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Ryan looked at his watch, wrapped tight around his scrawny forelimb. Half-past nine in the morning on a weekend and about fifteen minutes until his session with Blake. Claws nervously scratched at the back of his neck when he looked at the gym. It was a small building, jammed between two townhouses that helped give it a squeezed impression. With a sigh, he readjusted his gym bag around his shoulders and stepped inside.

The smell of polyethylene foam instantly caught his attention, as if he still had a gym class from highschool. Now fully graduated, Ryan never thought he'd miss that smell. Back then, even as a scrawny kid, he never felt too far behind other people in his class unless they were star athletes, and his school didn't have many. Now, with everybody at his office pumping irons or talking about gains, the wolf felt all the more self-conscious.

That feeling webbed and flowed as he walked through the front lobby. Sure, there were people packing muscle and benching weights he'd deemed ridiculous, like that one gator girl with a huge dumbbell in each hand. But he found people either similar to his stature, or in worse shape, like a thin mouse boy running on the treadmill besides the gator. "Can I help you?" Ryan snapped back around to the front desk, seeing a sheep girl with an inviting, if not retail trained, grin looking him over.

"Do you have an appointment, or just walking in? I ask 'cause you don't look familiar, unless you've been coming here for years and I'm just blind." She gave a modest shrug.

"New, and yeah, I got an appointment." Ryan leaned up against the front desk, "I'm meeting with Blake for some personal training. Where can I find him?"

"She's over by the ring."

Ryan blinked. "She?"

The sheep nodded. "Yeah. Don't worry, Blake's one of our best trainers." While Ryan didn't doubt the secretaries words, he had some apprehension about a female trainer. Now, why would he? He reassessed his biases on his way to the ring, figuring that he shouldn't feel intimidated by a girl getting him in better shape. After all, she had to know more than he did. But this wasn't just standard weight lifting he signed up for. Ryan picked boxing because he wanted or rather, he hoped, it'd help him be more manly.

Before approaching the ring, Ryan stopped and noticed something off about the center support beam in the room. Tally marks were drawn all around it, with the initials BP circling etched at the top. Was it some kind of progress bar for members? Hit your goal and get a mark on the pole? Ryan wasn't sure if that made sense, especially since he couldn't figure out what BP was supposed to mean. Bench presses maybe? No, the bench press was near the walls. He figured he could ask his trainer, after the session maybe.

A lone badger stood in the ring. Broad shouldered, tough looking arms, and a small white natural fauxhawk helped her stand out against the black fur. His eyes shifted to her chest when she turned, noticing that, if it weren't for her tank top, he could have easily mistaken her for a guy. Her black shorts were baggy, something akin to the men's aisle than the ladies. "You Ryan?" She asked, leaning over the ropes with a curious grin, her earthy brown eyes looking him over.

Ryan nodded, wondering if she was judging his body already. "You Blake?"

"The one and only," she said, eyes unwavering in his gaze. "Already dressed, huh?" The badger pointed a tapped hand to his own gym clothes. Ryan suddenly felt self-conscious at his choice of outfit. Lacking any sort of workout shirt, the wolf just picked his largest shirt, which really belonged to his older brother. He just never returned it. Same with the stretchy workout shorts that he needed a tie to keep around his waist. "You locker shy?"

"N-No," He lied. "Just figured I'd walk in with my gear ready. Brought a change of clothes in my bag." He held it up for emphasis. The badger tilted her head, but didn't say anything else. Ryan took her hand as she held it out, finding himself pulled up to the ring with one swift movement.

"So, what's your goal?" The badger asked, leaning her back against the ropes.

"Did...did I not write that up?"

"Yeah, but I wanna clarify," The badger explained. "You said you wanted to bulk up, right? Well, boxing isn't really gonna bulk you up like proper lifting and dieting. It's a lot more cardio."

He knew that. At least, that's what Ryan told himself when she brought it up. "Yeah," the wolf nodded, "I figured I should start with improving my stamina. I've tried lifting weights before, but I found myself giving up too early. Figured I need a bit more endurance."

"Or some discipline." Ryan's heart skipped with the way she said it. He couldn't tell if her small grin was just friendly, or something more. "Sure, a healthy body helps. But the real kicker is up here," she tapped her skull, "There's a balance, but a lot of exercise is a mental game. You know how to stretch?" He nodded, then after some thought, shook his head. "Ok," she snickered, "Mirror after me."

It started with a neck rotation. Shoulders flat, body loose with a deep breath. Then the shoulders, and after that, the waist. As much as he focused on her movements, his eyes darted down to her chest and below on instinct. By the time she swayed his legs, and he mirrored it, he thought he saw something hidden behind her sweatrunks.

She passed him a jump rope after they finished. "Ok, now let's warm you up. You know how to jump rope?" He lifted his brow at the question, she scoffed. "Alright, show me how you jump rope."

Of course he knew how. He just hadn't done so since elementary school. With both handles in his hands, the wolf swung the rope down before him, kicking right when it reached his feet, only for his toes to get caught up in the rope. "You gotta do it faster, and you gotta wait." Blake took another jump rope to demonstrate. With a quick swing, and a jump, the rope flew from her head, to her feet, and back again. She continued, building a rhythm and occasionally crossing her arms. Ryan felt his tail curling between his legs at the display.

"Now you. Come on."

Ryan tried, and failed, three times with her encouragement before finally getting some rhythm. Every time he caught it between his feet, Blake motivated him to try again. No judgment, no insults, just positive reinforcement to keep him pushing.

"Alright, let's see your punches." Blake tossed him a pair of boxing gloves. Ryan had no trouble getting them on, playfully bashing them red gloves together when finished. Turning to face her, his smile dropped when he saw the badger wearing boxing mitts. "Come on." She urged him up, "Show me what you got."

"Um..." The wolf said while standing up, "Are you sure that's ok? Shouldn't I start with a punching bag?"

"I wanna see what you know first." She put her hands up, "Don't worry about hurting me. That's what the gloves are for. Now put 'em up." Biting back his reluctance, Ryan raised his fists like he'd seen every boxer in the movies do. Blake shook her head and helped him readjust, physically moving his arms and legs into position. She was just as strong as she looked. "Now, you're gonna want to twist your first from vertical to horizontal. It generates force. Punch with your hips, build motion."

There were a lot more rules to punching than he realized. She batted her gloves again and told him to swing. The wolf twisted his hips with the first strike, aiming center mass towards her left mitt with his left hand. "Opposite fist." She barked. He followed through with the right to her left, then his left to her right. "Come on. Give me some effort." Every punch that followed came with another order, another extra push.

When that didn't work, she tried a new tactic. "My kid niece hits harder than that." Ryan growled and punched again, giving an audible smack against the leather. "Yeah, that's it. You're on fourth-grader level." Nostrils flared. He punched again and again. Speed and power building with each strike, each insult pushing him further and further until he changed his target to her stupid face.

Immediately after contact, Ryan felt a force hit his chest. It was soft, not enough to hurt, but it sent him tumbling to the floor all the same. Whatever adrenaline coursing through his blood faded when he looked up, seeing the worry on Blake's face with her hand stretched outward as if she'd operated on instinct.

Then her eyes darted down. And, in curiosity, so did his, widening to find his shorts tenting up. "Umm...great lesson, by!" He rushed from the ring, hunched over to hide his erection. The wolf internally swore to himself every second towards the locker rooms, cursing his own weakness and stupidity over the confused erection.

"Fuck," Ryan breathed out, slumping against the nearest wall. He wanted to figure out what happened, to justify why he ran or felt the way he did. But, for the first couple of minutes, the wolf just stayed there. His legs pushed him against the wall rather than crossing to sit like a regular person.

A couple more breaths and his erection finally died down. "Come on, Ryan," He whispered to himself, "Focus. You're here to get stronger. Get better." The wolf wasn't even sure of that anymore. His legs were shaking and his arms grew heavy. Half of him wanted to fall over and stay there. The other reminded him how dirty a locker room floor generally is.

After what felt like thirty, but was actually five minutes judging by the wall clock, Ryan sighed and turned to face the door. It opened before him, with the badger trainer standing in the middle of the frame.

"You ok?" She asked, holding her hand out after Ryan fell backward to the floor. "You've been in here for a bit. Normally people don't take long showers at the gym. I think we have a policy against it."

"Fine. I'm fine." He took her hand, feeling her strength dwarf his own as she pulled him without effort. "W-What are you doing here?" He asked, rubbing his wrist, "This is the guy's locker room."

"No. It's the locker room." She pointed to the sigh, "We only have one. They're unisex."

"That seems like a recipe for disaster."

She shrugged, "We have a no staring policy. And a good complaints system. Most people get used to it if they come enough." Ryan nodded. He wasn't sure if he agreed, but he didn't know what else to do. Neither did Blake, given the deafening silence between them after the door closed. The badger cleared her throat, "Anyway..." She said, scratching her head, "I don't want to imply, but I figured I might as well be blunt. Did you enjoy our session, or 'enjoy' it?" If the finger quotes didn't signal it, her gaze down low did.

"I...I...uh..." He blushed, scratching his own head, "I mean, I didn't mean to do that. It just kind of has a mind of its own."

"No, no, I get it." She nodded, "It's just. Well, I figured, and only if you're interested." The badger held her palms out flat, "I've got like...a private lesson I could teach. After gym hours. Tonight."

"Tonight?" He asked.

"We can try another time. If that's not good for you." She blushed again, twiddling her fingers, "Like, I know a lot of people can be busy in their after hours, and I don't know your schedule so-"

"Y-Yeah," He stammered, "I could come back tonight." Forcing a chuckle, he added, "I mean, I'm already gonna be sore tomorrow, why not add a little more?"

Her eyes lit up, "Well, rest is important, but yeah. Tonight?" She asked, and he nodded. "Tonight then! Let's say, six?"

"Six is good."

With two thumbs up, the badger said, "Great! See you then." It was only after she left that Ryan had some inkling of what just transpired.

***

His body shook with every step back to the gym. The churning in his stomach fought against him, his dry mouth giving out every breath with a shudder. Did he look good? He spent five minutes in his car combing through his headfur in the rearview mirror. Did he need to look good? It was just a special one-on-one session after all. With a badger that sent him to the floor, saw his erection, and did not immediately see him as a pervert despite all evidence pointed that way.

The wolf figured he should look good. He thought about going to a sporting goods store and finding some new gym clothes. Something that'd show off his frame better. But Ryan remembered that his frame was nothing to write home about, so instead, he just swapped out his shorts for another pair and wore a different baggy T-shirt. He'd be sweating tonight anyway, so what did it matter?

This was the lie he repeated to keep calm as he knocked on the glass doors in the front. No answer. Cupping his hands against the glass, he peeked through makeshift binoculars to see a gym devoid of life. He checked his phone, finding it to be two minutes after six.

"Hey," he felt a tap on his shoulder, "You made it." Ryan twisted around like lightning, heart racing from his chest. The badger had her hands up, palms open, and eyes wide. After a second, her face relaxed and she chuckled. "Sorry, sorry, didn't mean to scare you."

"Didn't mean to be scared," He said, mentally kicking himself the moment he said it. Straightening his posture, the wolf leaned against the glass and put on as slick of a smile he could muster. "So...you gonna let me in?"

"Not through the front I'm not." She grabbed his hand, squeezing as tighter than he could, and pulled him along the backside of the gym, through the metal door that blended almost seamlessly with the paint of the building. "I'm glad you decided to come. Would have been awkward if it was a day I wasn't on closing duty."

"Trainers have closing duty?"

"Uh...yeah?" She responded flatley, "I'm an employee. What'd you think I did?"

He shrugged, "Just train, I guess. I never thought too much about it."

She shrugged back, "No one does. Come on." The badger had him wait in the ring while she grabbed equipment. For a moment, Ryan looked around him and found it odd how empty the gym was. When the floor was busy, he felt cramped. The noise of machines running, grunts from heavy loads, or even the squeaks of sneakers, were all gone. Only her rummaging remained, and the stretch of the ropes as he leaned against it.

His attention turned back to the pole in the room. It still had its marks, but now he noticed just how many marks it had. There had to be five completed tallies there. "Hey, what're the tallies for?" He asked, pointing to the pole.

Tossing the boxing equipment into the ring, Blake looked over to the pole and smiled. "Oh, I'm sure you'll see soon enough."

"That a threat?" He half-joked.

"More like a promise, if you're up for it." Climbing onto the ring, Blake started her stretches and laid out her ground rules. "So, we're going to have a little match. But it's gonna work a bit differently." Blake held up ten fingers, then two, "Twelve rounds, ten points per round." She pointed to her head, "This is worth five points, the body is worth one. Any points you don't get go to me."

"Why?" Ryan asked, now noticing the single piece of headgear in the pile of gloves and tape.

"That's 'cause you're the one that's gonna be throwing punches." Blake grinned, tossing him a pair of gloves, "But I gotta get points somehow, even if I'm playing on the defensive."

Catching the gloves, Ryan pondered for a moment and asked, "So...what are we scoring for? What happens to whoever has the most points?"

Hands on her hips, the badger grinned and said, "I figured they could top."

His knees turned to jelly, heart seeping through his chest. "What?" He asked, wide-eyed and breathless.

"You heard me." She nodded, fitting her own gear on. "Oh, and to make it more interesting, the loser of each round strips off a piece of their clothing. You wanna back out?" Ryan, for better or for worse, shook his head and strapped in his gloves. "Good boy," Blake cooed, sounding the bell when they were both ready.

The wolf hadn't boxed before today. He'd thrown maybe a punch or two as a child, but he'd never been in a fight that threw more than one. His red gloved fist swung wide, caught by her blue and deflected. "Straight punch, with your shoulder!" She called out. Ryan tried with his left, finding his fist batted away. "Better! Again!"

Every fist came with a lesson. Ryan kept calm and listened, twisting and pushing his body with each new word of wisdom. She caught his hand right as the bell rang, smiling proudly as he stood there panting. "That's ten points for me. Lose the shirt."

By the second round, Ryan was able to score five hits and keep his clothes. In the third, he got a lucky headshot and Blake tossed her own shirt off. Her firm sports bra caught his attention in the fourth round, losing his boxers by the end of it.

In the fifth he was naked, but he didn't care. He kicked off the ground and jabbed, catching her just by the skin of her headgear. Blake weaved through now. Her words of wisdom silenced as he picked up speed. By the end of round seven, she'd tossed her shorts aside. The wolf, resting against the ropes and guzzling a bottle of water, noticed her bulge as clear as day right then and there.

"So...I guess I probably should have told ya." The badger cleared her throat, "I'm a...not a hundred percent a girl. I'm a-"

"When's the next round?" Ryan asked.

Blake blinked, her face in a state of shock. Then the timer rang. She smiled and put her fists up, "Right about now, pretty boy." That smile stayed strong through the next rounds, with a fire burning in her eyes as she dodged each and every one of his blows. Ryan's legs burned, his arms were weak, but he found the strength to throw jab after jab when following the badger through.

Eventually, exhaustion caught up with him. Sweaty, naked, and wobbly, the wolf hit his knees against the mat in the middle of round nine. "Come on..." Blake urged, catching her breath, "You can do it." He shook his head, too tired to raise it. "Oh?" He could imagine her coy little smile plastered across her face as the badger looked down. "You giving up?"

Saying "Yes." Would rob him of another breath, so he nodded. The rip of velcro echoed in the air, followed by her gloves bouncing off the floor. Tough fingers locked into his hair, pulling his head back with enough force not to hurt, but to make him grunt all the same.

He tasted her sweat across her lips. The odor of their match traversed his nostrils as she explored every inch of his mouth. His tongue offered no resistance, submitting to her conquest. Ryan didn't even realize she pushed him until he felt his back against the corner. "You know, you're pretty cute." She said in the moments between sucking his breath, "What are you really trying to achieve? Bigger arms? Pecs?" The badger traced across each muscle she named, possessively digging her nail against his fur.

"J-Just...just confidence," Ryan admitted.

"Really?" Her hand slipped down between his legs, wrapping tight around his burgeoning erection, "I'd say you've got plenty to be confident about. You got my interest. But I know a few workout routines that'd help with that. Though it's a certain kind of end goal."

"What's that then?" He asked, hips softly thrusting to her touch. She laughed quietly and let go, only to hoist him over her shoulder and carry him off the ring. The wolf could have melted in her arms, feeling so perfectly at peace in the stronger woman's grasp.

Then she let him down near the tallied pole. "For starters, you'd need a new outfit." She ran her hands roughly across his body, pinching and pulling to hear his little yelps. "Something that really sticks to you. Not this baggy crap. You gotta flaunt what you have, even more, when you get it."

Gritting his teeth, Ryan shivered at the judgemental eyes looking at his thin frame. "I...I don't know. I'm a bit too weak for that."

"That's why," She took his wrists and pulled him to his feet, "I'm gonna train you." With a single jump rope, she tied his wrists tight against the pole, high enough that he was forced to stand with his ass out before her. "Gonna get you some proper yoga, some cardio, and the right diet. But most of all, I'm gonna make you love this body." Her sweaty touch ran down his spine, and slipped between his backdoor cheeks, "Especially here. You ever played with your ass before?"

"E-Enough times..." Sucking in his gut, he smiled and added, "I could always appreciate a partner."

"Good." She slapped his left cheek, laughing when he winced. Then, with both hands, she spread his backside wide. Ryan's expectations were shattered when he felt the warmth of her tongue lining against his pucker. A soft shudder escaped his lips, hands gripping tightly only to realize the gloves had turned them into useless mittens. If Blake noticed, she didn't react, focusing instead on the backdoor massage that circled his ring.

Then it pushed through. Her slimy organ lathered his inner walls. His breathing tensed, words comparing it to a massage were broken up and incomprehensible. "F...Fff..." Not even a solid swear could break through.

"Poor baby never got a rimjob?" Blake teased, her finger pressing at the hole to keep him from closing. Ryan shook his head, mentally panicking if he should ask her to keep going or wait for what came next. The wolf hadn't noticed her gym bag was so close as she zipped it open out of his sight. "So, you ok with a little derogatory wordplay?"

His ears twitched, face blushing, "I mean...so long as it's not that alpha and beta shit."

"How's bitch?" She asked.

"Bitch i-is!" He shivered at the cool lube against his ass. She laughed but kept spreading it, slipping it inside his walls. "Bitch is fine..."

"That's good. Cause you're on the Bitchpole."

"The what?" He asked.

Two hands, one wet with lube and another dry, clasped against his hips. "The bitchpole," She repeated, just as her tip pressed against his lubed backside. "It's what the BP stands for. Why did you think it has got all those tallies?" Any answer he could give was put on hold due to the lip-biting pressure of his ass being spread. The badger pushed slow, patting his hips to keep him calm. First came the head, then inch after inch stuffing inside him. His cock stood tall, despite the knowledge it wouldn't get lucky tonight. "Each and every one of those is a new bitch in this place. We even have them color coded. I'm the black."

The black marks were made up of almost three sets. Fifteen 'bitches' including him, all submitting at this pole for her pleasure. If he didn't have a cock deep in his ass, Ryan would protest how that made him feel. But he did, and all he felt was fullness. "Want me to go rough or gentle?" She asked.

Gulping his breath, Ryan muttered out, "G-Gentle. You're bigger than...than what I'm used to."

"Well." Her boobs pressed against his back as she embraced him, "We'll just have to change that, won't we?" She pulled out slowly, stopping halfway before sinking back in. The badger fucked him carefully, clutching his chest to keep him safe as the wide member filled him. Better she did, as Ryan didn't feel he could support his own legs. "Can't have a bitch who can't take it rough. What if I needed another workout? Though, I suppose this is a good cooldown." One hand slipped between his legs, fingers tip-toeing up his cock, "Has my newest bitch ever cum from just buttstuff?" She asked. Ryan shook his head, his breathing too focused on moans over words. "No? Well, we'll have to make that a goal, won't we?"

Those muscle fingers squeezed his tip. The wolf's howl cracked like a child's, his ears drooping at her chuckle. "Yeah, I can see it." The badger's palm rubbed against his tip. "First, we definitely need to get you some new clothes. Like I said before, something tight to show off your body. Then we need to work this cute little ass of yours. I'm thinking yoga. I like my bitches flexible."

Ryan couldn't bring himself to respond. His strength was focused on keeping his body from slumping, helped by her hold and the rope tied around his wrists. The wolf tried holding back his grunts, ashamed of the high-pitched squeals escaping his lips. Blake didn't let up, toying with his cock as she slowly filled and emptied his backside with every powerful but controlled thrust of her hips.

Her whispers and taunts became fantasies in his mind. The tight clothes, the onlooking eyes watching his ass and crotch as they practiced yoga, and even helping her relieve stress after heavy weights. "M-More..." The wolf muttered, twitching his cock for her attention.

"Hmm?" She teased, "More what? This?" Her fingers squeezed around his dick, into a vice ready to pump his load. He squealed, nodding fervently. The badger let go, "Nah," she laughed, returning to teasing it with her palm. "I want to toy with it. Not pump it. Maybe if you're a good bitch it'll get more attention. And good bitches don't hold back their pretty voices."

Ryan surrendered his last shred. He cried out, ears furling at his pathetic voice whimpering and moaning. Blake squeezed his rod again, her hips thrusting hard enough that he could hear the wet slap bouncing off the gym walls. "That's a good little slut," The badger cooed, "Sing for me, my pretty wolf."

His body surged, pooling at his crotch as the wave of pleasure slammed and spewed from him. She didn't let up her pounding, keeping her rhythm through his spasm until the warmth of her desire pooled into him. For a short moment, they stayed there, her cock still deep in his ass. A sense of longing swelled into him when she pulled out, the only sensation he had left as his legs collapsed and his knees hit the seed on the floor.

Tallying another mark, Blake untied the wolf and hoisted her over her shoulders. "I think that earned us a shower." Ryan didn't, and couldn't argue.

***

"Did you scare another one off?" Blake did her best to ignore her spotter's question. Conversations were not the best place when benching one hundred and seventy-five lbs. But Ronny loved to talk, and she had a desire to whop the wallaby whenever he did. Part of why he made a good spotter.

Racking it up after the tenth rep, Blake hunched over and grabbed her water bottle. "I don't know, Ronny. I really don't," She said in frustration. It had been a week since she had Ryan as a client, and while things did move quickly on their first day, he seemed to enjoy it. Did the post-nut clarity scare him away? Blake knew even she had some second thoughts after filling his ass.

"Shame, I figured he was cute." Ronny leaned over the bar, his muscles bulging through his tanktop, "Honestly, would have loved to mark him on my tallies."

"Well, he's mine first." Blake stretched her arms and grabbed her sweatrag, but found it missing. "Ronny, where did you put it?"

"It was filthy." A new but familiar voice said. Blake blinked and looked to her right, seeing a lean wolf in a skintight workout black bodysuit with purple trim smiling back at her, holding a clean sweat rag. "I figured you could use this one instead. Don't worry, I didn't throw it away."

With a blushing smile, she took the rag and wiped away the sweat from her face. Ronny whistled, "So you must be Ryan." The wallaby said with a teasing tone, "Thought you'd have more...baggy clothes."

"Blake suggested I try something more...fitting." The wolf stretched up, exposing his nipples standing out against the mesh material, "Couldn't find anything like this in stores, so I had to order online. Wanted to surprise her. But if I need to sign up for another workout session I can-"

"No." She smiled, wrapping her hand around his ears to scratch it, "No need. I could use a more fun workout partner." Pulling him in, the badger added, "I don't want my bitch to pay for my attention, after all."