From the early going producers of the Titanic new they were going to have a movie with great special effects but special effects alone did not ensure success. Hollywood has a long history of movies that had state of the art special effects but nonetheless were box office failures or were critically panned.

The lead female character in the movie was Rose, a British woman, but of all the British actresses nearly all were either not well known by American audiences or were just wrong for the role. While several of these women were fine actresses the producers were concerned the American audience would stay away from the theater if an unknown were in the lead role. Still they could not deny the talent of these women and were equally worried that an American playing the role would raise eyebrows and might lead to bad reviews.
In the end the choice came down to two women Kate Winslet, who although young already had demonstrated her acting chops in several movies. The other actress being considered was Gwyneth Paltrow, who although was an American, had already appeared in movies where she played a British lady and had done a reasonable portrayal. Producers were leaning towards Paltrow who they thought would give the movie appeal to a wide audience and are some one the press would like.

Word had gotten back to Kate that the producers were leaning towards Gwen. She was not happy to hear the news and decided to visit Gwen on the set of a movie she was currently shooting in England to see if she could talk her out of accepting the role. After shooting was done for the day Gwen was in her trailer going over her lines for the next day when she heard a knock on the door. It was Kate.

When Gwen opened the door she was surprised to see Kate. Kate politely asked if she could come in and Gwen a little unsure of Kate’s intentions nervously invited her inside.

“Would you like a cup of tea?” Gwen asked

“No thank you Gwen. Let me get right to the point of my visit, I’m here to ask you to bow out of Titanic. The role was written for a British actress and this is the kind of movie that I am perfect for and this will vault my career. You already are doing plenty of movies playing English women but this is based on a true story and should be played by a real English woman.”

“I’d like to help you out Kate but this role will get me an Oscar and I am going for it”

“You are just not right for the role Gwen. The character is supposed to be an well-endowed woman and well look at you. You’re all legs and arms.”

“Well it’s true, I don’t have the bum you have Kate but my acting skills cannot be questioned”

“Look Gwen, you are not English and should leave these role to British actresses. Now for the last time, I am asking you nicely to drop out.”

“Pardon?” Gwen purred, speaking with an affected thick British accent.

“Bloody Hell! Stop talking like that!” Kate screamed.

“Well, I’m sorry to disappoint you Kate, I Am going to accept the part. I can portray a proper English woman far better than a rotund little wench like you!”

Kate became irate and was fresh out of patience. She forcefully shoved Gwen backward. “Drop out Paltrow!” she demanded.

“Screw you Kate!” Gwen replied returning the shove

“Look this is your last…” before Kate could finish her statement Gwen - SLAP - cuffed her across the face

Kate (unhurt) looked at Gwyneth first in disbelief then in anger.

“Get out of my trailer” Gwen barked

Instead Kate slammed the door shut and locked it.

“That part is going to be mine and I am not going to leave until you see it that way” Kate warned

Kate stood 5’8” or 5’9” - a good 2-3” less than Gwyneth. All her life Kate struggled with her weight. Currently she was close to 145 pounds and outweighed Gwen by a good 20 pounds. Her breasts, while not considered “huge” still were plenty big and perfectly shaped. She was a good 2” (and 2 cup sizes) bigger than Gwen.

Kate’s demeanor had been edging toward the dark side for years having been the subject of fatty jokes as a teenager and being passed over on a chance to portray a British character by a Yank was just too much. She was especially resentful of Gwyneth who grew up with Hollywood parents and up to this point had things come easy. She seemed to expect to be treated special like she was royalty.

“I can’t believe the producers are considering a string bean like you!” Kate seethed

“Yeah? Well, it’s only because they don’t want to frighten the audience by forcing them to watch a tubby English girl with a fat melon head in the female lead. After all, it’s supposed to be a LOVE story, so the girl MUST be attractive!”

“Who’s going to want to see your bony bum on the big screen? I’ve seen 13 year old English girls with sexier bodies! The only reason anyone even KNOWS who you are is because your mum is that wretched TV actress Blythe Danner and you daddy produced those lame shows. Oh, and that fake English accent is wretched,” Winslet cracked

Yeah, well it’s those 13-year-old girls and their parents who are going to gobble up tickets to see me as Rose. Nobody wants to see your ugly mug.” Paltrow chided

“You’re an arse Gwyneth. I am going to enjoy kicking the shite out of you. Kate said ready to back up her words.

“Get over yourself Kate, and put your hands down. I’m not going to fight you. The producers begged me to take this role because they know you are box office poison. It’s just a fact of life. Deal with it. They think you are about as appealing as a walrus. ARFF, ARFF, ARFF!” Gwen chuckled, flapping her arms, scrunching up her face and shaking her body like a big, fat, walrus. The insult was the last straw for Kate!

“Why you skinny cunt, I’ll tear you apart!” Kate shouted as she slowly approached Gwyneth.

Gwen was annoyed as well and her pride got the better of her and she refused to back off. Not at all afraid of the thinner blonde, Kate charged and Gwen responded in kind. They grabbed at each other’s hair, both getting a strong grip on the other’s scalp. Neither could gain an advantage and after several moments Kate let loose of Gwen’s hair and punched her in the stomach. Gwen grunted but did not let loose of Kate’s hair after the first blow so Kate kept punching over and over.

“OOOOF!” one of Kate’s powerful punches landed square in Gwen’s mid-section, doubling her over knocking the wind out of her.

Gwen lost her grip on Kate’s hair which made it an easy matter for Kate to grab Gwen’s hair, pull her forward and lift a knee to her face that straightened her upright. Gwen, disoriented, stumbled backward with a trickle of blood running from her nose! Kate pursued her and landed SLAP SLAP to each side of Gwen’s face rocking it back and forth. The Brit then landed a chop to the upper chest again causing Gwen to stumble backwards. Three forceful chest chops followed and Gwen was driven to the floor. Gwen was lying on the floor shaking the cobwebs out of her head and was breathing fast, holding her sore chest coughing trying to recapture the air that was driven out of her.

Kate got behind the blonde and hoisted the dazed Gwen to her feet. The heavier woman let out a grunt and before Gwen knew what was happening she felt her neck being forced against her chin in a full nelson. The blonde let out a sigh as Kate applied tremendous downward pressure on her neck. Gwen knew Kate had enough strength to break her neck and that she was not strong enough to power out of this hold. So she did the only thing she could. She launched a mule kick between Kate’s legs. The low blow broke the hold and caused Kate to reach for her crotch as she let loose of Gwen. Kate leaned against the wall massaging her crotch trying to rub out the pain while Gwen was on her knees rubbing her sore neck and catching her breath recovering from the English woman’s assault.

As she rubbed her neck Gwen noticed Kate was recovering and began thinking that Kate might be too much woman for her to tangle with so she decided to leave the trailer. She took about 5 steps when she was grabbed from behind.
“Where do you think you’re going Yank?” Kate asked as she grabbed the back of the actress’s blouse and pulled her back. As the Brit was pulling, the blouse tore off, leaving Gwen in just her padded bra. Kate then took off her own blouse, showing Gwen she not only wasn’t wearing a bra but that she didn’t need one! She wanted Gwen to see her near-perfect breasts which were glistening with perspiration.

“Go ahead take yours off Paltrow!” Kate mocked the smaller blond.

When Gwen didn’t comply with the request Kate moved in and unsnapped Gwen’s bra and it fell to the floor exposing Gwen’s girlish “goodies.”

Embarrassed and angry Gwen swung a right fist towards Kate’s head but the actress ducked it and kneed her in the stomach then added a hammerbutt to the back of Gwen’s neck. While Gwen was doubled over Kate forced her head between her strong legs. Gwen’s head was being squeezed like it was in a vice. Kate then moved forward a few inches and got Gwen’s neck between her legs. Kate’s muscular thighs were certainly weakening the thin woman. Her face was turning red and she was getting lightheaded. Moments later her knees began to buckle under the unyielding pressure. Breathing was becoming an issue, as was blood supply to the brain. Gwen kept squirming but Kate had her securely trapped.

Gwen began to slump and Kate thought she was about to pass out. As she leaned down to take a closer look her grip loosen and Gwen managed to squirt out of the deadly scissors. When she broke out of the hold she was off-balanced and fell to the carpet. Her ears and entire face were red and she was obviously in a bewildered state. She was taking deep breaths; her body inflating like a balloon with each inhale before she released the oxygen. Before she could get to her feet Winslet landed a kick to the chin sending Gwyneth on her back. Kate proceeded with a couple of stomps to the head and chest as Gwen tried to get to back on her feet.

Going for the kill Winslet dragged the groggy woman to her feet by the hair. The blonde was taunting Gwen now telling her what a beating she was about to receive. The overconfident actress let her guard down offering Gwen an inviting target and Gwen noticed. With Winslet’s legs spread wide apart Gwen shot a hand up striking Winslet right between the legs. Winslet immediately doubled over in pain. Gwen lifted a knee to Winslet’s face but the Brit did not fall. Gwen went after her and grabbed her by the hair in an attempt to bang her head against the wall. When she tried Kate stuck a leg up against the wall thwarting the plan. Kate then threw an elbow in Gwen’s side then another. Gwen let loose of Kate’s hair and grabbed her side, her face full of anguish.

The Brit grabbed her by the hair and pulled her close then lifted a knee to her gut, doubling her foe over. Kate buried her hands in Gwen’s blonde locks holding her in place and lifted a knee to her face. Gwen was crying and her nose was bloody but she couldn’t fall because Kate held her up by the hair. Kate then marched the thinner woman to the wall and rammed her head into the plaster. Gwen slumped but Kate still had hold of Gwen’s hair and kept her on her feet. She didn’t let go until she rammed her head into the wall an additional 5 times until she created a hole in the plaster from pounding Gwen’s head into it. Kate then released Gwen and pushed her backwards where she fell to the floor like a drunken fool.

Kate got Gwen to her knees and placed her head between her thighs again. Again she squeezed for a while and this time Gwen did not have the strength to escape. Gwen was slapping at Kate’s thighs but soon she didn’t have the energy to even do that and her body was going limp. Just when it looked like the young actress might pass out Kate lifted her up by the waist lifting her legs in the air and drove her head into the carpeted floor executing the pile driver. Thank goodness for Gwen the carpet was thick. While the blow didn’t knock her out it left her completely stunned and she lay motionless on the carpet except for a slight shuffling of her legs. This allowed Kate plenty of time to pull off Gwen’s short pants. Kate took off her slacks as well and both women had on only panties.

Kate then laid herself next to Gwen face to face and maneuvered her legs around Gwen’s stomach. Gwen was vaguely aware of what was happening but by the time she realized what was about to happen and tried to wriggle free but it was too late. Kate had the waist scissors locked on and began squeezing lightly until the blonde began to groan. Gwen’s groans turned into cries as Kate poured on the pressure. Gwen began to thrash about and was slapping and scratching at Kate’s legs. The scratching irritated Kate so she grabbed the actress’s arms by the wrists and held them out of harm’s way. When she did Gwen took advantage of her long legs by lifting them in the air getting her feet and calves around Kate’s head.

Gwen was trying to push Kate downward with her legs and break the waist scissors but she was in an awkward position and she couldn’t apply much pressure around Kate’s head. Winslet was pushing Gwen’s legs as she tried to pull away. Just before Kate arrived Gwen had applied lotion to her legs and they were still slick and this wan not helping her maintain the precarious scissors.

Sure enough, in moments Kate was able to slip out of the actress’s legs. Gwen’s lower body plopped back to the floor and she sighed with disappointment. Kate tightened her steel, vice like grip of her thighs around the blonde’s thin waist. Knowing if she didn’t escape Kate’s legs she would be done for, Gwen devoted all her energy in a last ditch effort when she lifted her torso up and began landing elbows into Kate’s side. Her insides were ready to burst from Kate’s unrelenting squeezing and she was grunting as she put everything she had into the elbow strikes. Unfortunately for Gwen, there wasn’t much power behind the blows and she was not damaging Kate’s thick stomach. The blows though were annoying so Kate grabbed Gwen by the hair pulled her towards her and landed a hard right fist to the jaw sending her tumbling backward to the floor.

Kate grabbed Gwen’s right arm and twisted it behind her back as she inched up Gwen’s body still maintaining the deadly scissors driving the air out of her lungs and crushing her ribs. Gwen’ breathing, already labored, was becoming more difficult and she was noticeably panting at this time.

As Kate maintained the scissors and armbar she bent Gwen’s wrist back causing Gwen to scream in agonizing pain. Unable to break free Gwen just pounded the carpet with her free fist in total frustration. Gwen began crying as she knew she was at Kate’s mercy. Now in complete control, Kate did her best impression of a python as she constricted her thighs in her suffocating grip around Gwen’s waist each time the slender woman exhaled. Her rippling leg muscles indicated the effort Kate was putting in the scissors hold as she tried to put Gwen away. Gwen was becoming light-headed and her breaths were becoming more and more shallow. Her innards felt like they were being compressed. A nauseating feeling was coming over her.

At this point, Kate knew Gwen was hers for the taking. She eased up on the pressure and slid out of the hold. Gwen rolled into a fetal position moaning in agony, sobbing and hoping her ordeal was over. She was in no condition to counter attack or even defend herself. Kate though wasn’t finished with her scissors; she was just wanted to shift her attack upwards. She roughly grabbed Gwen by the hair and easily pushed her legs past Gwen’s arms as the thin actress made a feeble attempt to fend her attacker off. Kate then wrapped her legs around Gwen’s long skinny neck and squeezed. Gwen immediately began choking. She was fast running out of air and her face turned red. She wildly shuffled her legs and feet trying to find some kind of leverage.

“You should’ve quit when you had the chance!” Kate advised her captive.

She pulled Gwen’s head up in her creamy thighs so her nose was right in her panty-covered crotch. Kate started flicking Gwen’s eyes and nose with her fingers knowing how irritating that must feel and knowing how humiliating it was to Gwen who could do nothing to stop it. Then she put her fingers in Gwen’s nostrils and pulled upwards. The sudden pain sent Gwen’s body thrashing like crazy and she screamed like mad. She slapped and pushed at Kate’s arms but couldn’t budge the strong woman’s grip. Tired of hearing the screaming Kate let loose but pressed Gwen’s face against her muff as she concentrated on squeezing the beauty’s head. Enjoying being cruel Kate would ease up the pressure when it looked like Gwen would pass out only to put the squeeze on a few seconds later. Kate loved pulling Gwen’s head back to see the expression on her face. Her hair was soaking wet and all matted against her face. Her eyes were puffy and tear stained. Her breathing was strained.

“Please stop…” Gwen could barely whisper pleading with Kate to stop the torture. She tried to pry Kate’s legs apart but in her weak condition the effort was futile. Minutes later Gwen was making terrible wheezing noises each time Kate would flex her legs applying enormous pressure on the head and neck. Gwen’s arms now lay limply on Kate’s legs, her legs kicked meekly a few times before they too went limp.

Kate decided she didn’t want to scissor her opponent to unconsciousness. She released Gwen and got to her feet. Gwen lay beneath her barely moving. Looking at Gwen’s long lean body just lying there was a tempting target. Kate dropped her knees onto Gwen’s sternum. The impact caused Gwen to thrash about and she was totally breathless. Mean spirited Kate repeated the knee drop again causing Kate’s body to jerk on impact. Her already sore ribs were in danger of being cracked but Kate wasn’t out to serious injure Gwen just immobilize her. She dropped one of her large legs across Gwen’s chest knocking what remaining air she had out of her body.

As Gwen lay totally still on the floor Kate yanked her to her feet by her hair. The actress was practically limp and Kate had to keep her from falling. Gwen’s legs were wobbling and she was bent down at the waist. A knee to the face snapped the blonde’s head back and sent her backwards where she made contact with a wall. Out of energy and with legs of jelly she slowly slid down to the floor with a fat lip, bloody nose and goofy look on her face.

Remembering Gwen’s earlier blows to her crotch Kate grabbed Gwen by the legs and dragged her to the middle of the room. Holding her legs in the air and at the same time wide apart Kate kicked Gwen right in between the legs. Gwen immediately raised her torso but another kick to the crotch sent back down. Still holding Gwen’s legs, Kate then hopped in the air and delivered a headbutt right to Gwen’s groin.

“UNNNNGGGG...” Gwen gave a loud gasp as her chest thrust violently upward when pain exploded in her brain and her nerve center overloaded, then shut down. She passed out!

Kate poured some water on Gwen to awaken her. She again dragged her to her feet. This time she stood in front of her and got her in a bearhug. Gwen was in tears as Kate’s large breasts totally engulfed her tiny tits. Gwen’s skinny body was being crushed in Kate’s powerful grip. It was no trouble for Kate to lift the taller but much thinner woman off her feet. At first Gwen tried to pry Kate’s arms apart, but she had no strength left. Then she slapped furiously at Kate’s back and arms and landed ineffective kicks with her flailing legs. Her weak blows bounced off Kate’s fit body harmlessly. In a final attempt to escape she tried to claw at Kate’s eyes but Kate was able to turn her head out of the way. As she did with the waist scissors before Kate would tighten her grip with each exhale of breath Gwen took. In minutes, Gwen went limp in Kate’s grip, her arms dangling limp at her sides. Only then did Kate unceremoniously dump Gwen on the floor.

Turned on by her conquest Kate now wanted sexual satisfaction. She straddled Gwen and blew lightly in her face until she opened her eyes. With Kate sitting on her chest the beaten Gwen could barely breathe.

Kate began rubbing her crotch against Gwen’s neck then up to her jaw and back down to the chest slowly tormenting the American. After a few minutes she suddenly planted her panty cover cunny on Gwen’s tear-stained face covering her breathing passages and began humping her face. She grabbed her by the back of her head and pressed it against her pussy. Within minutes Gwen’s eyes rolled up and she was in dreamland again. The bigger woman lowered her head back to the carpet and went for the ride grinding and humping herself into a frenzy. Several minutes later Kate slowed her gyrations and thrust her sex slowly but powerfully against her unresponsive victim like she was trying to clean a stubborn spot on the carpet. Her orgasm had begun and her cries of pleasure vibrated through the trailer. She was lost in sexual gratification.

Thank goodness for Kate the trailer was soundproof. Speeding up her pace for minutes at a time only to slow down then speed up again, Kate humped and bumped for several minutes draining herself on the beautiful face below. Her clit continued to ooze her victory juices on to Gwen’s face as she kept slowly grinding her cunt onto the defeated prone actress. A few final thrusts of her pelvis indicated she was finished, but just temporarily.

Kate slithered off Gwen. Her panties were soaked with much of her cum but plenty escaped out or through onto Gwen’s face giving her a clammy look. Winslet then took off her panties and straddled Gwen slapping her lightly several times until her eyes fluttered open. Gwen didn’t know where she was so Kate just starred at her until she saw her eyes fill with terror. Next Kate bounced up and down on Gwen’s upper chest and neck. She loved hearing Gwen’s little moans as air was being forced out of her body. When Gwen was nearly out Kate shifted positions slowly until she was facing Gwen’s legs. She then dropped her massive bum down on Gwen’s face stopping inches away so Gwen got a good view and smell of Kate’s fleshy bottom. Out of instinct Gwen lifted her arms up but they were like wet noodles and could not prevent Kate from her reverse facesit.

Gwen then attempted to lift her legs in the air hoping to hook Kate’s head but she scarcely got them a few inches off the floor but it was enough for Kate to get a hold of them. As Kate continued rubbing her scent on Gwen she spread the blonde’s legs apart and began fingering the actress’s hotbox. With her sharp nails she was able to puncture a small hole in Gwen’s panties. Gwen was in a semi-conscious state, however the bottom half on her body was reacting to Kate’s magic fingers as evidenced by the moisture seeping through her pussy. Kate could hear a muffled groan as two of her fingers penetrate into the blonde’s hot, moist pussy and she squeeze the actress’s clitoris. Gwen’s legs then stiffen and then shook as Kate thrust in and out of her cunny.

In a flash Gwen’s relaxed body gave in and she poured her sweet nectar on Kate’s hands. On the verge of cumming herself, Kate dropped Gwen’s legs and leaned back placing her full weight on Gwen’s face beginning a slow grind. Every now and then she would lift herself up and look behind her. Gwen was barely conscious. After a few more minutes of having Kate smash her face with her slimy pussy Gwen was unconscious. Kate smiled seeing that Gwen had passed out and eased back down humping her prize at a furious pace. She roughly pinched and pulled at Gwen’s small but erect breasts as she began puffing and huffing working her way towards another orgasm. Seconds later she screamed out her surrender as her love goo rushed out of her drenching Paltrow. With no nylon acting as a buffer to soak up the juices most her juices landed directly over Gwen’s face and in her mouth and nose. Kate rocked back and forth for several more minutes savoring the experience cruelly stretching and pulling at Gwen’s pert nipples to pass the time. Kate was milking Gwen’s sweet little titties while smothering her lovely victim.

Kate continued rocking slowly side to side enjoying herself immensely. She gave one more mighty tug on the actress’s nipples causing a little fluid to extract. Gwen’s breasts were as swollen and puffy as her battered face. Satisfied with her victory and sexually satisfied as well, Kate finally lifted herself off her toy and put on her slacks when Gwen was moaning starting to come around.

“We can’t have that,” Kate declared, not wanting Gwen to be wake up and call security.

She placed her body on Gwen’s and slowly rubbed her dripping-with-perspiration breasts up and down her long face. Kate enjoyed humiliating the beaten American who could do nothing but gently sniffle, sob and whimper pitifully. Then she got more serious as she buried Gwen’s face between her ample breasts. The actress was completely out off it and put up no protest, save for instinctively flapping her arms and then resting them harmlessly on Kate’s back.

Kate wrapped her arms around the beauty’s head and pressed her perspiring bosom downward. Her plentiful bosom pancaked out on impact easily covering Gwen’s nose and mouth and then some. Only Gwen’s hair was visible as Kate bore down wrapping her arms around Gwen’s head. Kate continued to press hard making sure Gwen would be unable to catch a breath. Kate could feel a vibration on her breasts as Gwen was moaning into her mass of tissue. Then the blonde’s arms fell off Kate’s back onto the floor signally her descent into sleep. Kate stood up and placed her right foot on the actress’s neck, choking her even though she was already out. Gwen’s body spasmed seconds before it fell still.

As Gwen lay motionless spread eagle on the floor Kate instructed her to drop out of the film. Gwen subconsciously must have gotten the message because the next morning she dropped out, saying she’d “accepted a role in another film.” Kate was offered the part of Rose the next day but as it turned out, Gwyneth got her own revenge - of sorts - winning the Oscar for that other movie, ‘Shakespeare in Love’. Ironically, playing what else, an English woman!