Kat Marie has joined her friend for a pool party. Her friend's stepson, Axel Haze, tried swimming with the ladies but he lost his trunks in the pool when he tried showing off his dives. Kat tries to get Axel to come back, but he's too embarrassed to go outside again.

Later, Axel walks in on Kat cooling herself down with an ice cube. Kat realizes he's there and they engage in some banter before she insists that he prove he's a grower, not a shower. Once Kat gets an eyeful of that nice dick, she knows she has to have it. She beckons for Axel to come closer so she can rub him briefly before having him shove that dick into her tight cooch.

Popping her big ones free, Kat urges Axel to squeeze and knead them before she drops to a crouch to give him a BJ and a titty fuck. Kat wants that D bad enough that she lays Axel out on the floor to ride him in cowgirl while letting those big boobs bounce. After hopping back on the counter for a final pussy pounding, Kat gets back down to give Axel a handie until he nuts on her titties. They're just finishing up when Axel's stepmom catches them in the act.