Kate Upton seduces two men part 2
"Who the fuck is this? Your boyfriend?"
Ralph was embarrassed to be naked in front of another man, but Kate spoke to save him.
"Maybe, you weren't the only man I was leaving dirty messages on the answering machine for!"
Tom smirked and then Ralph looked over at Kate as he sort of got the hint to what she wanted. He could have said something but it wasn't worth it. This may have been the only chance he got to spend an evening with her like this and if he had to share it with another man, then it was worth it. Kate looked over at Tom and began to drop her robe completely to the floor as she slowly took her hands and ran them through her hair. The man's eyes studied her from those huge breasts all the way down to her dripping wet pussy that was shaven perfectly in beauty. She turned to her side and then he got a great view of that ass, the one part of her body that Kate felt she didn't get enough attention towards.
"Get your clothes off Tom and you can join Ralph here as a tag team to fuck me."
"Fine by me..."
While Tom had to undress himself, Kate turned her attention back to Ralph. Sinking down onto her knees again, the blonde model looked at him as Ralph had been somewhat embarrassed seconds earlier but his mind quickly had washed away when Kate grabbed his cock and began to stroke it again. Tom had quite a show to witness as it took him time to get his shirt and pants off, not even counting his shoes and socks to be completely naked with the other two people in this room. Kate brought her mouth back down on Ralph's rod and began to quickly bob her head up and down as her tongue slobbered all over his shaft. He threw his head back moaning at the same time Tom had finally finished undressing and turned to see the action going on. He couldn't help but tease the other man in the room now.
"Damn, she sucks dick that fucking good?"
"Yeah! Like, you have no idea man!"
Tom chuckled, Ralph seemed to let go of the thought of sharing her with another man and here they were trading jokes. Kate come off of Ralph's cock with a loud pop noise and then turned her head to see Tom walking towards her. Kate looked up at him as she used her free hand and grabbed a hold of his cock and began to stroke it. She positioned herself up on her knees better so she could trade looks back between the two men. She had Ralph's saliva coated rod in her right hand and Tom's dry shaft in her left. Her hands worked both of their meaty cocks together at once. Kate moaned and began to speak to them in her low slutty voice that she knew Tom would recognize.
"Mmmmmmm, this is just what I wanted. Both of your big fucking cocks in my hands.
"I told you I had something for you in the last message."
It was Tom who spoke up, Kate grinned at him and leaned over to her left side before flicking her tongue back and spitting on his shaft.
"Yeah, you did."
She didn't need to give him a thought out reply, all Kate had to do was open her mouth and push her lips over his cock. While she began to suck on Tom's large rod, her right hand continued to stroke Ralph at the same time. It wasn't usual for her to have a stranger's cock in her mouth but at a time like this that she wanted to indulge in some naughty fun, she didn't think twice about it. Kate knew men lusted for her body and she took complete advantage of that as a strength. Her mouth quickly bobbed up and down on Tom's cock forcing the man to moan loudly. After a good bit, she came up with a loud pop sound and placed her hand back on his shaft. Turning to her right, she gave Ralph's cock equal attention to her oral hole. Sucking it down once again as she began to bob her head up and down, just as she was doing to it before the second guest to her party made his arrival.
"God Kate, you're so beautiful baby!"
Ralph spoke, and then Kate looked up into his eyes before her mouth loudly popped off his rod. She smirked before wrapping her hand back around his shaft.
"Yeah I know I am, especially when I got two cocks trading places in my mouth!"
Turning her attention back to her left side, Kate spit on Tom's rod and began to suck on it again while her hand stroked Ralph's rod up and down. Simultaneously, her hand moved at the same time of her mouth bobbing up and down on the meat pole between her lips. After a good bit, she came off Tom and alternated again. Just like before, her hand found the cock free from her jaws and began to stroke it up and down while her lips did work over Ralph's long pole. Tom reached down and used his hand to play with one of her big tits, caressing his hand over it before pinching her nipples. Those were the huge knockers that she spoke of in those naughty voice messages and he wanted his cock between them right now. He waited till Kate was done sucking on Ralph's meat and when she turned her attention back to him, Tom gave his order.
"Hold up those tits Kate, I gotta fuck 'em!"
"Oh yeah, Tom? You wanna fuck my tits?"
"Yeah right now!"
Kate moaned as she let go of Ralph's cock and gave in to the attention of one man, holding up her huge mounds of flesh for Tom as she parted them giving easy access for the man push his rod between them. This left Ralph neglected for the time being, while Kate giggled and teased Tom.
"Mmmmm, get it between them for me. You had to use your imagination when I teased you over the phone, they're pretty epic now that you have seen them, huh?"
Tom laughed as he pushed rod between her tits and Kate slammed them together with a tight grip.
"Yes indeed, they're fucking spectacular!"
One thing was true in her words, he didn't have to use his imagination in his mind anymore. Funny how he had no idea it was Kate Upton who had her famous breasts wrapped around his cock. Tom placed his hand down on her shoulder as he began to thrust forward and fuck her big tits. All the while, Ralph didn't want to be felt left out so he stepped forward and swung his cock towards her mouth on the right side. He let it slap against her cheek to her attention in which Kate responded by turning her head and opening her mouth to slobber over it before closing her mouth. Kate moaned out over Ralph's cock while Tom was pumping between her those breasts.
For the time being both of the men were in a world of pleasure that they shared from her seductive body. Tom pumped his shaft between her tits and Ralph moved forward to let his cock continue exploring her mouth. Kate closed her eyes and embraced the ecstasy of feeling Tom's rod pump between her massive breasts and moaning all over Ralph's rod. It was a hard argument for either of them to stop right now but Ralph's eyes watching the other man's cock pound between those tits made him a little envious over that position. He quickly pulled his rod from her mouth, while Kate opened her eyes and flicked her tongue to break the little saliva strings attached. Ralph spoke,
"I gotta fuck those tits now man, I been wanting to for a long time!"
"Oh yeah, I hear ya! They feel amazing around my cock."
Kate giggled and looked up at Ralph to answer him.
"Yeah, you can fuck my tits next..."
She looked up at Tom and finished speaking.
"And what do you want? My mouth or my pussy?"
"Your pussy is next, sexy girl."
So, it was set. Kate moaned and looked up at Tom with a smirk on her face while she let go of her tits to free his fat dick from between them. Ralph stepped back and now the woman who was at the center of attention stood up from her knees and looked at the bed beside them. An idea had popped into Tom's mind seeing them move a bit.
"Lay down on the bed, but make sure you're legs are hanging off."
"Oh, so you can stand there and fuck me?"
"Just the plan! And he can get on top and fuck your tits, like he wanted."
With a new position set, Kate climbed up on the bed and laid on her back as she sprawled her legs out at the edge just as Tom had spoken of. The older man moved to the edge of the bed where her inviting pussy lay waiting, while Ralph moved and climbed up to sit on her chest and slap his cock up at those enormous mounds of flesh that he desperately was dying to fuck. Kate placed her hands on her breasts as she looked up at Ralph, she couldn't see Tom who lowered himself down to his knees and poked at her wet opening with his fingers causing her to squeal in excitement before calling out to Ralph.
"You wanted to fuck these tits, huh Ralph!? Go for it!"
Ralph wasted no time slapping his cock into the parted tunnel that Kate made by pulling her tits aside. She pushed them together, completely making his cock disappear in the prison of flesh that she created. The man began to thrust forward and fuck her huge breasts, all the while Kate just hung her head back on the bed and watched the head of his cock poke up each time he thrust up. Tom was on his knees and while was expecting something else, she could not complain when she felt his tongue slip into her delightful hole. The model moaned loudly as he darted his tongue into that pussy and began to lick her.
"Oh my god, yes! Eat it, Tom!"
Kate cried out her voice while Ralph was thrusting away between her tits. This was the rare time she could enjoy having her pussy licked while a man also fucked her breasts at the same time. She knew what her body was built for and she greatly enjoyed it, Ralph was thrusting away like a mad man getting faster while Tom took his sweet precious time relishing the taste of her loving hole.
"God, I always wanted to fuck these tits!"
"Mmmm, yeah you...did! FUCK THOSE TITS, RALPH!"
Kate's voice raised in pitch to screaming before she gasped as Tom's tongue slithered deeper into her pussy He was still slowly licking away, all the while Ralph was pumping between those breasts harder with each thrust. Ralph was bound and determined that he soon was going to cum and give her a nice pearl necklace. That was the difference between Tom who wanted to wait since he knew he was so close to busting a nut from her oral work minutes early. Ralph grunted as he thrust forward and then screamed out to her.
"FUCK! FUCK! I'M CUMMING, YES!"
"Mmmmm yeah, cum on my tits Ralph! YEAH!"
Kate squealed in excitement as she felt the hot load shoot between her breasts, the first blast was powerful and leaked between her tits to trail up her neck. She didn't let go of her tits, as he tried to thrust between them while he hit his climax, the sticky substance between her tits made his cock glide a little faster as more cum leaked out and over her neck. Tom on the other hand had stopped his mouth play and moved up, ready to insert his rod into her. Ralph moaned out as he spoke.
"Wow, just wow...that was so amazing."
With his load spent between her tits, Kate pulled them apart as he got to watch the sticky web of his cum pull apart from her tits as his cock was now free. He began to lift himself up from her stomach and then Kate looked forward to see Tom standing up and placing his hands at both of her legs that were stretched out but before she could say anything, he thrust his rod into her wet tight pussy. The blonde model moaned out to him.
"Ohhhhh yeah, that's it...fuck me!"
Tom's cock was engulfed in the tightness of her pussy. While the man at the edge began to slowly fuck her, Kate wanted more. She watched Ralph move over on his knees over the bed and she put his hand on his cock to lead it back to her mouth. He got the hint and began to thrust forward as his cock pushed down her throat in unison with Tom pumping into her pussy. Kate's huge tits were covered in cum between which remained there giving her a shiny coat of paint. Her moans were muffled against Ralph's cock but the two men made sure to brag of their pleasure.
"God this is amazing, oh yeah!'
"Ohhhhhh Kate!"
The older man spoke first before Ralph's voice echoed in youth. The two men pumped into both ends of Kate's lovely body while she took a cock in the mouth and her pussy. The blonde girl moaned into Ralph's shaft as Tom pumped harder and faster into her from the edge of the bed. As much as he wanted to force himself to cum, he had better ideas than this. He had not touched that ass yet and soon he was going to. The older man called out to Ralph now,
"Hey, you should get a load of this! Take her pussy and I'll take her ass, how about that?"
Kate heard those words and instantly stopped sucking from Ralph's rod and popped it out of her mouth to look down at Tom and answer him.
"I can take the both of you right now, if that is what you're asking."
"Yeah, that's what I want!"
Tom's words gave the impression that he was eager to put her in a tight position where she would get pounded by the two of them. He allowed his cock to slither out of her pussy and give Kate room to sit herself up and then they all begin shuffling to create a new position on the bed. She turned to Ralph and gave him the order.
"Lay on the bed for me and let me get on top of you."
Kate turned and smirked at Tom as she spoke to him.
"And you can fuck me from behind!"
"Yeah, that sounds pretty hot to me."
With Ralph laying on the bed, Kate made her move to climb up on top of him. He got a blinding view of her breasts sticky in his own cum as she straddled him and pushed herself down until her cum covered breasts pushed into his chest. Ralph couldn't complain at all, even if she did get him a little sticky. Kate reached for his cock below with her right hand and positioned herself to let his meat stick slide into her pussy. Tom came behind Kate as planned while Ralph wrapped his arms around her and slid them down to feeling her ass. Once Ralph's rod was perfectly inserted into one hole, she turned her head to look at Tom and then used her hands to pull her ass apart in which he responded by placing his hands down and slowly easing his cock into her dark little backdoor hole. Kate moaned.
"Mmmmm, yeah that's it! Get it in there!"
In an instance, Tom slammed his rod into the tight hole of her ass. Kate gasped and then let out a deep breath as now the double penetration of her body began. Ralph began to thrust forward and within seconds both of them were pumping their cocks into her holes together simultaneously.
"Yes! Yes! Fuck me!"
Pound after pound, Ralph held his firm grip over her ass cheeks as Kate refused to move her hands. For Tom, the sight was breathtaking to watch as his cock quickly pumped into her at the same time the other man was pumping out of her. Together the two of them pounded into her has hard as they could, Kate's body began to shake up against Ralph as she gritted her teeth and groaned before screaming out.
"YES! YES! THAT'S IT, FUCK ME! FUCK ME!"
This had been the loudest that Ralph had ever heard Kate scream out of all the time he had known her. Thrust after thrust he pumped into her while Tom had worked himself into a fury behind her and was pumping into her ass working to build up his orgasm. He had held himself off from busting a nut within her pussy but this time, he definitely was going to fill up one of her holes with his seed. The man groaned and continued to pump into her while yelling to her.
"God damn girl! You ready for it? You ready to get your ass filled with my fucking cum?"
"Yes! YES! GIVE IT TO ME! CUM IN MY ASS!"
Kate's voice raised due to the sensational feelings she endured. While the man behind her spoke of busting a load within her she was trying desperately to fight off her own orgasm that was brewing with each hard thrust that Ralph sent into her pussy. She tried so hard to fight it but she couldn't, screaming out in an ecstasy of pleasure right at the same time as Tom felt his cock erupt. Their voices cried out together in a chorus.
"OHHHH! FUCK!"
"YES! FUCK YEAH, TAKE THAT CUM GIRL!"
Tom didn't faze himself at all as he had just shot a load deep within her bowels. He continued pumping into her ass hard for a few more thrusts before coming to a slow stop just as Ralph was. For Ralph, the feeling of her juices flooding over him was enough to make him pay attention to slow down a bit. Kate was out of breath trying to catch herself as she closed her eyes for a bit and the reopened them to looking down at Ralph starring up at her. She turned her head to look at Tom from behind who also had to catch air for himself to breathe. The man began to slowly ease his cock out of her ass, the fucking had stopped for now and it was time for another position.
"God, that was fucking hot."
"Yeah...you both working me over, huh?"
Kate laughed after catching herself and looked down at Ralph who had a look on his face of bewildered pleasure. All the while, Tom watched his cum drip out of her dark hole and a line run down the crack of her ass between her legs. He spoke up after laughing at that sight.
"I think we better move now, let your friend share the wealth that is of your body."
"Oh yeah, Ralph? You wanna fuck my ass next?"
Ralph looked up at her and nodded before replying.
"Yeah...yes! I want it!"
A moan gasped past Kate's lips as she smirked up at Tom now.
"And Tom, what about you?"
"I want some more of that pussy. How about you get up and we'll both fuck you together but this time, you'll be facing me?"
"Sure, I would like that."
The table had been set for this new position. Once more, Kate would be between them hammering the penetration of both their cocks. After she had hit her climax once today she had become used to it. This is what she had in mind for naughty fun with the two of them going back to when they were talking dirty over the answering machines, Kate wanted her tightly fit body to be fucked by their big dicks. She climbed off of Ralph's body and stood up on her feet in front of Tom. The man had to admire her height, she was just tall as him. This made it easier for when he was to pick her up, waiting till Ralph had stood up and gotten behind her now Kate turned her head to look at him and then at Tom.
"OK I'm ready, hold me up!"
Spreading her legs out, Kate giggled as Tom brought his hands under her and began to raise up just as Ralph placed his hands on her hips and helped pick her up from the ground and now her body was ready to be stuck between the two of them. Kate wrapped her legs around Tom's waist and then turned her head to see Ralph's face one last time as she used both her hands to reach down and grab their cocks and begin pushing them towards her waiting holes. She had one last thing to inform them about first before more they were to continue.
"I gotta tell you, when you're both ready to cum set me down. I want to finish those cocks off myself."
"As you wish."
Tom winked at her to give her the nod. He already understood the hint of what she was implying as the finale to this wild adventure. Kate managed to push both of their cocks towards her entrance holes and both men took the hint to thrust inside her. She gasped feeling both of their rods pump into her and soon the ride began once again from a new view. She placed her hands on Tom's chest while he thrust forward into her in unison with Ralph pushing out. Kate threw her hair back moaning as the two of them began to fuck her together, once again.
"Oh! Ohhhhhh, yeah! That's it! Fuck me!"
Pound after pound both of the men thrashed into her as Kate's big tits began to shake up and down, a distracting sight for Tom as he gritted his teeth and was pumping his cock into her pussy. Kate's body was getting fucked past the limit tonight by the both of them, Ralph reared his hand back and slapped her ass while thrusting it. Kate moaned and screamed for the both of them.
"Yeah! That's it! Spank that ass, Ralph! Keep fucking me!"
Once again by her request, Ralph pulled his hand back and swatted her left cheek while he thrust together with Tom in front of her that was pumping into that pussy. Over and over the two men pumped her holes while they held her forward, soon their time would be drawing forth for another orgasm and Tom had other ideas for it. She already had told them to give her a notice when they were ready and he sure as hell wanted to fuck those huge tits one last time. He cried out to her for his final request."Kate! I gotta fuck your tits before I end up blowing!"
"Oh, what's that!? You want to fuck these big titties again, don't you!?"
"FUCK YES!"
She could have laughed had she not been lodged between the two of them feeling their cocks ram into both her holes. Ralph realized they soon would be changing positions and slowed down onto a stop at the same time as Tom. Both of the men were ready for the final round now as they let Kate step her bare feet back down and released her body free from their cocks in her tight holes. The men stepped back and then she lowered her down to her knees again. Since Tom was in front of her, Kate was facing him and ran her hands down to grab a hold of her huge breasts. Ralph's cum from earlier had dried up and she would need something sticky for it, she wasted no time opening her mouth and taking Tom's long pole back into her mouth to suck it.
"Jerk me off, Kate!"
Ralph spoke up as he felt somewhat left out at watching his dream girl suck the other man's cock. He moved to the left side of him and Kate looked to see Ralph and reached her hand out to begin stroking his cock just as she had done before. Her mouth bobbed up and down on Tom's dick while her hands firmly began to jack off Ralph as he wanted. After a good bit of sucking action, Kate came up to release Tom from her mouth with a loud pop noise and now it was time for some titty fucking action. She let go of Ralph's cock and looked up into his eyes to wink at him.
"You'll get your turn next, honey."
Holding her tits apart, Tom stepped forward and held his cock in place to rub between her huge breasts. Kate breathed in and then looked down at the rod between her tits as she spit on it and then Tom put his hand on her shoulder and began to thrust forward, fucking her tits like before. She moaned before speaking dirty to him at the feeling of his meat stick pumping between her tits.
"Yeah, that's it! Fuck my tits!"
Tom enjoyed this so much, thrusting hard between her tits as he held her in place. Over and over, his long shaft pumped between those impressive built breasts. Ralph moved behind Kate as he watched from looking down and started to jack himself off at the sight of the other man fucking her tits. Tom began to pump into her tits harder as Kate's body jerked a bit. He was so close to cumming but he didn't want to just yet so he slowed down and came to a sudden stop.
"Fuck him with your tits now, I'm about to cum."
Kate didn't say a word to reply, she simply let go of her tits so Tom's shaft could slide on out. She turned to her side as Ralph stepped over and held his cock out for her. Kate looked up at him and pulled her tits apart before squeezing them around his dick. Unlike Tom, Ralph stood there and let Kate do all the work as she held her tits firmly together and began to pump them up and down.
"God that feels so good!"
"Oh yeah? You like these big titties wrapped around your hard cock, Ralph?"
"Fuck yes I do!"
"Mmmmmmm, feels so good."
She slowly took her time fucking his cock with her breasts. Ralph was different from Tom, who had maintained his own control throughout this night. All Ralph wanted was to enjoy her lustful body as much as he could and right now he felt like he had won a lottery of some sorts as one of the most gorgeous models in the world was pumping her famous breasts over his cock. He didn't want this night to end but he could feel the cum building up in his rod as he began to breath heavy. All the while, Tom was standing right next to him stroking his cock slowly as the time was drawing near that they both were about to blow their loads.
"God, Kate! I'm gonna fucking blow!"
"Mmmm, good that's just what I want! I want you both to cum all over me!"
Ralph's call was just the words needed to give Kate the alert that she soon would be a dripping mess. She let go of her breasts promptly, allowing him to grab his rod and begin stroking it as she straightened her position forward on her knees and ran her hands up through her hair to make sure that it was behind her shoulders. Tom moved over to the right as he was stroking his cock and aiming for her face while Ralph moved a little to the left. Kate looked up at both of them together, one last time to tease them as she brought her hands and cupped her tits to hold them up just begging for them to make a mess of hers.
"Here it comes, you ready girl?"
"Yeah! Cum on me!"
It was Tom who had the words, Kate closed her eyes but Ralph was the one to beat him as he groaned and the first wad of his cum went flying in a powerful burst that shot up the middle of her forehead and into her hair. Ralph groaned again and shot another load that painted oher her right cheek. Finally, Tom's cock exploded and the first powerful wave flew over her left eye lid coating it. More cum flew from both sides landing equally on her cheeks and another string shot up the right side of her forehead.
"Oh my god, I'm fucking drenched!"
She laughed to herself as she felt more of the hot cum flood over her face in the final spurts. Some of it had dripped down to her breasts but not much. A line of cum shot over her the right side of her face dripping over her little beauty mole above her lip. Both of the men moaned at the sight of a mess they made all over her beautiful face. Kate opened her eyes and looked up at both of them with a huge grin on her face as cum shined in both of her eye lashes.
"What a mess you made out of me, both of you!"
Tom bust out laughing and patted her shoulder.
"It looks wonderful on you though!"
Kate laughed at his words, as she looked up at Ralph whose face was enough to tell her how fatigued he was. She grabbed a hold of his cock and brought it to her lips and looking in his eyes she placed a kiss over the head. She then turned her cum splattered face to look at Tom as she repeated the process taking his rod and bringing it to her lips for a kiss. Finally, she swiped a finger up over her face to scoop up some of the cum and feed it to her mouth and suck it dry. Kate moaned.
"Mmmmmm, tastes so good too."
The two were lost at the sight of her cum covered face down below as Tom began to think to himself and then spoke to the other man standing beside him.
"Nice job, you and I made a hell of a tag team for her."
Kate bust out laughing, they had no idea back when the phone play games began that this was her plan all along to land herself a threesome. Ralph laughed at Tom's comment but before he could say anything the other man spoke again.
"Your girlfriend is hot, I enjoyed the hell out of that. I better get going though, you two kinky ass folks need to take care of yourselves!"
"Thanks for coming over Tom, mmmmmmm I enjoyed that too!"
Ralph felt smug for the second that the man was confused of Kate being his girlfriend now as he went to gather his clothes and get dressed. He wasn't going to correct the man at all, since in his mind to date her was a fantasy in his job profession. Kate just looked over at Ralph and smirked as she began to climb up from her knees with her face still covered in their cum. To her, she was just happy that Tom didn't recognize her at any moment as a famous model. Last thing that was needed was for someone to realize who she was. For now the two men had to get dressed while Kate would soon be in the shower cleaning herself up after all this fun.
******************
3 MONTHS LATER
"Oh yeah, thanks! I'll call you in the morning John, later!"
Kate smiled as she stomped her high heels into her hotel room and shut the door, while her friend walked off. Just an hour ago they had stepped off a plane boarding their arrival here to London and then having dinner and going back to their luxury hotel. This trip was all for a photo session involving a glamour magazine in the UK. Kate sighed looking around her hotel room, admiring the white walls and silver bed sheets. There was a large television set and the doors to the window gave off the impression the balcony view would give a lovely sight for snapping pictures.
Once sitting down on the bed to relax, she glanced over and seen a phone sitting on the night stand. Memories ran back into Kate's mind from a couple months ago in L.A. She kept in contact with Ralph after their phone play led to a heated night with a stranger, but Ralph wasn't with her right now. She didn't even know Tom and didn't speak to him again, other than the fact he was a memory of a man she got to use for her own fun. Kate smirked and laughed to herself while she remembered how much fun she had with the phone games all those nights ago, one memory the three of them would share forever.
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