I started training at a CrossFit gym a couple years ago. I'm in my mid forties and at the time had a few pounds to lose and wanted to jolt myself into getting more fit and reclaiming some of the youthfulness that I felt slipping away. The owner of the gym and lead trainer was named Maria. She was about my age, perhaps even a couple years older. If you looked closely you could see tiny lines in her face, but she looked super cute for her age and was in great shape. She was petite. Maybe 5'2" at most, with a nice, fit body. She had dark shoulder length hair. I believe she was Columbian, but spoke English very well with only a slight accent. She had a very cute butt and was always wearing yoga pants / workout tights every time I saw her.
She had a beautiful warm smile which emanated friendliness, but was also a bit of a task master. You could tell she loved everything about her job as a trainer as she liked to instruct the class on proper form, technique, rules and the like. Not in a mean way, but also, you could tell she wasn't a pushover either. The best parallel is that it made me feel like I was in elementary school again and had a teacher / mother figure. I liked receiving praise and attention from her but felt that tiny bit of shame when I wasn’t doing something correctly – just like being reprimanded in third grade.
In addition to the gym membership, I had also signed up for a nutrition and fitness evaluation. This involved a schedule where I would regularly do weigh-ins and body analysis sessions with some special equipment. This involved stepping on one of those high tech scales that would not only weigh you, but also tell you water percentage, fat percentage, which muscles were strongest, etc. To do so, you had to take your shoes and socks off and then also grab some handles with your hands. This was so it could run the electrical signals through your body and get the most accurate reading.
The session was all very normal stuff at first. Take off your coat, shoes and belt. Grab this handle, stand still, etc. But since it was just me and her in the back room of the gym, I did feel just the slightest bit of excitement. I guess it's similar to when you have to get undressed for a doctor or nurse of the opposite sex. It's not overtly sexual, but it's just... noticeable. This situation, combined with her in-control personality was something that felt pleasant to me.
For some reason I thought about the whole thing that night as I masturbated.
It also kept me going back to class regularly.
I liked the praise I was getting and how it felt when she commented and examined my results and my body. "Looking good Paul. l like the way this looks," and so on. With her accent, the way she said my name sounded more like "pole" with a long O. I loved the way it sounded when she said it.
During classes when she got a bit over the top with her micromanaging us others would roll their eyes or joke with her. As I became more comfortable I would tease her a bit as well. When she would say something particularly assertive like “one more time guys because you’re not using proper form,” I might fire back with something like "aw... mom! Really?" or “Yes ma'am,” and so on, and the class would chuckle a bit. I would even get a slight smile from her as well, but she was still staying in total control over us and didn't want to crack. She would say things like "well if you misbehave and aren't doing the workout right then I have to treat you like children." Or "You guys aren't into it today and haven’t earned the right to hear music played in the gym today." Light teasing like that.
I actually really enjoyed the class and was dropping some pounds and getting stronger for sure. As the monthly weigh-ins progressed, I started to notice Maria would conduct them when no one else was at the gym. The first couple had been done at the gym while other people were using it or a class was going on and it was just in a back office where the evaluation equipment was. But now, she started to suggest evening times after the gym was closed or Sunday afternoons.
I was getting fitter and fitter and my body was starting to look pretty good -- and I was feeling great too. Because she was a fitness trainer, the state of my body was an obvious conversation point. So under the context, this all seemed normal -- but still stimulating at the same time.
As we were talking about my "gains" one day I mentioned how I could almost see my abs again was happy with some of the muscle definition in my arms. (I'm about 6' 1" tall and weighed well over 200 lbs when I started which was definitely a bit heavy, but there was an athletic body underneath it all. At this point, I was now in the 180s and looking better than I had in a long time.) Anyway, as I was talking about how happy I was with my abs, I lifted my shift up a bit to show her.
"Oh that's great, Paul," she said. "Take the shirt all the way off and let me see your shoulders and arms and I'll tell you where you maybe should concentrate next."
She pointed out some things about this muscle or that, but it was in one ear and out the other for me. I just liked the feeling of being inspected. I suppose it's not unusual for a man to have his shirt off, but I enjoyed showing off to Maria.
A couple things changed from this point. We started doing the evals weekly (to closely monitor the progress and so I wouldn't get off track, she said) and I also just started taking my shirt off regularly for them -- I guess under the guise that it was a more accurate weigh in. But of course also to show off.
During these sessions we would make small talk about this or that. She would also ask about my eating habits and we would go over what I ate during the week. One time, shortly after we had spent a grueling few weeks working on our legs (sometimes there are challenges such as "bicep blaster" or "quadzilla" where you measure your muscle size before you start and then measure at the end of the month), she asked how my quads were feeling. "Sore!" I said. "You really worked us over good this week. I think my quads are definitely going to see some results, but I haven't measured them yet."
"OK, we can do that now if you want." And she went to get the tape measure. "You men always wear such baggy shorts. It's hard to tell what's going on there."
I paused... for what seemed like several minutes, but was really only a second... my brain sensed an opening and I immediately became nervous and couldn't believe what I was about to say…
"Haha, that's true," I said. "Well, my underwear is basically workout tights. It's no big deal," I said as I simultaneously pulled my workout shorts off. I don't know where I got the boldness.
This was risky territory now. Was I interpreting things wrong? Was she going to freak out? Would I be kicked out of class? I didn't know, but I knew that if I asked a dumb question like "should I take off my shorts?" and she would of course tell me no, no... it wouldn't be necessary.
So there I was, in the blink of any eye, I was standing almost naked now. My tight boxer briefs were all I had on. I was very self conscious of my legs and thighs (which did look pretty good) and of course the outline of my... package. I may not have the world's biggest dick or anything like that, but it is definitely larger than average, and fairly thick, with a big helmet head and a slight curve to the shaft. It's something I've been complimented on many times.
I wasn't hard at this point, but there were definitely stirrings. But even completely soft, the underwear wouldn't be hiding much. Looking down, I remember seeing the outline of my dick still lying on its side with the head clearly visible though the thin material of the briefs.
My brain was in overdrive and my head was spinning.
Maria gave a chuckle. “OK... I guess since there is no one around, sure you can be in your underwear if you want Paul.”
I thought she might hand the measuring tape to me to measure myself, but to my surprise and delight she did it herself while I stood there. First one leg, then the other. Her hands circling my upper thighs, an inch or two from touching my balls, as I kind of spread my legs slightly. Her head was also very close to my mid section. Was she looking at my legs...at my cock...both? I couldn't tell. All I knew was that I was lightheaded and wondering what was coming next.
After the measuring was done there seemed to be a moment of awkwardness. Things had gotten heavy, it seemed, and the sexual tension was present all of a sudden.
"OK, Paul, I think we're done then, right? You can go ahead and get dressed." Looking back, I'm sure she was nervous and feeling the riskiness of this situation as well.

"We'll see you next week?" she asked.
Phew! Everything was good, everything normal. Hell yes, I would be there next week.
I was so turned on and excited that I was sick to my stomach most of the week thinking about my next session with Maria. I worked extra hard in classes that week and tried to act low key, while still keeping things light and casual.
"See you tomorrow," I said as I exited class the day before our appointment.
"OK, Paul. Come at 7:30. I'm teaching the last class of the evening and I'll meet you after that."
By the time the next day came, I had replayed the scenarios a hundred times in my head. Would I drop my shorts again? How could I justify this? The leg measuring contest was over so there was no flimsy excuse this time for stripping down to my underwear. I was hoping to still have the courage to go for it and take them off anyway.
As I approached the gym that night, she unlocked the door, let me in and locked it behind me, per usual. But I was shocked by what I saw her wearing. She was dressed in a white terry cloth bath robe, which came to about mid thigh. Her hair was soaking wet. She had just used the gym shower after class, she explained, and I should go ahead to the back office and get ready for the weigh-in while she dried her hair some more.
I was really thrown off by this situation now. What did it mean? Was it a good sign? Was she going to get dressed?? I made my way to the back office and thought about what to do. I took my shoes, socks, and shirt off, but chickened out on taking my shorts off. I just couldn't do it. I wasn't comfortable being so assertive with her, my teacher. I wanted to defer to her as usual and be instructed.
My instincts would be rewarded. She returned within a minute with slightly less damp hair, but still the same sexy white robe. Suddenly, I could not take my eyes off her. Her skin looked glowing and incredibly sexy. Furthermore, she did not have it tied very tightly and I could see a lot of her chest and neck glistening with moisture.
Since I was much taller than her, as she set up the equipment right beside me I was rewarded with a view down the front of her robe and I could see most of her small, but oh so delicious looking breasts, almost to the nipple. This sent me into overdrive and my erection really started to pulse and become full. I started to panic about the state of my penis. Surely, this time I was going to get yelled at. I didn't get a chance to think long though.
"Paul, please take your shorts off again. Even though we ended our leg work last week, I still want to take measurements to make sure you keep the progress going."
My erection was already visible, bulging in my shorts. She had to have noticed already. But now... now that my shorts were coming off and I was standing in just my boxer briefs again, the situation looked outrageous. My dick was tenting my underwear so much and even twitching. I felt like all pretense had to be lost. I didn't even care any more. I wanted her to see my dick.
But still she continued the charade. Sort of. She didn't take any of the normal readings that she usually did first, but just went straight for the thigh measurement. Again, her face was right by my pulsing dick as she wrapped the tape measure around one leg and then the other. To further torture me, the way she was squatting down and moving around, I could see flashes of nipple and even the small, dark and hairy triangle between her legs – the ultimate prize.
I was about to burst and was getting weak at this point. Something had to give. As she finished the thigh measurement, she said, "It seems you are being a naughty boy today," and then actually gave my dick a little tap -- a little flick.
All I could think to say was, "I know. Sorry about that."
"You're sorry about that? So you DO know it's wrong."
“Yes…" I said, a bit guiltily. A long pause hung in the air.
"Paul, tell me, have you ever been spanked?"
I gulped. This was now going into unexpected territory.
"Spanked?” (as if I didn’t hear her correctly). “No," I said plainly.
"Well come over here on the couch and lie across my lap. I think you need a little discipline today. Do you agree?"
"Yes."
I started walking, in a daze, towards her where she was sitting on the couch. She stopped me though.
"Paul?? You don't receive a spanking with underwear on. It needs to be bare bottom."
My heart was pounding my chest as I peeled off my underwear and my bloated cock sprang free. I felt so exposed, so vulnerable, but yet so powerful at the same time as I stood next to her while she was seated.
Next to her on the couch I felt so tall, so strong, so sexual... as my dick pointed straight at her. But yet I was still under her spell.
"Oh wow. My... you are a big boy. OK, lie down here." Her voice was starting to sound breathy as well.
I lay across her tiny lap. Her robe was loose. My cock found its way on top of her soft thighs and the feeling was absolutely incredible.
"OK, since this is your first time, I will take it easy on you. But you know you are a naughty boy for showing your big penis off and getting an erection aren't you?"
She started in on the spankings. They stung a bit, but it was really nothing compared to the humiliating but yet also stimulating position I was in.
Smack. I squirmed. Smack, I thrusted. Smack. I squirmed some more as the spanking continued
I don't remember exactly what was said, but she kept going on about being a naughty boy and commenting on my dick and about me showing off and that I knew what I was doing, etc., while she slapped at my butt and backs of my thighs.
Meanwhile the precum was making her legs a smooth and slippery mess. She was squirming as well and I think wanted her own relief. Finally, she just said, "OK Paul. Get up and let me look at you."
I raised up on my knees, my cock obscenely bouncing out in front me. Her robe was now completely open, exposing her beautiful nakedness. She had a wild look in her eyes. No words were spoken as we mutually came to gather like some crazed animals.
I was now the aggressor, and almost ripped her robe off of her and pushed her back on the couch. We kissed deeply and I was licking and kissing all over her neck and mouth. We were basically mauling each other as our hands roamed all over each other's bodies. I distinctly remember feeling how wet she was. Her pussy was leaking juices all over her upper legs. I had never felt a woman that wet before to the point where it was all over her thighs.
She grabbed hold of my cock and wasted no time in bringing it home. I plunged in easily and we both let out a guttural yell.
I worked my way all the way in, up to the balls and stayed there for just a moment. Implanted.
"Oh god...." she cried. "You feel so good, so deep."
I started the in and out... faster and faster, I picked up the pace. She wrapped her legs around me as we started true, wild fucking right there on the couch. Slapping and grunting.
Then we both started in on the dirty talking.
"Yes, yes, fuck, fuck... fuck me. Take that pussy, Paul."
“Yes, baby give me the pussy... give me that cunt. I need this cunt," I responded.
"Oh yes, give me give that big cock... fuck me. Fuck mommy, fuck mommy!"
The mommy talk drove me wild as I only lasted a few more strokes and started dumping one of the best and longest cums of my life. My cock felt as big as her arm as I planted my seed deep inside her tiny body.
"Ugghhh.... I'm cumming," I groaned, as I spurted rope after rope of cum into her.
“Yes, baby come. Come inside me," she said and she wrapped her legs tightly around me and started spasming right after me.
It was such sweet relief. We stayed in a sweaty mess on the couch for a few minutes in silence before finally we separated.
We took a shower together and got dressed but the words were now infrequent and a bit awkward. I suppose there was nothing more to be said. The deed was done and now it was back to real life.
"OK, Paul, see you in class," she said finally. I went home to try and process what had just happened.
