The humid, coastal air felt like it was hanging in her hair as Marissa walked out onto the beach on Lido under the beaming summer sun. Her pale skin always got so red in the sun, so she kept her broad sunhat fitted over her long, brown hair, and hoped her tight one-piece swimsuit would handle the rest. Her C-cup breasts were nothing to boast about exactly, and she only had a very average looking, 6 inches (at most) dick between her legs, and didn’t feel like she had much to show off. At least she could hope to attract a bit of attention with her slim, waist and wide hips that allowed for such thick, toned thighs, that seemed to glimmer with all the sun-block she’d rubbed into them.

Standing at the edge of the water with the waves lapping at her ankles, she was trying to decide if she really wanted to go out and swim, or walk around on the beach a bit more … Though before she could choose, she noticed heavy, squidgy sounding footsteps as someone plodded down the beach towards her. Marissa turned and saw the source: a large, 6’ 7” woman easily standing two heads above herself, with heavy looking F cups and a body that she could only describe as “meaty”, in a word. Everything jiggled just a little as the huge girl kept walking, until she stopped standing next to Marissa and faced the ocean with her. Without a word, the bigger girl chuckled and winked at the other, reaching down between her own legs and “casually” hefting her assets through her loose, one-piece swimsuit. Her sack balls seemed to fill out most of the swimsuit, each one the size of a melon easily, and she had no shame in showing them off, grabbing each one in turn with her hand, lifting each up and dropping it.

Marissa’s modest ween had become completely hard just seconds after seeing the other girl coming towards her: she’d been hoping to catch some attention, but this was already more than she’d bargained for--seeing the bulge of those heavy, full nuts made her shaft throb wildly beneath the fabric of her suit. Her eyes followed the girl’s hand as it let go of her balls and traveled along her belly, tracing the outline of something even lewder: a fat cock that ended just below her breasts with no discernible tip or head along the way … Hard or not, it had to be at least two feet long, she was sure. The thick, nearly 7 foot tall goddess introduced herself first, at least: “Call me Angeline … Want to swim out to sea a little bit, avec moi?” She spoke in a sultry tone, and though her skin had a distinct tan to it, her French accent implied that she was another tourist in northern Italy like Marissa was. Marissa only managed to nod, trying hard to keep her hands off of the bigger girl’s sweat-tinged body, but only barely succeeded, leaving her little bulge tenting out from her stomach a bit. “Your cock, ‘tis very cute,” Angeline commented with a giggle, making her chest jiggle a bit more as they slowly walked into the waves. “A-and yours is, uhm, impressive, t-tres bon!” Marissa did her best to imitate some French, but they were both focussed on other things, undoubtedly.

There weren’t many other people around them as they now stood waist deep (for Marissa, not quite as deep for her companion’s height), and Angeline had stopped walking out. “Perhaps, you could introduce yours to mine then~” She suggested it in her usual tone of voice, straightening her back so her slightly saggy breasts and little potbelly stood out more, along with her thick shaft, of course. Marissa quickly nodded and pulled the fabric of her swimsuit off to one side, letting her rock-hard 6 inches point straight out above the water, pretty and pale with a little, pink cockhead on top. Angeline cooed and blushed, before struggling to do the same, pulling her long, flaccid shaft away from her belly with a wet sounding schlorp. It smelled rather strongly and was already shiny with the sweat from her pudgy gut, but more importantly, her cock didn’t end with a prominently displayed glans like Marissa’s, but instead with a fat pucker of foreskin, a darker shade of brown than the rest of her tan body, and covered with firm looking bumps and nubs. The smaller, pale little girl gasped, “Y-you’re huge … “ But Angeline only laughed and squeezed her own shaft tightly about two thirds of the way up from the base, “It’s only this long really … Mine has been as hard as yours this whole time, you know, right?” Marissa was shocked: not only were the last eight inches of this girl’s cock just empty foreskin, but it was all so thick and squishy that she’d have never guessed the girl’s real cock was even hard under the thick, sweaty blubber that covered it. “But don’t let that stop you, I’m sure you can fit all of yours inside~” Angeline reached down and dipped her tan fingers into the smelly, bumpy, mocha-colored end of her foreskin, and stretched it open just a little. In truth, her foreskin was just so big and thick, it rarely wanted to stretch for her, and she hadn’t been able to pull it back in years.

Shaking a little, Marissa looked at her own pristine little dick, and the fleshy, smelly monster cock that the other girl had, but curiosity overcame her fear soon enough, and she stepped up to Angeline’s puckered foreskin, sliding her whole cock inside and still not reaching Angeline;s cockhead. But the foreskin was far from empty, she quickly realized, as the thick wall of smegma and filth nearly halted her penetration and it was hard to push her hard little dick farther into the noisily squelching pucker. She shuddered and began to pull her cock back out, but the bigger girl stopped her, gently placing a hand on her shoulder, “No, no, leave it in, you’ll like it, I swear!” She chuckled and wrapped her fingers around the foreskin that covered Marissa’s cock, stroking it back and forth slowly. She smeared her butter-thick cockfilth all over Marissa’s shaft and used her own foreskin like an onahole for the smaller girl’s cock. Marissa soon felt a strong tingling around her dick as well, hot and pleasurable like nothing she’d felt before. The veins that were once barely visible all along the thick, blubber pudge of Angeline’s foreskin now began to stand out, and her weird, firm bumps that covered the tip of her foreskin starting dripping a sticky, pre-cum-like substance onto Marissa’s partly exposed body. Within just minutes, the paler girl had begun to pant and whimper, before shooting her marble-white load straight into angeline’s mocha foreskin with a moan. The bigger girl had sighed with satisfaction, muttering ‘good girl, just fill me up~’ under her breath, but after it had all subsided, she didn’t let Marissa’s cock go. Instead she gripped her foreskin-sleeve harder and started stroking fast, not letting the other’s cock even get soft. “W-wah, again?? But, I just came, I c-can’t, it feels too good~!” Despite her protest, Marissa was soon moaning and groaning out loud once again, even bucking her hips a little, as she finished for a second time into Angeline’s foreskin.

“O-okay, that’s enough, r-right Angeline?” She whimpered as the tan girl still gripped her cock through her loose, baggy foreskin. “Hm, only if you insist~” Angeline grinned and stepped back, letting Marissa’s cock pull free from her prepuce, and spill some of its seed and her own dick’s filth into the calm ocean. However, Marissa was shocked, and unable to even speak when she saw her cock emerge … Where her little, pink cockhead had been, she now had nothing but foreskin, and many inches of it at that--her dick felt heavy under the weight of another 5 inches of foreskin that grew past the tip and back down to the base, making her whole package look much thicker. It wasn’t smooth and blubbery like Angeline’s though, her new foreskin was criss-crossed with a roadmap of blue, pulsating veins. The tip wasn’t perfectly symmetrical either, with the opening of her foreskin pointing slightly to the right of where her actual cum-slit aimed, but she hardly noticed the weird asymmetry as the whole end of it was covered in bumps, even more than Angeline’s cock, and they smelled awful, though that could have just been from the inside of Angeline’s unwashed foreskin too. Her once beautiful, pale, and nicely sized cock had become a grotesque, foreskin-covered, smelly hunk of meat! “W-what the fuck! Why do I have so much foreskin, what are these weird bumps all over it?? Th-they’re so firm and smelly .... I, I don’t understand!” She held the base of her cock in one hand, and pulled at the bumpy foreskin with the other, refusing to believe that her cock had become so lewd from that. “Why, don’t you like it~? I’m afraid I can’t help those little bumps but you’ll get used to them. Still, you have so much foreskin now, don’t you love it? And yours is so veiny too, I can’t say I expected something like that to grow from your little dick~” It was true, Marissa kept herself so well groomed ‘down there’, now she had … this. She reached down and tried to pull her foreskin back, but there was simply too much and it wouldn’t budge; she noticed a single stray pubic hair sticking out of her foreskin’s off-center opening. She didn’t know if it was one of hers, or from the slimy, filthy inside of Angeline’s smelly cock, but it made her shake with embarassment just seeing it.

“P-please, this isn’t what I wanted, c-can’t you fix it?” She held her new cock with both hands, feeling he hot shaft pulse in her hands. Angeline absentmindedly stroked her own unretrctable foreskin up and down, “Well, if you insist, I could, you’ll just have to put it back where it came from.” She motioned towards her slimy, tan cock, reaching one down to the opening and spreading it slightly, letting some of the ocean’s salty brine wash inside and further taint it. Eager to get her old cock back, Marissa fumbled around clumsily with her cock’s new fleshy length, but managed to cram it into Angeline’s sweaty, bumpy opening. “Now, just fuck it to your heart’s content, dear~” Marissa nodded and began to pump her hips back and forth, the veiny pucker of her phimotic cock noisily kissing the hidden head of Angeline’s cock deep within her blubbery sheath of pudgy, doughy skin. After a few minutes, they were both getting into it once again, and Angeline’s shaft began to pulse, veins throbbing, and cock sweating profusely under the summer sun; Marissa’s own cock felt like it was on fire, with bolts of pleasure arching throughout all of her new floppy foreskin, from the tip to the base. Her orgasm was just the first of more to come, as she shot another creamy white load of seed (most of which accumulated in her long foreskin before oozing out into her partner’s smeg-filled cockpussy), her cock stayed hard and began building up for another. Each time she came, she felt her next orgasm building faster, the pleasure growing more intense with each single one.

“H-hold on, I th-think I’ve cum enough, l-let’s stop!” Marissa groaned, barely able to stand anymore. “If you’re sure … “ Angeline spoke softly as she pulled her cock away from Marissa’s, inch by inch. But it wasn’t Marissa’s previously modest cock that came out like she’d hoped, instead, it was fatter, veinier, and covered in more foreskin than she’d even imagined: it was comprssed and packed tightly into Angeline’s foreskin against her glans, but now that it had been let out, her volumous flesh practically spilled out into the open air. She gasped loudly and quickly reached underneath her shaft with both hands, hefting it up out of the water. She felt herself cumming again, but nothing managed to escape the tip, it just all kept getting trapped in the folds of her excess skin. Tthe whole thing was 18 inches long now, and as thick as her leg. Her little 6 inch dick was still there, but she could barely feel it as her foreskin brought her to another shuddering orgasm. “I can’t s-stop cummiiiiing, sh-sho much foreskin~~” Angeline simply cooed again and gazed at er beautiful work. Marissa’s foreskin was not only bigger, but it had grown a mess of firm little bumps on the end not unlike her own cock, and the skin had darkened significantly. It wasn’t as deep and luscious as her mocha brown cockskin, but with enough nude tanning on the beach, she’d come to match her at least. Marissa meanwhile was furiously stroking her foreskin where the tip of her cock probably was, while her other hand groped and dug at her bumpy, puckered tip, rubbing the firm little nubs and slipping her fingers into the cum-filled sheath of heavy foreskin. “I-I’m sho huuuge~” she groaned to herself as she shameless came in her floppy overhang, until finally, after a fifth additional orgasm, she began to slow down and subside, her lack of stamina catching up to her rapidly acuired new pleasure areas.

She stumbled over to Angeline, who caught the pale, young girl in her arms and lifted her up out of the water, her now softening cock hanging off to one side and leaking copious ammounts of cum into the water, as the two headed back to the shore for a little tanning while Marissa recuperated.