Charlie Red is teaching a ballet class to Jason X and Max Dior. She shows them how to do some poses, but is unimpressed with their performance. Charlie decides she'd rather see a better performance from them: how hard they can make her orgasm! Charlie kisses Max and Jason as they feel up her tits, ass, and pussy, then she sucks one lad's dick while the other fucks her from behind. The men take turns fucking her mouth and pussy, then after Charlie has plenty of orgasms, they give her a double facial!