Katie and her boyfriend, Ben, had just arrived outside the apartment complex. They had organised to have a few drinks and watch the basketball game at Ben's best friend's place. Ben knocked on the apartment door while he and Katie waited for a few seconds before the door opened.

There stood Jack, smiling, before welcoming the pair inside. Jack was by no means an attractive guy. He was quite overweight, short and still had some zits on his face despite being more than five years out of high school. Jack appreciated the feeling of Katie's enormous breasts up against his chest as they engaged in a brief hug and kiss on the cheek. Katie noticed Jack sneak a glance at her chest region as she walked towards the kitchen to put the drinks in the fridge. She was wearing a tight white t-shirt with a skimpy bra, which meant the immense size and shape of her breasts could easily be seen.

All three of them got straight into the drinks, chatting, laughing and enjoying the game for several hours. Ben had clearly had the most to drink, as he had begun to slur his speech, and frequently stumbled and lost his balance every time he got up from the couch.

After the game had finished, Katie suggested that they put on a movie. Jack agreed immediately, followed by a mumbling from Ben, who was looking very intoxicated at this point. Jack set up the movie before joining Katie and Ben on the couch. Katie was sat in between each of the boys on the couch, Jack on her left and her boyfriend on her right. Not even ten minutes into the film, Jack and Katie both looked over at Ben, who had started to snore.

They both looked at each other, smiled, and chuckled quietly.

"That's so typical of him," said Katie, shaking her head and grinning while looking at her boyfriend.

"Yeah, seems like he's had a few!" Jack replied, still chuckling. The two of them turned their attention back to the screen.

Katie had started to feel a bit of a buzz and she was reminded of earlier when she caught Jack staring at her impressive rack. She grinned to herself. Without hesitation, Katie reached over and began to rub Jack's thigh with her left hand. Jack looked taken aback and uncomfortable, shuffling awkwardly over to his left. Despite his best efforts, Katie again reached over and continued to caress Jack's thigh. She smirked as she noticed some movement in the crotch region of Jack's pants, which excited Katie even further.

Katie then promoted her attention towards the tent that had begun to form under the zipper of Jack's pants. Katie was delighted as she felt that Jack's penis was already hard. Jack was frozen in his seat, not knowing what to do. He knew that this was wrong, as this was his best friend's girl. But, on the other hand, he couldn't bring himself to stop what Katie was doing to him.

Katie then brought her other hand over to unbuckle Jack's belt, before unzipping his pants, reaching underneath his underwear and freeing his cock. They both instinctively looked over at Ben, who was still passed out, snoring, with his head back and mouth hanging open. Katie smiled devilishly as she grasped Jack's cock firmly with her soft fingers. Jack stifled a moan as Katie began to jerk his cock up and down. He had never felt anything like it.

Jack kept alternating between looking at the hand jerking him off, at Katie's face, at his passed-out buddy on the couch next to them. After almost a minute, much to the disappointment of Jack, Katie let go of Jack's penis leaving it sticking up straight as he looked up at her. Katie took this opportunity to get a good closeup look at his penis. She was surprised to discover that despite being quite a short and chubby guy, Jack was packing a decently sized cock, which was definitely thicker than her boyfriend's.

Jack's disappointment soon turned into elation, as Katie pulled the bottom of her t-shirt over her head, revealing her bra-clad tits. Jack gasped as he gazed upon the tiny bra struggling to contain Katie's enormous tits. She grinned as she watched Jack's eyeballs glued to her chest, then she reached behind her back, unclasping the bra and throwing it on the floor.

"Oh my god!" Jack exclaimed, forgetting that his best mate was still there on the couch with them. Jack was convinced that he was having a wonderful dream. Katie's breasts were incredibly large, with succulent nipples and the perfect amount of sag that defied gravity. Katie smiled again as she grabbed Jack's wrists and brought them up to her breasts.

"Ohhhh," moaned Jack, still in disbelief. He looked over at his friend, while keeping his hands on Katie's breasts. Luckily, Ben was still passed out.

"Squeeze them," said Katie, seductively. Jack didn't need to be told twice. He immediately began squeezing, kneading, and exploring Katie's massive boobs. He couldn't fathom how he was in this situation, and he never wanted to let go of her breasts. Jack's pleasure was heightened when Katie's hand returned to his cock and continued to give him a handjob while he had both hands groping her udders.

Katie knew that Jack wouldn't last very long, so she decided to give him something he'd really remember. She promptly moved off the couch and knelt down between Jack's legs. Again they both looked at the guy passed out on the same couch, having no clue that he was currently being betrayed by his girlfriend and friend. Katie expertly pulled Jack's pants down and off around his ankles. She then repositioned herself between his knees and grabbed the base of his cock before lowering her head to plant several kisses on the tip of Jack's penis.

Jack groaned as Katie lowered her mouth onto Jack's penis, taking almost all of it down her throat. She then began to passionately bob her head up and down on his crotch, sucking and slurping. The warm and wet sensation of Katie's mouth was magical for Jack, who watched her as she worked his cock with her mouth. Katie could feel his cock pulsing in her mouth, which told her that an ejaculation was imminent. She tried her best to apply as much saliva as she could to Jack's cock, as it was important for what she was about to do next.

Katie's head jerked back up with an audible "pop" off the tip of Jack's penis. Jack, who had been about to cum, looked at her inquisitively. Katie smiled as she grabbed the sides of her gigantic tits and seamlessly mashed them around Jack's cock, completely concealing it. Jack gasped even louder this time. It was a feeling beyond comprehension. Katie began to move her tits up and down around Jack's cock, jerking it off. Jack again looked over at his buddy, praying that he was still passed out and not waking up to his buddy titty-fucking his girlfriend. Jack turned back to Katie, who appeared to be enjoying the effect she was having on him. It was all too much for Jack. "Katie... I'm... I'm c-... I'm cu-..." he stuttered.

"Cum for me, Jack," said Katie, intensely, looking straight into Jack's eyes. Jack clenched both his hands on the armrest and pillow next to him.

"Nnggghhaaa!" he moaned as quietly as he could, as several big ropes of cum flew up out the top of Katie's cavern of cleavage. They landed messily on Jack's stomach and on the tops of Katie's breasts and hands.

"Good boy!" squeaked Katie with a devilish grin whilst she used her big jugs to jerk out the rest of Jack's load.

"You've made a big mess!" she added.

Releasing Jack's cock from between her breasts, Katie stood up and made her way to the bathroom. Jack, who was sitting in stunned silence, watched on as Katie came out of the bathroom with some tissues, her huge tits wobbling and jiggling uncontrollably as she walked topless around Jack's apartment. She knelt down again and began mopping up Jack's jizz with the tissues.

"Th-thank you," said Jack, sheepishly. Katie smiled at him, leaning forward and planting a wet kiss on his lips. She moved back onto her feet and began to put her bra and t-shirt back on. Jack did the same with his pants.

Once he had buckled his pants back up and Katie had thrown the cum-soaked tissues into the bin, she began to gently push on her boyfriend's shoulders to wake him up.

"Honey, honey! It's home time," she said. Ben woke up suddenly, looking confused, before an embarrassed grin appeared on his face.

"How long was I out?" he asked.

"Not too long, babe," replied Katie, smiling, glancing at Jack.

"Sorry, dude! I had a bit too much to drink I think," Ben said to Jack, reaching out for a handshake. Jack took his hand, thinking back to a few minutes ago when that same hand was squeezing his girlfriend's tits.

Jack chuckled before he replied, "No sweat, man! Let's do this again soon."