Ciao wants to start working out to tone up his body and build up some muscles. Poax told him to come by after the gym closes and he would give him some pointers on machines and weights to start working with.

It isn't long and Poax obviously has a particular muscle he wants to give a workout. The men strip down and start working out each others "muscle." Ciao makes sure to give Poax's asshole a good workout as well (gotta keep up those tight butt cheeks).

After some "mouth to cock" and "hand to cock" exercises, Ciao lays back on the workout bench and Poax sits on Ciao's hard cock for some "deep muscle tissue workout." Pumping up and down faster and faster, deeper and harder, Ciao makes sure that Poax gets a good workout.

Ciao decides he needs to get some good leg work in and changes up positions with Poax laying on the bench while Ciao stands and continues to work out Poax's hole. Needing to work on his own thighs, Poax gets up on all 4's as the deep muscle tissue workout continues.

Now it's Ciao's turn to get some deep muscle attention. Poax commends him on how well he worked out his own hole, but wants to show Ciao how the pro's work it out. Ciao sits on Poax and the workout is just too much for Ciao and they both have to take matters in hand for the final reward of their workout.