Once Maxine gets done telling the camerawoman what's in store,
Marcus & Joachim step over and Maxine gets to work by deep throating 'em
both. When she's done, she bends over so Marcus can do her from behind while she
continues sucking Joachim's dick. After some brief cowgirl, Joachim slides into
her ass and she continues riding him. She goes for a ride on Marcus before
Joachim mounts her to turn it into a double penetration. She continues stuffing
Marcus' dick in her ass before getting off for some ATM as Joachim hits her ass
from behind. She gets on top of him for some more anal reverse cowgirl that
Marcus turns into another double penetration. There's another double
penetration, this time regular cowgirl before she takes a double shot on her
face.

Watching this scene, I
couldn't help but notice that while Maxine was cute, she seemed "worn out".
That greatly cut down on my enjoyment of this scene and had me watching the
clock, counting the seconds until the next scene. 

After introducing herself, Teagan tells us she'll be shooting her
first anal scene and they jump straight to the action. No foreplay. We see
Teagan getting some reverse anal cowgirl before getting off to give Brian's dick
a try while she sucks on Marcus. She bends over for some doggy, first from
Marcus and then by Brian while she does some ATM with Marcus. Brian disappears
as Marcus resumes hitting her ass from behind before giving her an anal spooning
that results in a shot on her mouth.

Teagan is a cutie who handles her first anal
action pretty well. I was initially surprised that there was NO vaginal
action in this scene [Up Your ASS, duh!], but watching Teagan pop her
cherry[?] was really hot. I think the scene also benefited from Brian
disappearing halfway through it

Turns out Brian shows up here with two cute Jessicas. Jessica
Sweet, on the right, is a cute pasty girl while Jessica Darlin, on the left, has
a nice tanned body with a killer ass just begging to get fucked. Once he has
them strip off their clothes, he gives both pussies a quick licking before the
ladies coordinate an attack on his dick. After a lengthy blowjob, Pasty Jessica
bends over to get speared as Tan Jessica maneuvers herself to keep Pasty's
tongue working on her tan pussy. Tan Jessica gets on top of him for some very
sexy reverse cowgirl before turning around so Brian could slide in her ass.
Pasty J bends over for some anal doggystyle as she licks Tan J's pussy. There's
some ATM by both ladies, before he gives Pasty J an anal spooning [with Tan J
providing some periodical ATM]. After some vertical anal missionary for Tan J,
Brian ends the scene with a shared shot on both ladies faces.

Man is Jessica a hottie. Jessica DARLIN', that
is. Her sexy tanned body and nice, thick curves made me wish that they
focused more of the action on Tan J instead of Pasty J. However, this was a
pretty hot scene. 

As we begin the scene, Bella's already on her knees with Marcus'
dick deep down her throat. She gives his dick a pretty lengthy and juicy blowjob
before bending over for some doggystyle. Some deep, penetrating missionary is up
next, followed by some deep anal missionary. During this position, Bella's
holding her knees up near her head with her legs straight up in the air, forcing
her lovely tits to get scrunched together - sexy nipples and all. Marcus pulls
out of her ass for some brief ATM before sticking it back in her pussy. Next up
is some vertical anal missionary while Bella rubs on her pussy before Marcus
pulls out and shoots all over it.

I've liked Bella ever since I first saw her in Azz
Fest 2. She's a cutie with a thick ass, a nice set of tits and an insatiable
sex drive. While I don't really care for ATM, the three things Bella has going
for her made me overlook my disdain.

Britney begins the scene by alternately stuffing her mouth with
both guys dicks, before bending over to get fucked from behind as she keeps her
mouth full. She sits on Brian for some anal reverse cowgirl before the other
brotha walks around and turns it into a double penetration that goes on for
quite a while. Britney bends over, this time for a lengthy doggystyle double
penetration before the guys shoot on her face.

Britney is a cutie with some fantastic blue
eyes. She definitely has no problem handling Brian and his buddy.

Marcus gets a good look at both ladies asses before he starts
rubbing and fingering them. Katsumi leans over to start sucking his dick while
he continues fingering Roxy. Eventually, Roxy turns around to help her buddy get
a handle on that thing. As Roxy is giving it her best shot at attempting a deep
throating, Kat gets on the couch and bends over for Marcus to deliver some brief
doggystyle. After pulling Roxy's fishnets down, Kastumi gives her pussy a quick
licking before Marcus gets behind her to give it a good spearing. Kat  and
Roxy both take turns getting on top for some cowgirl, both reverse and regular,
until Roxy gets an anal spooning that turns into anal reverse cowgirl.  Kat
gets on a turns at some anal reverse cowgirl before we see Roxy hop back on top
for some brief cowgirl. There's some ATM before the girls straddle each other in
a 69 position as Marcus gives Roxy's ass one last pumping before shooting on
Kat's face. Not a drop goes to waste as Roxy tries her best to clean off Kat's
face with her tongue.

I thought Roxy was a slight bit hotter than Kat,
but I enjoyed watching them both in action. This was a pretty hot scene that the
girls enthusiasm made even hotter.

This wasn't a bad flick. SU did a great job of "capturing" the action
and the ladies on this disc are really cute. They also enjoy getting hammered in
their ass, which i'm sure is a necessity when you're starring in a flick called
"Up Your Ass".

Another fine addition to the "Up Your
Ass" series, this one gets a Recommended.