Stunning Brunette Amazon Phoenix is working out at the gym lifting weights.

Frank is watching her from the side making her nervous, and when she calls him out for staring at her he tells her she shouldn't be there because girls don't belong in the gym. She makes a wager that she can "kick his ass" to which he accepts. So begins a spectacular one sided match with Frank beneath the Bruentte Beauty for most of the clip's running time. Though she is not very experienced (Frank can be heard instructing her a few times during the action) she is game for the fight and uses some very excit...

Stunning Brunette Amazon Phoenix is working out at the gym lifting weights.

Frank is watching her from the side making her nervous, and when she calls him out for staring at her he tells her she shouldn't be there because girls don't belong in the gym. She makes a wager that she can "kick his ass" to which he accepts. So begins a spectacular one sided match with Frank beneath the Bruentte Beauty for most of the clip's running time. Though she is not very experienced (Frank can be heard instructing her a few times during the action) she is game for the fight and uses some very exciting and effective holds. Headlocks, Head Scissors Holds, Double Arm Locks, and tight School Girl Pins are among the holds he uses to subdue the weaker male and make him her slave. She orders him to kiss her pretty pink nailed feet, then he pampers her with a long foot massage. She finishes him off with tight face sitting and breast smother holds before declaring herself the winner.

The clip includes 3 brief "Behind The Scenes" shots of the lovely Phoenix