The light from the morning sun shone through the window, breaking up through the cracks in the curtains to shine down on the sleeping form of the young man slumped down on his sofa. The light hadn't been shining for even five minutes before it began to disturb his slumber, the dark-haired male beginning to stir from his previously blissful state. Within moments, the boy's eyes finally opened for the first time since the afternoon before. His vision was blurry and his head pounded with a headache the likes of which he had never felt before. It took the young man a little while to get his bearings, to realize where he was but eventually he was fully awake.

Tim was utterly confused as to what had occurred. Last he remembered, he was out in the garden enjoying a glass of lemonade with his best friend and then suddenly he was there. Why was he sleeping on the sofa? Why was he sleeping in his clothes? Why didn't he have a clue about anything that had gone on for the past what must be at least 12 hours, if not closer to 18? All of these questions circled his brain, the confusion and the headache working together to prevent him from thinking straight. His first clear thought however was a simple one. Water. His mouth was as dry as a desert and he needed a drink of water right now.

Stumbling out of the living room and through the hallway, Tim made his way into the kitchen and lazily turned the cold water knob to the faucet on, accidentally splashing himself with water due to turning it too far. He yelped in surprise, very suddenly feeling much more awake thanks to the feeling. Turning it down, he poured himself a glass of water and chugged it down as a man deprived. He repeated this with two more glasses before finally allowing himself time to breathe.

"That's much better," Tim said to himself with contentment, now in a slightly better state.

The water caused his headache to subside enough for him to think more coherently, taking in the stimuli from the world around him. It was only then that Tim realized he could hear the faint sound of the shower running from upstairs and what he could swear was talking coming from upstairs. As curious as he was confused, Tim decided to investigate since he was under no illusion that Spencer would have allowed Tim's absence to ruin his night. As far as Tim was concerned, his best friend probably stayed up all night playing video games and eating far more of his host's food than he probably should.

Heading upstairs, the sound of the shower and voices got louder and louder. The talking was heavily muffled, so Tim couldn't actually tell if it was one voice or more but he was sure that what he was hearing was in fact talking. Eventually, he reached the door and gave it a couple of knocks, and the muffled talking suddenly stopped. There was a beat of silence until Tim finally got some kind of response to making his presence known.

"Who is it?!" The voice asked from inside the bathroom loudly, the voice now more clear because of its volume. "Tim, is that you? If so, welcome back to the world of the living."

"Yeah it's me," Tim answered, unsurprised to be hearing Spencer's voice. "What happened last night? I remember lounging outside and then suddenly, I'm waking up on the sofa in my living room feeling like I have been listening to heavy metal on full blast for 12 hours straight."

"Honestly buddy I don't know what happened. We were outside and then suddenly you fell asleep out of nowhere. I tried to wake you up but you just wouldn't budge, so I put you in the living room expecting that you'd wake up before the night was through, but apparently not," Spencer 'explained', his voice sounding confused and concerned.

"Strange, I'm never normally that heavy of a sleeper," Tim said, more to himself than anyone else. "Thanks for carrying me inside then I guess. Did Shadow turn up last night, I should probably apologize to her for falling asleep before she turned up."

"It's no problem buddy, and yes she did. I wouldn't be too concerned though, she had to leave not long after turning up. Apparently, something came up at home and she had to shoot before I could explain your absence to her, she said she'll be back tonight," Spencer elaborated further, his story detailed and well thought out.

"Well that was lucky, I dodged a bullet with that situation that's for sure," Tim joked, smiling to himself at the thought of his playfully catty girlfriend. "Anyway, as long as everything's solid on your end and Shadow is okay that's the main thing. Look, now that I know what's going on I'm going to go see if I can't get a quick walk-in appointment with my doctor, and make sure everything is okay. After that I'll go to the store and get some snacks for us for tonight, I'll have a shower when I get back. If Shadow turns up while I'm gone, tell her I'll be back shortly."

"Will do, you take it easy now," Spencer warned."

"I will, see you later!" Tim said, bidding farewell.

With that out of the way and feeling much better about what had led him to the sofa the night before, Tim walked away from the door and back downstairs. He put his sneakers on and made his way out of the house, the door closing loudly behind him. Upstairs, Spencer waited silently under he heard the door closed with a silent bang. Finally, when he heard the door close he let out a breath of relief he didn't even realize he had been holding in. Smirking, he looked down to meet the gaze of the woman looking up at him with equal relief and more than a little arousal.

"That was so hot," Shadow said, her voice quivering from her sheer arousal. "Just the thought of him being so close but being completely clueless, it's got me so fucking riled up. Fucking idiot."

"Well he's gone now, so how's about we get back to what we were doing," Spencer replied, his voice filled with smug satisfaction.

"Oh you mean me taking these," Shadow began, her clawed fingers squeezing her breasts as she did so. "And wrapping them around your long, thick, throbbing cock and wanking you off until you blow your load all over my slut face? Make a real cheater out of me, a real adulterous whore?"

"Exactly that," Spencer confirmed through gritted teeth.

"Whatever you say…sir," Shadow added with a wink.

Shadow grabbed a tighter hold of her considerably large breasts and wrapped them around Spencer's cock which hung over her face, dominating her vision in a way that made her feel tiny and submissive. Without another word, she began to move her breasts up and down Spencer's considerable length, making sure to keep them as tight as possible around his pole as to make him feel as good as possible. She had found the better she made him feel during times like this, the harder and longer he fucked her later on. The night before had proven that for certain.

"Oh christ that feels good," Spencer groaned out, biting his lip as he thrust himself in and out of her tight cleavage.

"You like that?" Shadow asked, her voice sultry and low. "You like thrusting your big, manly cock between my large, round tits? Tim's cock would disappear between my cleavage, the tiny dicked loser. You like the thought of using your best friend's girlfriend's breasts to get yourself off, to claim them as your own. You fucking pig, I love it! "

"If I'm a pig what does that make you?" Spencer shot back, thrusting faster as he felt his cock pulse in pleasure. "What kind of whore allows her boyfriend's best friend to use her tits to get off? A slutty one, that's who!"

"Only for you," Shadow answered, increasing the speed that she moved her breasts up and down. "Besides, can I truly help the fact that my choice of a partner is so pathetically endowed?"

Spencer continued to groan through gritted teeth, the pleasure he was feeling was immense and beyond anything, he was used to. If he was honest, he was still not over the night before. Sex with Shadow was mind-blowing, beyond anything he'd ever experienced in the past and now he could have it whenever he wanted. Just the thought made him thrust even harder, the skin slapping against each other made all the louder by the water pouring down on top of them. The young man could feel himself beginning to build towards his climax before suddenly, he felt Shadow stop. He looked down at her in confusion.

"Why are you stopping?" Spencer asked.

"There's something I want to show you before you blow your load, something that'll…help you along," Shadow answered in a sultry tone, pointing her index finger at herself.

Before her lover's very eyes, Shadow's breasts, hips, thighs and ass began to expand while her waist remained exactly as it was before. Spencer's eyes widened at the sight, unable to comprehend his luck at being able to fuck such an unparalleled sex goddess. Before long, all of the expanding body parts were fifty per cent bigger than they had been before. The young woman's breasts in particular were four cup sizes bigger than they had been previously, going from quite big to two ridiculously large fun bags that all but entirely engulfed Spencer's cock. The young man stared down at his lover in awe, causing her to simply giggle in response.

"Like what you see?" Shadow asked, smirking up at her lover.

"Fuck, you're so hot," Spencer answered, his unblinking gaze unmoving from her now massive tits.

"Looks like you can't get enough of my chest," Shadow began, grabbing a hold of her breasts. "This was originally going to be for Tim, but I doubt that loser would be able to handle it. Only you get to see this form. What do you say, want me to finish what I started? I'll make sure you blow a bigger load than you have in your entire life."

"So fucking much," Spencer replied, still awestruck.

"As you wish."

Without another word, Shadow returned to wanking her lover off with her breasts once again. Spencer's eyes nearly rolled into the back of his head at the feeling, the pleasure overwhelming him to such an unbelievable degree he couldn't even think straight. Instinctively, the young man began to once again thrust himself in and out of Shadow's now even more ample cleavage, his lust-addled mind entirely focused on drawing as much pleasure out of this experience as possible. It didn't help that having started up where they left off, Spencer could already begin to feel his orgasm building.

"I'm not gonna last much longer," Spencer growled through gritted teeth.

"Don't worry baby, blow your thick load all over me. I want it," Shadow replied, sticking her tongue out to emphasize her point like a grade-A slut.

Spencer took those words to heart and began to thrust even harder, his rhythm set to derive maximum pleasure in minimum time. It was full steam ahead for him now, and within moments the young man could feel his climax going from a slight feeling down the length of his cock to like a cork about to burst. Thrusting as fast as his pelvis could now, he yelled out one last cry of delight as his orgasm washed over him finally, rewarding the young man for his perverse efforts.

The young woman below him gladly accepted one, two, three, a dozen globs of thick, virile cum that shot from the tip of her lover's cock onto her face, tongue and tits. She kneeled there, her tits still wrapped around his shaft for over a minute as he continued to climax until finally, it subsided. Closing her mouth, Shadow looked Spencer directly in the eye and swallowed all the cum that had landed on her tongue. The young blonde felt a pleasant shiver run up his spine at the perverse display of submission.

"So much cum, and so thick. So much more than Tim that's for sure," Shadow commented, chuckling at the thought of comparing the two so obviously different young men. She got another smirk from a slowly recovering Spencer.

"You really get off on putting him down don't you," Spencer said offhandedly, merely getting a smirk and a shrug from the still-kneeling humanoid woman.

"I love Tim, but he's a limp-dicked loser. He can't fuck me, he never stands up for himself, and generally is just a pathetic piece of shit. Sometimes I forget how I even fell for him. I mean come on, it's not my fault my pussy needs a real man," Shadow justified, causing Spencer to laugh in response. "Lucky for me, Tim has a well-hung best friend to take care of my need."

"Get up you silly slut. If you need your cunt stuffed by a large cock that bad, then who am I to deny you," Spencer declared, grabbing his lover tightly by the upper arm.

Dragging Shadow up to her feet, Spencer didn't waste a moment as he cupped his strong hand underneath Shadow's now huge ass and lifted her off the ground with one effortless pull upwards. Shadow yelped in surprise as he did this, going slightly red in the face from embarrassment from being so easily startled. The young man who held her however paid it no mind, as he hiked her legs up over his shoulders and pressed her back up against the shower wall. Being held up by his strength and propped up against a wall, Shadow was completely at her lover's mercy. Not to mention completely exposed.

"Beg for it," Spencer demanded, his face merely inches from Shadow's own.

"Why don't you make me?" Shadow challenged, winking at her lover with a smirk gracing her lips.

"Now," Spencer growled, his eyes narrowing to emphasize his seriousness.

"Please Spencer I…I need it so bad," Shadow whined sarcastically, the smirk never leaving her lips. "I need you to stuff my cheating slutty little cunt with your big, fat cock and make me cum. I can't live without it, I can't live without you and your big dick. Tim doesn't even come close. Please just give it to meeeeeee."

Rolling his eyes, the young man decided to make his point physically. Without a word, Spencer thrust himself forward as fast as he could and sheathed himself fully inside Shadow. Her eyes widened in surprise, her mouth opening in a silent scream as she was suddenly filled with more cock than she could handle. Before she could even react, however, Spencer was already hammering away at her wet cunt for all it was worth. It took the demon-like young woman to get ahead of herself, but when she did it resulted in one of the loudest cries of pleasure Spencer had ever heard in his life.

"SO FUCKING DEEP!" Shadow screamed out, her eyes nearly rolling into the back of her head from the pleasure. "MY BOYFRIEND COULD NEVER FUCK ME THIS DEEP, NOT IN A MILLION YEARS!"

Spencer didn't let up for a second as he went to town on the young woman he was pressed up against, sawing in and out of her and feeling every millimetre of her sopping wet cunt as it gripped his cock like a vice. The feeling that was passing through Spencer's cock was even greater than those that he'd been feeling the night before, the greatest he'd ever felt. The young man found himself lightly biting at her lover's shoulder in order to contain himself. Eventually, it all became a bit too much for him and he knew he needed that extra push to make her cum before he did.

Shadow for her part was having the time of her life. Before she knew it she could feel herself orgasming, her cunt gripping the enlarged prick inside her with the tightness of a vice. Spencer, however, didn't stop fucking his way through it making each orgasm connect to the other. Their primal lovemaking turned from a very pleasurable experience to an endless haze of uncontrollable lust, pulse after pulse of pleasure shooting through the demon-like young woman rendering her completely at the mercy of her masculine lover. Through it all, she managed to finally find her voice.

"I FUCKING LOVE CHEATING ON TIM!" Shadow shamelessly admitted, her face contorted into a mixture of pleasure and cruelty. "I'LL NEVER STOP CHEATING ON THE LOSER WHEN I HAVE THE BIGGEST, FATTEST, LONGEST DICK I'VE EVER SEEN BLOWING MY BACK OUT EVERY FUCKING DAY! I'LL NEVER LET HIM TOUCH ME AGAIN, HE DOESN'T DESERVE TO EVER TOUCH ME AGAIN! FUCK HIM, YOU ARE MY MAIN MAN NOW, SO ACT LIKE IT AND FUCKING DESTROY THIS CUNT YOU GIRL STEALING FUCK!"

Those words had to be some of the cruellest and mean-spirited things he'd ever heard in his life…it was also the hottest thing he'd ever heard in his life. So much so that within moments of hearing it, he was so taken off guard that blew his load deep inside her, forcefully kissing her at the same time. They stayed in their position, rigid and motionless for several moments as Spencer shot his molten semen deep into the demoness's cervix. Once it was finally over, the two lovers separated and Spencer slowly lowered his lover to the floor. Show propped herself up against the wall due to her wobbly legs nearly giving out, but she managed to keep herself steady just about.

"That was…fucking amazing," Shadow said breathlessly, smiling in satisfaction.

"Agreed, I've never cum so hard in my life," Spencer replied, his own smirk showing how pleased he was in post-orgasmic bliss.

"We are ABSOLUTELY doing that again later," Shadow declared with finality, getting a laugh from her lover.

"Even with Tim here?" he asked, causing Shadow to meet his smirk with hers.

"Especially if Tim's here," she answered with a wink.

"You're such a naughty slut," Spencer said, slapping Shadow's ass causing her to giggle.

"Your naughty slut," she shot back, before moving back under the shower water. "Now, this naughty slut needs to clean up before her cuck boyfriend get's back."

"Agreed," Spencer replied with a nod.

The two quickly cleaned themselves up, showing off the smell of sex and their respective discharge and getting dried as quickly as possible. Leaving the shower room, Shadow put her clothes back on and with one last heated kiss, sat down on the bed and pulled out a book to read as to seem as casual as possible.

"I'll go downstairs and get us both a drink," Spencer said, getting a nod from his new lover.

"Okay. By the way, do you have any more of those drugs you used on Tim?" Shadow asked. Raising his eyebrow, Spencer nodded. "Great, when it gets late I'll drug him again tonight and we can have some more fun. It'll have to be later though, it needs to be believable."

"When did you get so devious?" Spencer asked. Shadow merely smirked and shrugged, causing her lover to chuckle as he walked out the bedroom door.

Sighing with contentment at his new situation, Spencer left the bedroom and went downstairs to get a glass of water. As he did so, the front door opened and Tim returned with a shopping bag in one hand and keys in the other. Seeing Spencer, he smiled.

"Hey dude, I got those snacks I talked about," Tim greeted, holding the bag up. "I also went to the doctor, he gave me a once over but said I was probably fine and just tired after so much school. He's probably right, I'm feeling good now."

"I'm glad you're feeling okay," Spencer replied, doing his best to smile at his friend.

"Tell you what, I'll put these away and then we can play some video games until Shadow turns up. I can't wait to see her," Tim admitted, smiling to himself as he walked down the hallway.

"Oh Shadow's already here, I was just about to get us both a drink. Let's put that stuff away and we'll go up and see her," the tall blonde said causally, his fake smile turning into a smirk as his "friend's" back was turned.

'I really can't believe Tim is falling for this, either he's really happy or really ignorant. Hell, maybe both. Still, if he can't fulfil Shadow's needs, then I'm more than happy to take his spot. Honestly, this feels like a dream, who knew Tim would be so useless in the sack? Well, his loss is my gain I guess. I'll take care of her sexual needs and he'll get a less grumpy and resentful girlfriend in return. I mean, what are best friends for? .'

Walking up behind Tim to join him in the kitchen, Spencer began to laugh internally to himself about the whole situation. For the first time since he had known Tim, he truly felt superior to him.

The better man had won.

Hey guys, I hope you enjoyed. If you did, please be sure to hit me up if you wish to commission me to write a fanfiction for you. Details and rates are on my profile, thanks again