Rachel knocked on the door of her best friend's apartment. As soon as he opened it she scooted past him into the front hallway, turned around, and smiled at him.

"Um, hi!" Tom said as he looked at her and the stuff she was carrying. She had called earlier to ask if she could come over, and he had happily answered "yes". She was always so bubbly and cheerful! It always amazed him that she would want to hang out with him at all. She was way too beautiful to be spending time with a computer geek like him. She had a big muscular boyfriend, too, and what a lucky bastard he was! Yet she often liked to go out to a movie with Tom, or even hang out at his place and play computer games.

He had never seen her dressed so sexy though: a low-cut halter top which exposed a massive expanse of jiggling cleavage, and tight denim shorts. She had a camera bag slung over her shoulder, and a tripod in one hand.

"Whatcha got there?"

"Oh this? Well, I was hoping you could do me a favor. Remember, you owe me one!"

She had helped him move furniture into his new apartment a few weeks ago. But it didn't matter. Tom would gladly do her a favor any time!

"Okay, I guess I do! What do you have in mind?"

"Well," Rachel replied as she carried her stuff into Tom's living room, "I was hoping you could help me make a video."

She set the bag down on the coffee table, opened it, and brought out a Sony video camera. As Tom sat down next to her (he loved to be so close to her!) and watched, Rachel unfolded the tripod and mounted the camera on top of it.

"This looks like a serious production," Tom said.

"Oh it is!" she said cheerfully. "I need this tape for an audition, so I want to make it good."

"An audition? For what?"

"Oh, it's just a small part in a movie, kind of an adult sex comedy. I'm trying out for the busty nymphomaniac part."

Tom almost burst out laughing, but Rachel had such a serious look on her face! He bit his lip.

"Um, okaaaay! I didn't know you were an actress."

"I'm not, yet! This would be my first time. Of course, they're not exactly looking for major acting talent here. They're looking more for, mmmmm, you know, a certain look."

Well if they are looking for someone beautiful and busty, Tom thought, Rachel here has that look and then some!!

"Okay, well, so what do you have to do on the video?"

In response to Tom's question, Rachel reached into the camera bag and pulled out two typewritten pages, stapled together at one corner.

"This is the script for the audition, what they want to see." She held it out to Tom, who took it and started to read.

His eyes grew wider as they moved down the page. He read about half of the first page, then stared up at Rachel in amazement.

"You're serious? You want to do this with me?"

"Oh please, come on, you're the only one I trust! Come on, please? Besides, remember the favor you owe me!"

"Okay, okay! I wasn't saying 'no'. I'm just, well, you know, rather surprised here..."

"Oh come on, don't worry, it'll be fun!"

"Okay, now then, the tape's already in the camera, the battery is charged, we should be all set!" She quickly showed him how to work the controls on the camera. Then she shoved the coffee table out of the way, set the camera and tripod where the table was, and pointed it at the sofa. She had Tom get behind it to look through the viewfinder, and sat down on the sofa, striking a casual pose with her legs crossed and her hands clasped on one knee.

"You ready?" Tom asked from behind the camera.

Rachel nodded and smiled. Even in the little black-and-white image of the viewfinder, her smile looked so heavenly, so radient.

"Lights, camera, aaaaaand, action!" Tom pressed the "record" button.

Rachel stifled a giggle and launched into her spiel.

"Hello, my name is Rachel Gilbert, and I am auditioning for the part of 'Nancy the Tease' in the film 'Steaming Libidos II'. I'll begin with the first couch scene from the audition script."

She nodded, and Tom hit the "pause" button on the camera.

"Okay, come here and sit next to me," she said, patting the sofa cushion right next to her. "Oh, and grab the camera remote from the bag so you can start it from here!"

Tom did so, and then found himself sitting right next to Rachel on the couch, their sides pressed together. Her halter top had slipped down a little, exposing even more of her mouth-watering breasts. He had never touched her so much before. Not surpisingly, he found that he liked it very much!

"Mmmm, okay now, you read at least the first part of the script, you know what to do here, right?"

Tom looked at her and nodded, still amazed that she wanted to do this with him at all. "I don't remember all the words I'm supposed to say..."

"That's okay," she replied, "just as long you keep to the general idea of the script. Ready?"

"Just a sec." Tom sat with his eyes closed, breathing slowly, willing his pounding heart to slow down.

"Okay."

"Roll camera!"

Tom pointed the little remote control at the camera and pressed the "pause" button to release the pause mode, starting the camera recording again...

"Nancy" and her friend "Roger" sat side-by-side on the sofa, looking bored. Nancy glanced at Roger and asked, "so what do you want to do tonight?"

Roger looked back at her. "I dunno, what do you want to do?"

Nancy smiled and replied, "mmmmmggghhh THIS!"

Suddenly she rolled on her side toward Roger, pressing her body against his. Her big delicious chest squished against his upper body, and she slid one hand up and down his chest and side as she said softly in his ear, "mmmmmmm I want to make hot love to you."

"Um, but, mmmmph, Nancy, this isn't right, you're married, what if Jack comes home...?"

"My dearest hubby's going to be gone for days, some kind of business trip. It's just you and me..."

Nancy slid her tongue against Roger's earlobe, along his jaw, and into his mouth, starting a hot slow passionate kiss while she rolled further onto him. She slid her hands behind his shoulders, embracing him tightly. Her massive chest smothered his chest, and their bodies started to writhe and grind against each other. The kiss was so very hot, so intense, their tongues danced together and explored each other's mouths, so much passion...

After at least a minute of that long hot kiss, Rachel suddenly released her lips from his, plucked the camera remote form the corner of the sofa where it had been tossed, and punched the "pause" button.

"Mmmmmngghh," she breathed to a very warmed-up Tom, "you did very good! Now for the second scene."

"Um," Tom said hopefully, "perhaps we should do that scene again, maybe a few times, make sure we get it perfect...?"

Rachel laughed and wagged her finger at him. "Now now, we gotta get this done! Besides, you did read about the second scene, didn't you? Aren't you eager to get to it?"

"Well, yeah," Tom said, blushing. "I am!"

"Mmmmm me too." Rachel got up and picked up the camera and tripod, moving it down toward the end of the sofa and orienting it so it still pointed where they were sitting and kissing. "Gotta get a better angle for this next scene!" she told Tom as she returned to his side on the couch.

"Roll camera!" she said as she punched the button on the remote. Then she tossed it aside and returned to her position on top of Tom, holding him in an embrace, returning her lips to his to resume that hot kiss.

After a minute or so, Nancy stopped kissing Roger. She slid her hands out from behind his back and took hold of the top of her halter.

"Wanna see my big boobies?" she asked him seductively.

"But Ra- er, Nancy, it's just not right, your hus-"

His voice trailed off as she slowly pulled her top down, causing her huge breasts to billow out over the top of the fabric. He just watched in horny amazement as she slid her top down past her nipples and they slipped out in a soft, squishy manner that made him nearly want to grab and suck on them right then and there.

Her halter top fell to her waist, and she hefted her beautiful boobs with her hands, pressing the nipples against his shirt, turning slowly from side to side so he (and the camera) could get a good look at them from all angles.

Nancy wiggled her fingers, making her breasts ripple and swim. Roger stared and stared, utterly mesmerized. His cock grew so very hard and pressed against Nancy's hip.

"Oooooh Nancy," Roger finally said (after Tom managed to snap out of his reverie and remember what he was supposed to say next). "They look so incredible. But you know I can't have you, it's just not right, we're supposed to be just friends, and if, um, Joe, I mean Jack found out about this he would kill me..."

"Mmmnnnggghhhh but I want you, I want you so bad, mmmm taste them, suck on them..." Nancy lifted her breasts upward, closer and closer to Roger's face, as he stared with ever-growing lust at the incredible approaching titflesh...

Suddenly Rachel pulled away (again!), grabbed the remote, and paused the camera. She got to her feet and pulled her halter top back up over her massive melons.

Tom had never been so incredibly horny in his life! Did she not realize how insanely hot she was making him?? He wanted to make long hot love to her so bad, have his way with her incredible boobs, suck forever on her tasty nipples...

"Mmmnngh okay," the sexy seductress said. "You're doing great! Only two more scenes to go."

Rachel grabbed the tripod and the camera bag, and quickly strode away from the sofa, toward the hall leading to his bedroom. As she disappeared from view she called back to him, "well come on! I think you'll like this part!"

Tom got up and eagerly followed his luscious friend, eyeing her hungrily as he followed her into his bedroom. She set up the camera in front of the dresser, pointed it at the bed, and adjusted the zoom lens. Tom peeked into the viewfinder. He could see almost the whole bed from the side. Mmmmmmm....

Rachel dug into the camera bag and brought out four pieces of rope.

The smile on Tom's face grew.

"I didn't read this far in the script," he said. "What do I do?"

"Well first, you get undressed!"

"Mmmmm okay..." Tom was so horny he'd do anything for her at this point. He quickly pulled off his clothes, then sat on the bed next to Rachel.

Her eyes took in his naked body. "Mmmmmm nice!"

"Now lie down, and spread your legs like so..." She gently took hold of one of his ankles, looped a piece of rope around it, and tied it around the bed frame down below. After tying the other ankle, she moved to his wrists and tied them above his head. He lay there spread-eagled, totally naked. His swollen cock stood up at an angle, and he saw her glance at it appreciatively.

"In this scene, Nancy ties up her poor hapless friend and teases him mercilessly. Starting the camera now..." Rachel moved to the camera and pressed a button. Then she slowly approached the bed while sliding her hands seductively up and down her body, paying special attention to her mouth-watering chest.

"Mmmmmmmmhhhh," Nancy said to Roger as she approached him, "you want me, don't you? You want to get your hands on this body, on these breasts..."

Her fingers curled around the top of her halter and slowly pulled it down again. As she dropped to her knees next to the bed, she held her breasts out for Roger to gaze at with extreme lust. Her fingers sank into the soft flesh.

"Unnnnggghhhh they're so big and soft, so nice to squeeze and suck and play with..." She kneaded her tits like soft bread dough, clenching her hands into fists with piles of breastflesh trapped inside. When she released them, her nipples were very erect. They screamed "SUCK ME!" at poor Roger as he mentally drooled all over the wondrous vision before him.

"Wouldn't you just love to suck on them?" Nancy pressed her breasts together with her hands and leaned over Roger, waving her breasts around in circles right above his face. Her nipples descended to less than an inch from his lips. He craned his head upward, trying to touch his lips to her nipples, but she pulled them slowly up and away, keeping them the same tiny distance from his hungry mouth. Then she lowered them, but to his chin instead of his lips. She caressed his chin and jaw with her nipples and areolae, slowly sliding them from one side of him face to the other.

"Oh my god..." he croaked.

Nancy dragged her tits down Roger's neck to his chest. She mashed her chest down against his, grinding warm soft titflesh all around. Soon she was rubbing her breasts all over his body: down one leg, back up the other, all over his stomach and hips, caressing his thighs.

Coming closer and closer to his aching cock...

She spread her breasts apart with her hands and surrounded his penis with them, but did not let any breastflesh touch it. Her fingers played with her nipples as he watched, then she mashed her boobs down against his thighs and ground them around.

"Mmmmmnnnggghhhh I could just wrap these tits all around your cock and stroke it until you CUM."

She shook her tits up and down on either side of his cock, still not touching it.

"Okay! That's it for this scene." Rachel strode over to the camera, her big tits still bouncing freely, and hit the "pause" button again. Then she returned to Tom and untied his bonds. She left the ropes tied to the bedframe, however.

Tom sat up and just stared at her delicious swinging breasts. He wondered if she realized just how close she was to being grabbed and utterly devoured. Her teasing had turned him into a totally different animal from the Tom she knew.

"Now for the last scene," Rachel said. "I have this funny feeling that you'll really like this one." She winked at him.

He was too horny and dazed at this point to even respond, other than to nod. Then his eyes bulged as she proceeded to completely undress, kicking off her sandals and sliding her shorts and panties down her smooth, sexy legs. The skin around her pussy was shaved and totally smooth, and he could see the lips protruding.

Rachel grabbed the blankets and dragged them off the bed, then climbed onto it and lay on her back, assuming the same spread-eagled position that Tom had been in a moment ago.

"Tie me up," she said.

Still delirious with extreme horniness, he proceeded to tie her hands and ankles up, as she watched him with a lusty smile.

When he was done, she had him pull the blankets back onto the bed, covering her all the way up to her neck. He professed his extreme reluctance to cover her up, and she giggled.

"Mmmm don't worry, you'll get to see all you want again very soon. Now here's the scenario: after Nancy tied up Roger and teased him like that, she untied one of his hands and then left! Now Roger, you know, he was really really horny after all that teasing, and no way was he could to let it just end there. So that night he snuck into her apartment and her bedroom and very carefully tied her up while she slept. You just did that, and now, after you start the camera, I will wake up and discover I am tied up. You will pull the blankets off and tell me how horny you are and all the things you'll do to me, and then you'll do them! Mmmmmnnngghhhhh."

"Tom?"

He snapped out of his reverie, nodded to her, and walked over to the camera. Taking a deep breath, he started recording.

Rachel closed her eyes and pretended to be asleep. Tom walked to the side of the bed and got down on his knees. He gazed at her beautiful face.

Nancy stirred and opened her eyes. She tried to rub them, but discovered to her dismay that her hands were tied!

"Oh my? What--? Hey! What are you doing here!?" She gazed at Roger with wide eyes.

"You just left me last night," Roger growled. "You made me so fucking horny and then you just left. I want you, I gotta have you."

He grasped the edge of the blanket and yanked it down, exposing Nancy's huge breasts, making them shake as the edge of the blanket passed over.

"But I was just teasing, you said yourself you couldn't have me, ungh, untie me, what are you, unghh...!" She started struggling at her bonds, writhing her body and making her huge flattened breasts ripple and swim on her chest.

"I'm going to have my way with your big fucking tits," her captor said. "I'm going to play with them and suck on them and there's nothing you can do about it."

With that, Roger's hands flew to her quaking mounds and grabbed them. His fingers sank into the exquisite flesh.

Her body bucked when she felt his touch, and her chest heaved upward, making his fingers sink deep into her helpless boobs. That was the last straw; he lost whatever shred of self-control he'd had up to this point. "These boobs are MINE!!!" he cried as he pushed them together into a pile of jiggling breastmeat with two succulent nipples perched on top. Then he buried his face into that wonderful mound.

Tom (he had forgotten all about roleplaying or acting at this point) kneaded and squeezed and clenched at Rachel's helpless tits as he sucked on them with savage hunger. Her body shook and bucked on the bed as she let out moan after loud throaty moan. His fingers dug into breastflesh and mashed it against the sides of his head as he shook it side to side, rubbing delicious tit all over his face and cramming it into his mouth to munch on, to suck on, so much incredible sucking...

Rachel's breasts were still being hungrily devoured half an hour later when the camera's battery died and it shut off.

Finally he lifted his face from her heavenly mountains and gazed into her eyes.

"Mmmnnggghhh Tom, my cunt is so hot and helpless too..." she whispered. She didn't bother to mention that she had already come while he was helping himself to her big delicious breasts, and was so incredibly wet that he would have no trouble getting something rock hard right past those lips and deep into her.

Very quickly he positioned his crotch above hers and slapped his hard cock down on her wet pussy. She moaned louder than ever before, and kept moaning as he rubbed his shaft up and down against her slick wet lips. She thrust her pelvis up and down, making his cock grind and slap against her pussy even harder.

Then Tom was in her, and she screamed his name. Apparently she had forgotten all about "Nancy and Roger" as well.

He settled down on his elbows and grabbed her wildly flailing boobs, playing with them and slapping them around while he fucked her with all the incredible lust he had accumulated over the past hour. He had done this only once before in his life, at a brothel in Nevada, and that had been nothing compared to the exquisite sensations he felt now! His longetivity surprised him; he'd thought he would just cum right away, but instead he stayed rock hard as he pounded his crotch against hers and brought her to her second orgasm, then kept right on going, still having his way with her tits as he fucked and fucked and fucked his helpless delicious captive...

He felt his back muscles tiring out, so he finally (and reluctantly) pulled his slick wet cock out of her. He really, really wanted to feel her tits wrapped around it!

"Mmmmnnnggghhhhhh," Rachel breathed as he slid forward until his penis hung down into the canyon between her pleasure pillows. Still tied up, she was totally helpless as he grabbed that soft warm flesh and buried his cock in it. He groaned with the incredible pleasure he felt as he started to fuck her tasty breasts. His thumbs toyed with her incredibly erect nipples as he pumped his cock in and out of the hot chasm in between them.

When he came, his cum spurted all over her face and neck, suprising her and making her laugh.

"Mmmmnnggghh bring that here," she said, his sticky cum bubbling out of her lips.

He slid forward again, and very quickly found his tasty meat being taken deep into her mouth as she sucked every drop of cum out of it she could.

Afterward he untied her, and they snuggled together and smeared his messy cum all over each other's chests. After all that exertion, it wasn't long until Tom fell asleep with Rachel in his arms.

A few hours later he woke up, and immediately proceeded to devour Rachel's wonderful melons again. She giggled and laughed and grabbed his head and mashed his face in her tits, doing everything she could to turn him into a lust-crazed animal so he would have his way with her again. Tom was amazed when his cock grew so very hard again, achingly so, and it found its favorite cave to play in, fucking her mercilessly while her fingernails scraped long red welts down his naked back. His poor butt muscles gave out sooner this time, so he ended up on his back while Rachel bounced up and down on top of him, her long hair flying wildly and her tits bouncing and slapping against his clutching fingers. This time he came right inside her, and she gripped his hands tight against her breasts as she clenched at his spent cock and rocked back and forth. Afterward she collapsed on top of him, and they kissed until they fell asleep.

When Tom woke up again, he found Rachel snuggled against him and gazing at him lovingly. Her finger slowly traced around Tom's chest and toyed with some hairs near one nipple.

"Um," Tom said finally. "This whole audition thing, I mean, I don't mean to sound, um, I don't know, it just seems all made up or something..."

He stopped talking when he saw her beautiful face blush deeply. Her smile grew very wide and split into a grin.

"It was. I made it all up."

Gulp. "Why?"

"Because I want you. I've been wanting you badly for weeks now. I love you. And I've had these fantasies I've always wanted to act out, and this just, well, seemed like the perfect opportunity."

Tom's mind got stuck at the "I love you" and took a moment to get unjammed and process the rest of her words.

"Um, uh, what about your boyfriend...?"

Rachel smiled again. "Oh, I dumped him right after I helped you move. We weren't getting along too well anyway, he never wants to do anything fun. And then he got all mad because I was helping you instead of going to a dumb football game with him, and that's when I finally decided, well, fuck him! So, um..."

She traced her fingers across his nipples and then up to his lips, sliding them all around his mouth.

"... I'm kinda lonely now. Will you be my boyfriend?"

In answer, Tom pulled her head against his and devoured her mouth with a long, hot, intense, passionate kiss.