Ate Upton on the Beach
Celebrities & Fan Fiction Story

Ate Upton on the Beach

by Fearthisss 16 min read 4.2 (7,300 views)
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I've been aware of Kate Upton, as well as her family, since before she became the famous Sports Illustrated model we all know today. She was born in my hometown of St. Joseph, MI. Her uncle was the district's congressman for years, and her great-grandfather founded a large appliance manufacturer based in the area.

One summer day a couple of years ago I was on Silver Beach, the city's beach that sits on Lake Michigan, catching some rays when I spotted a vision in the distance walking along the water's edge. As she approached, the closer she got, the more I thought, "No way is that her."

The woman wore a large floppy hat, oversized sunglasses, and a breezy cover over a fairly modest two-piece bikini. But Kate has a, shall we say, unique physical build. Still, the closer she got, I was still thinking, "No way."

I decided I had to get a closer look. I lifted myself off the towel and walked towards the cool lake water, then proceeded to walk aimlessly along its edge, allowing the woman to catch up with me. When she came along my side, I looked once. Then twice. Then a third time.

"Excuse me. Aren't you Kate Upton?"

"No. Sorry."

We continued to walk side-by-side.

"Because you look a lot like her."

"Thank you, but no."

"You know, her family lives in the area."

"So I've heard."

"I'm a huge fan of Kate's! You could be her doppelganger."

"Oh my God! You're not going to stop, are you?" She stopped and turned to me, then under her breath said, "Yes, I'm Kate Upton."

"I knew it!"

"It was the tits, wasn't it?"

"Huh?"

"It was the tits. My tits gave me away, didn't they?"

"Well...uh...I mean..."

"Every time!"

"I mean...it wasn't just that."

She seemed annoyed. "You want to see them, don't you? I'll bet you want to take a picture with me and my tits, don't you?"

"Huh?"

"My tits. You want a picture of the two of us with my tits hanging out, don't you?"

"Well...I...uh..."

"Fine. Do you have your phone?"

"Well, uh, yeah." I reached into my shorts and pulled it out.

Before I knew it she had pulled her top apart and her 34Ds were staring me in the face. She yanked the phone from my hand, pulled me to her side, held up the phone, snapped the picture, then handed the phone back. Quickly I looked at the screen. She had that incredible sultry look on her face we all know. I looked like I'd seen a ghost. When I turned back to her, her tits were still out in the open.

"I'll bet you want to touch them, don't you?"

"Huh?"

"My tits. I'll bet you want to grab them, don't you?"

"Well...I...uh..."

"Fine. Go ahead."

I slowly, hypnotically raised my hand. She lightly gasped at my touch. It was soft and heavy. She didn't brush me away so I continued to explore the mound, roaming and lightly squeezing the warm tan skin.

After a few moments she quietly said, "I know what you want next. You want to suck on them, don't you?"

"Huh?"

"You want to suck on them, right? Fine, go ahead."

"Um, okay."

"(gasp) Oh! Mmmmmmmm," she whirred when I sucked the dimple in the middle of her large areola into my mouth. "Mmmmmmm."

Encouraged by her reaction, I raised my other hand and grabbed her other mound. She began to run her fingers through my thick hair and quietly moan. I got a little more aggressive with my gropes, which she didn't seem to mind. I switched back and forth, switching from one quickly growing nipple to the other.

Until she grabbed me by the hair and pulled me out of her chest. I looked into her face wondering if she was about to slap me into next week. Instead, there was a devilish smile looking back at me.

"God you're driving me crazy!" I jumped when her hand landed in my crotch. "Mmmmm, looks like I'm not the only one who enjoyed that." She stuffed her massive mounds back into their triangles of material and grabbed my hand. "Come with me," she said and yanked me up the beach.

She led me up to a red and white striped three-sided canopy with a wooden lounge chair and two brightly colored beach towels spread out on the white sand. She pushed me onto the lounge chair, dropped to her knees, and grabbed the waistband of my shorts.

"It's your turn to show me something," she said with a crooked smile.

"Ah!" I barked when she yanked on my shorts and my stiff stick shot straight up.

"Holy shit!" she exclaimed. "Damn! It must be my lucky day!" She wrapped her long thin fingers around my shaft and began to slowly pump it. "Very nice. So fucking thick. And heavy!" She looked into my stunned face. "Do you think you can be quiet?"

"Huh? Gah!" I yiped when she took me into her mouth.

She pulled off of me, giggled and smiled. "I said be quiet."

"(ahem) Yeah, sorry. You just...you caught me by surprise. Guh!" She impaled her skull on my pole again. "I, uh, I...(ahem) So, uh, so, you know, uh, Justin's not going to, you know, um...Justin's not here?"

I was asking about her professional baseball playing and very large boyfriend Justin Verlander.

She popped up again. "Don't worry about Justin. He's on the road."

"Uhguh!"

I watched her head rise and fall with my tip slamming against the back of her mouth on each dive. She gave a muffled squeak when her hand slipped between her legs.

"Oh my God, that feels amazing," I moaned while I watched her work.

"Mmmmmmhmmmm," she hummed, then released me. "I've been told I'm a great little cocksucker," she said proudly. "Do you think I'm a great little cocksucker?"

"Ohmagawd, yes!"

"Say it. Go ahead and say it. I love dirty talk. It really turns me on. I think it's hot," she said in a low, sexy voice.

"Oh! Um..." I thought about it.

How far can I go? Better start out slow.

"I...I want you to suck my cock. Go ahead. So me what a great little cocksucker you are."

She giggled. "That's a start." She paused. "You ain't seen nothin' yet."

I yipped "Ah!" when my purple tip slammed against the back of her mouth again. Then, suddenly, my head smacked against the lounge chair. I squawked, "Guhfuck!" when her face buried itself in my crotch. She swallowed the whole fucking thing!

Her slurps and my moans grew louder while I continued to expand her throat. I'd never felt anything like it in my life. My hands went to the back of her head. I began to lightly buck my hips.

"Fuuuuuuck. You suck dick like a fucking pro!"

"Mmmmhmmmm! Mmmmhmmm!"

She felt me begin to lightly pulse in her throat. She lifted her head and released me with a "pop" from her full lips, then looked up at me with a wicked grin. She began to rise to her feet.

"There's one thing I'm even better at," she cooed as she began to peel off her clothes. "I love to fuck. And I especially love to fuck big thick cocks." She swung her leg over the chair and straddled me.

I peeked around her and looked out at the beach and blue lake water. It wasn't packed but it was busy.

"(ahem) Aren't you...aren't you, um, afraid someone might see us?"

She giggled. "No." She gripped my shaft. I could feel her heat radiate over me.

"But...but we could, you know, go to jail or something." I couldn't believe the words were actually coming out of my mouth. Was I actually protesting this?! I fully expected the man police to appear and ask me to hand over my man card.

She placed a finger on my lips. "Shhhhhh. Don't worry. My uncle practically owns this shitty little town. All I have to do suck his dick and I get whatever I fucking want. Just trust me."

We both gasped when I touched her inflamed lips. She bit her lip and lowered herself. She squeaked when I punctured her slit.

"Ohhhhh myyyyyy fuckinggggg gawwwwwwd," she moaned as she slid down my pole.

"Fuuuuuuuuuck," I groaned along with her until she landed in my lap. "Jesus Christ that's one tight fucking cunt!"

"That's because you're so fucking huge! Holy fuck! You're filling me up! I think you're in my fucking womb! Fuck!"

I gave her a crooked grin. "And I'm going to wreck that fucking womb," I hissed.

A wicked look crossed her face. "Ooooooo, that's better. That's fucking hot. AH FUCK!" she howled when I threw my hips into the air, which was no easy feat with her five foot ten inch frame.

"I thought we were supposed to be quiet?" I asked sarcastically.

"Well, fuck! You about busted my rib, you fat cocked motherfucker! GAHFUCK!" She slapped my chest. "Goddammit, stop that! Fuck! You're gonna shove that fucking thing out of my throat!"

"Well, maybe if you stopped talkin' and started fuckin' I wouldn't have to do that."

"Ooooooo, listen to you," she purred then started to slowly rise and fall. "You want me to fuck you, huh? Justin says I fuck like a whore. Do you want me to fuck you like a whore?"

"I'll bet that's the only way you know how to fuck."

Her pace began to quicken. She hummed when I reached up and palmed her bouncing breasts. "Mmmmmmm. You want me to fuck you big fat cock with my tight little pussy, huh?"

"That tight little pussy won't be tight anymore when I'm through with it."

"Oh really now? You...you think yours is the fattest cock I've ever fucked?"

"I'll bet your whore cunt has fucked every size, shape, and color cock there is. I'd be willing to bet you've fucked at least one cock in every country on the face of the planet."

"Mmmmmmm, I'm working on it. There are a couple of countries I...I...mmmmmm...I haven't fucked in yet."

She leaned over and began to bounce her hips.

"Oh my God, you feel so fucking good," she said in a hushed tone.

"Justin's gonna wonder what the fuck happened to his pussy next time he sticks his dick in it."

"Ohmagawd, yes. Stretch out my pussy. Fuck my tight little cunt good and hard!"

She was shoving herself into my lap. I thought she might shove me right through the lounge chair. I could feel her muscles beginning to contract.

"Maybe we should record this to show Justin what it looks like when his fucking whore fucks a fat fucking cock."

"Ohmagawd! We...we should've...mmmmmm...thought of that beforehand! He...he would've loved that! I...I would've loved that!"

"You really are a fucking cunt."

"Ohmagawd, I love it! I...I love...fucking...huge, fat cocks!"

"Nothing but a cheap fucking cum dumpster."

"Ohmagawd, yes!" Her muscles were beginning to spasm harder. "I...I love a huge load! God, I love a huge load!"

"I'll bet the guys on Justin's team have given you their loads. Every single one of them."

"Mmmmmmm. Let's just say they...they love it when I...I'mmmm in town."

"Probably right there in the clubhouse."

"In the...in the middle. Right...right in the...center. Mmmmmmm. I...I love a good...cum shower."

"Every good whore likes a good cum shower."

"Ohmagawd! You're...you're fucking me...so good. I...I'm gonna...cummmmm. Fuck!" Her muscles were thumping like a drum.

"Do it! Cum all over my cock! I wanna see your whore cunt cum all over my cock! Show everybody on the beach what a fucking whore you are!"

"Yes! Yes! Holy fuck! Don't stop!" Her hands gripped the edge of the chair. Her jaw clenched. Her snatch clamped down on my mast. "Holy fuck! Cumming! Cumming! Gahhhhhh cumming! Aaaaiiiiiiyyyyeeeee!"

She practically launched out of my lap. Her body shuddered while a volcanic orgasm tore through her sun drenched body while gentle waves lapped at the beach and bikini clad women strolled just beyond us.

"Jesus Christ! Your fucking whore cunt is squeezing my fucking cock! I...I'm gonna...cum! Fuck!"

"Wait! Wait!"

She jumped off of my throbbing wood and knelt beside the chair. She wrapped both hands around my sticky shaft and lowered her face just above it, gave it long hard strokes, then turned to face me.

"Come on, baby, give it to me. Shoot your load! Give it to me! I want it!"

My body stiffened. "Jesus fucking Christ! You fucking cock loving whore! Fuck! You're gonna make me...fuck! You're gonna make me cum!"

"Yes! Yes! I want it! GAH!" she croaked when the first blast smashed into her rosy cheek and splashed across her face. "Oooo, yeah!"

"Fuck!"

Another rope shot across the bridge of her nose and rainbowed over her cheek, eventually landing in her long blonde hair.

As my hose continued to spurt, she rolled the round tip around her face, coating her perfect skin in a milky white. She eventually slipped it through her lips and sucked the head while stroking the shaft, coaxing every last drop of spunk from my vein.

She finally released me from her mouth, sat up straight and slapped my post against her fleshy mounds. I sank back onto the chair panting.

"Holy fuck," I sighed.

She swiped her finger across her cum coated cheek and slipped it between her lips while she lovingly stroked my staff with the other.

"God I love the feeling of a man shooting his load on my face," she whirred. She licked her lips. "And the taste. Mmmmm, yummy!"

I looked down at her. Cum dripped off her cheek and fell onto her massive cum catchers.

"You really are a fucking cunt."

Her eyes twinkled back at me. "And a good one."

"A

great

one."

She reached into my pocket and pulled out my phone. She leaned in so her head was next to my still hard cock, smiled, and snapped a picture.

"There's a little something for you." She began to punch at the screen. "I'm putting my phone number into your phone so you can text that picture to me. Justin will love it!"

"I almost hate to ask, but can you do me a favor?"

Her face brightened. "Sure! Anything!"

I gently took the phone from her. "Um, can you, you know, wrap your, you know, um, tits around my, um..."

"You want me to put my tits around your cock?"

"Well, yeah. And, um, and, uh, let me take a picture?"

She laughed. "Oh. My. God. What is it with men and their fascination with tits?" She did as asked and leaned back so that her face could be seen. I held the camera out and it clicked. "There. Happy?"

I looked at the screen. "Well, I wasn't unhappy before," which made her laugh.

"Wow, you're still hard!"

"Yeah, well, I've got fucking Kate Upton next to me fucking naked. I mean..."

She laughed again. "Hmmmmm. I hate to let good wood go to waste." She wrapped her tits around my staff again and began to bounce. "How's that? Do you like that?"

All I could manage was, "Fuuuuuuuuuuck."

She giggled. "Every man wants to titty fuck me. Every. Single. One. Very few get to. You're one of the lucky few."

I mimicked her line from earlier. "Must be my lucky fucking day."

She tilted her head down. "Look at you. I can't believe how fucking big you are!"

I moaned, "Oh fuuuuuuuuck," when she took me into her mouth with each drop of her incredible fluffy chest bumps. "You are such a fucking whore!"

She smiled. "You know it."

Then it dawned on me. I held my camera up and hit record.

"There you go. Smile for the camera, you fucking cunt."

She turned to me and smiled but never stopped bouncing. "You like my big slutty tits wrapped around your fat fucking cock? Huh? Do you like that, you fucking bastard?"

"Not as much as you like having it there."

"Are they gonna make you cum? Huh? Do you want to cum all over my fucking tits?"

"Do

you

want me to cum all over your fucking tits?"

She nodded. "I do. I want you to cum all over my tits. Cum on, baby. Coat them just like you did my face. Cum on baby, do it."

"You are

such

a fucking whore!" I growled.

"Come on, baby, give it to me. Shoot your load all over my tits."

I began to thrust my hips.

"Oh fuck, you're gonna make me cum!"

"Come on, baby, do it!"

"Oh yeah! Oh yeah! Oh fuck! Grrrrrrr fuck!"

Having just cum, my tank was almost empty. But my hose pumped out a few spurts, which was still more than your average male would be able to produce on a good day.

"Ooooo yeah, baby! That's it! Shoot it all over my tits!"

The spurts quickly turned to oozes. That's when she took me into her mouth again.

"Gahfuck!"

She sucked the head and rolled her tongue around the tip, sucking and licking me completely dry, then pulled me out. The sound of skin slapping skin filled the tent when she slapped me on her tits again and licked her lips.

She looked straight into my phone. "Mmmmmm, yummy."

I shut the phone off and dropped it onto my chest.

"Send me a copy of that, too."

"Jesus fucking Christ," I sighed. "You're fucking incredible."

Her eyes sparkled. "Thanks!" Then she playfully slapped me on my thigh and rose to her feet. "Okay, go on, get outta here, stud," she said as she began to gather her clothing. "I'm supposed to meet my Uncle Fred for dinner." She rolled her eyes. "He'll probably want a blow job, too. Fucking pervert."

"Do you want me to, you know, go get a clean towel or something? So you, you know, can, you know, um, clean...um, wipe some of that off?"

She smiled and shook her head. "Nope. I love doing the cum walk of shame. The looks I get!" she laughed. "People don't know what to think. Some think my face is melting off." She laughed again.

Jesus Christ! She's a fucking freak!

"Well, um, okay." I had already stood up and tucked myself back in. "I guess...I guess..." What do you say to a fucking fantasy girl who turns out to be a complete whore who just fucked your ears off? "I guess I'll go, huh? It, um...it was, um, a real pleasure meeting you, Miss Upton." Lame, I know.

She turned to look at me. She laughed and walked towards me. "Really? Seriously? You just wrecked my cunt with that huge fucking cock of yours, stuffed it down my throat, and came all over my fucking face, and I get 'nice to meet you, Miss fucking Upton'?!" She placed her hands on my cheeks, pulled me close, and gave me a long, wet, hot kiss. "Thank you..." Her face went blank. "Jesus. I never got your name!"

I chuckled. "It's Mark."

"It was nice to meet you and that huge fucking cock of yours, Mark. Thank you for wrecking my fucking pussy and making my day." She kissed me again.

"Um, thank you, too." I paused. A crooked grin crossed my face. "You fuck and suck cock like a real fucking whore."

The corners of her lips curled up. "And you're a fat cocked son of a bitch."

I paused and smiled before turning to walk away.

"Hey, Mark!" I stopped and turned to see her curvy half naked body with a smile. "Don't forget to text me those," followed by a wink. "Don't be afraid to send me a dick pic every once and a while."

A couple of heads that were within ear shot turned at the comment. I simply winked back, tipped my imaginary hat to her, turned and walked away.

I'll never look at a Sports Illustrated swimsuit edition the same way ever again.

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