Hayli Sanders, Lovita Fate, and Marilyn Sugar are doing yoga in the Fitness Rooms. Sitting behind their instructor Hayli, Lovita and Marilyn can't pay attention to the lesson and flirt with each other instead. Making eyes at one another, the ladies abandon the stretching to make out. Deep in meditation, Hayli's breathing patterns are interrupted by the sound of smooching, and she turns around to find her lesbian students getting it on! Hayli is jealous, but her emotions are quelled when Lovita and Marilyn include her in their naughty fun. Stripping off their gym clothes, the ladies worship each other from breasts to booty, then each of them takes a turn as the center of attention!