everyone's sexual gratification. He slowly increases the time he holds his cock all the way in her, making her gasps for air and gurgles louder with deeper breaths. And he shortens the time she is allowed to gasp, making her more and more desperate for air with each session. Finally, most of the semen is pumped into her stomach and he decides they have had enough fun with her and stops. The guys release her. She breathes deeply while moaning for several minutes, relaxes, moves down on the bench, and smiles broadly. The guys laugh, realizing they have been fooled. She makes no effort to clean the semen foam from her face. Her voice is hoarse and sounds funny when she speaks because her nostrils are still full of semen.

"Wow, that was an awesome throat fuck!"

He moves to between her legs and rams his cock into her sopping pussy, giving her a huge instant orgasm, and she screams hoarsely.

"Oh yeah, I want your huge, black cock!"

Since he has already blown once, he fucks her for 45 long minutes. With each of his powerful strokes, she moans loudly and sprays milk. She adores every inch of his eleven inches and has gigantic orgasms. He has rarely fucked a woman who could take his whole shaft, and he wonders how such a petite woman like her can do it. She doesn't hold her tits, but lets them swing wildly for the crowd and him.

Near the end, he withdraws, lifts her up and puts her face down on another, narrow bench. This splits her breasts apart to each side of the bench and puts her huge ass on display, to everyone's delight. Her weight on her breasts spreads them out, and a steady stream of milk flows from her tits. Guys empty their water bottles and take turns putting them under her nipples to collect some of her milk. The new position is uncomfortable for her, with her huge breasts split wide apart, but she enjoys submitting to his wishes. After he blows in her, he turns her over and starts fondling her gigantic tits, which are still covered with milk from her previous position. She enjoys his stroking and groping of her tits. Then he starts sucking on her nipples, and there is still some milk left for him to drink. She lets him play with her tits as long as he wants, enjoying the orgasms. When he walks away, she is still incredibly horny.

She sits up and blows the semen from her nose. The black guy comes back to introduce himself and get her phone number, which she readily provides. His name is Terrill, and she plans to take his phone calls. She leaves the dried semen foam on her face, and the milk on her boobs, to make her look sexier, if that is possible. A big glob of Terrill's semen falls onto the bench, and she scoops it up with her hands and puts it in her mouth, to Terrill's amusement. She spots a guy with big, hanging balls among the many guys staring at her, and points at him. She talks through a partially closed mouth, to keep the semen from spilling out.

"Hey you, lie down here on the bench!"

First she fondles his balls, then squeezes his scrotum above his balls to tightly stretch the skin over his balls, and pulls them up to her mouth. She likes balls that hang low because they are easier to make love to. She opens her mouth and Terrill's semen flows down onto this guy's balls. She still doesn't even know this guy's name. She uses her lips and tongue to spread the semen all over his balls, then she licks and sucks it all off. She moves his balls across her tongue, kissing and sucking on them.

"Your balls are so wonderfully big!"

She sucks one ball into her mouth, tightens her lips around it, then pulls it out of her mouth, making a kissing or popping sound when it leaves her puckered lips. She loves that so much she does it over and over again, to one ball, then the other. Then she sucks both his balls into her mouth, one at a time, and tries to tell everyone to look at her bulging cheeks, but no one can understand her. They do laugh at her trying to talk with a mouth full of balls. The vibrations from her speaking are finally too much for the guy, and he starts coming. So she pops his testicles from her mouth and starts sucking his cock and swallowing his semen, while having a huge orgasm.

"Who else has big balls?"

A bald ugly man, with a huge belly and thick, dark hair all over his body, steps forward. The crowd thinks there is no way this gorgeous babe is going to do him. Gloria is disgusted by the guy, until she sees the size of his balls. She hurriedly goes to her knees in front of him, and becomes terribly excited by the sight and smell of his huge, hairy balls. She puts her hands under his balls, and lifts them up.

"Press your legs together!"

He does as commanded, and when she lets go of his balls, they stand proud in front of his legs. She grabs his hairy ass and buries her face in his balls, squashing them against his legs. Their aroma fills her nostrils and excites her more. She grabs his balls and kisses and licks them all over, enjoying their pungent taste, and is happy that he has apparently not taken a shower for days and he is sweaty from his workout.

"I love your sweaty balls!"

She runs her tongue and lips all over his balls and up and down the seam along his scrotum sack as far as she can. She sucks as much of his scrotum as she can into her mouth, tongues it, and then moves on to another area. She stops when his balls lose their taste and smell. They glisten with her saliva that drips onto the floor. She then struggles to get just one ball in her mouth and finally succeeds by stretching her mouth as wide as possible, sucking hard, and squeezing the ball between her fingers to get it past her lips. She is so aroused at this point, she has a huge orgasm, but her moan is muffled because her mouth is completely full. She starts having multiple orgasms, her legs buckle, and she falls to the floor, taking his ball with her until it pops out of her mouth.

"Give me your balls!"

He kneels at her head and leans over her, covering her face with his hairy balls and scrotum sack. She has orgasm after orgasm sucking on his balls and moving them across her face and tongue until he blows big wads all over her tits. She lies there on the floor for a while, enjoying the after glow of so many orgasms, in a puddle of her juices.

"Looks like I need a shower", she says, as she picks many of the fat guy's hairs out of her mouth, pulls them from her teeth, and swallows them.

She picks a handsome, young lad and leads him to the shower room by pulling his cock. She enters a handicapped stall, since it has more room and handrails, and of course makes sure the shower curtain is wide open. She tries to kiss him, but he turns away and asks her to first rinse off her face. He asks to soap up her boobs, and she lets him, even though she is dying to have his cock inside her. Finally, she puts a foot on a rail and guides his cock into her. After he finishes with her, she sees a group of guys crowded closely together outside her shower where they could watch her being fucked. So she bends over, sticks out her ass, puts both hands on the rail, and smiles at the crowd.

"Next!"

The men who can get no view of her form a line that reaches into the locker room. Many of them are not good looking, and only last a few minutes inside her, but at this point, she is so horny, she could care less. So many of them want to soap up her boobs that she gets tired of it, because she wants to be fucked. So after each guy finishes with her, she doesn't turn around and just hangs on to the rail and looks over her shoulder as each new guy mounts her and starts fucking her. Sometimes she doesn't even look and waits for the surprise. When she feels a new cock enter her, she tosses her head back and moans loudly. She pushes her ass into the men as they ram her, to increase their pleasure and hers. Their cocks are not long as she likes, and she wants to force them deeper inside her.

A few of the body builders go to the head of the line to fuck her a second time, to her glee. They pick her up and hold her legs as they fuck her while she hangs onto the bar. A few ask to do her anally, but most don't ask before ramming their cocks into her asshole. New guys keep adding to the line faster than she can fuck them, so the fucking continues for over two hours. The last guy is number twenty, she thinks but doesn't know for sure. She washes the cum and cream off her pussy and legs in the shower. Four late arrivals start begging her as she, naked, dripping, and jiggling, is walking to the locker room. Seeing their erections and feeling their hands on her breasts and ass arouses her and makes her want to please them.

"Okay, you guys can fuck my tits."

She sits on a bench in the locker room, spreads her legs wide apart, cups her fingers under her pussy, waits for a blob of semen to fall out, and smears it between her breasts. She lets each guy in turn fuck her cleavage. Her tits are firm enough that no one needs to hold them together, but the men do anyway, since they love feeling them. Their squeezing produces more milk. When they are ready to come, she leans forward and opens her mouth so they can ejaculate into it. She raises her head, keeping her mouth open to show the semen on her tongue. Then she looks into their eyes to see their reaction and forces their cum out of her mouth, so they can watch it flow down to her chin and into her cleavage, providing lubrication for the next guy. Her cleavage is soon full of foam. Some guys of course miss her mouth, and her cheeks and hair accumulate streaks of semen, which she intentionally does not wipe off.

Some new guys walk into the locker room, see what is happening, and immediately take off their pants and join the line. Finally the last guy cums, she shows him his cum, swallows it, opens her mouth to show him it is gone, licks her lips, and smiles. She wipes the spume from her cleavage and hurriedly dresses before more guys show up. She deliberately does not wipe her face, says goodbye to everyone, and leaves the locker room. As she is walking through the gym, she turns her body from side to side to face everyone and wave goodbye and to swing her huge breasts, giving them one last show. She wipes the shiny cum off her face and neck with her fingers and licks her fingers clean, enjoying the taste and the curious looks from the people seeing her. The semen in her hair she sucks on in her mouth.

"Wow, what a great workout I had today!"