"Don't worry Shelly. I'll be right over."



"Thanks Britt. I really appreciate this."



"See ya soon." With that, I hung up. I didn't mind helping Shelly. Being seven months pregnant, with twins no less, she was having a hard time moving around. Since her husband Tom had to leave the country for work, she really didn't have anyone close that could come over and lend a hand. Luckily, with me being an artist, my job was flexible and I threw some clothes in an overnight bag, grabbed my laptop and hopped in the car. Shelly and I have been friends for a couple of years now, ever since I divorced my husband and moved here. I'd left him when I caught him in bed with another man. Not because he came out as gay but because he'd sworn that he was faithful. Then, the whole sordid tale was revealed and he basically confessed to me that he just married me to keep up appearances. The alimony was nice and it left me able to pursue my own passions in art as well as allow me to live in an apartment the city.



Shelly and I met at the gym where she was working as a personal trainer. She was super nice and quickly a friendship developed between us. Tom was cool enough but he was constantly gone on business, leaving his wife alone in their home. Several times, Shelly and I would hang out together at either hers or my place, getting drunk, complaining about men or just watching movies. I'd been with a couple of women in the past and considered myself bisexual but, as far as I knew, Shelly was completely straight and deeply in love with her absentee husband. I wish I could say that my going over to help and keep her company was completely altruistic on my part but that wouldn't be honest. Ever since she'd told me that she was pregnant, my desire had grown for her. Every time we got together to go out shopping or just hang out, I loved for her to show me her growing belly. Over the past couple of months, she really swelled up. Not only her stomach but her tits as well. I helped her shop for some maternity bras and tried my best to keep my eyes off of her milk swollen tits. The darkening areolas, nipples that had started to bead up with little droplets of milk as well as be perpetually hard turned me on so much that I ran to the bathroom right there in the mall and frigged myself.



But, if Shelly did realize the effect that she was having on me, she didn't let on. I was actually glad in a way. I didn't want to ruin our friendship by freaking her out but it also meant that I could still see her. It sounds selfish of me, I know, but I couldn't help myself. I pulled into her driveway, grabbed my bag and entered the home after knocking. I was pleasantly surprised at what I walked in on. Shelly was lounging on the couch, her body barely covered by the silken negligee and matching panties that she was wearing. Normally, Shelly is a bit conservative with her dress. But here, I could see almost her entire body on display. The fabric that was covering her tits was soaked through with her milk and her bush was visible through the thin silk of her panties. My mouth went dry and I just stood there for a second, taking in the sight. Yes, I'd seen Shelly naked before, as she'd seen me, showering at the gym. But this was different. We were alone, in the privacy of her house. Not in public surrounded by other women. I resisted the strong urge to just run over there and ravage those titties as I walked in and shut the door behind me.



"Yeah, sorry for the lack of clothes." Shelly said, misinterpreting the look on my face. "I can barely move today."



"No problem." I replied, trying to sound lighthearted. "We're both big girls here. Well, one bigger that the other."



"Ha ha."



"Give me a sec." I dropped my bag in the guestroom. It was in the middle of being redecorated a muted pink pastel but the foldout was still there. I patted the couch like it was an old friend. Many a night, I slept on the thing, dreaming about the woman that was lying in bed only separated from me by a wall. I then ran to the master bedroom, picked up a light blanket and a pillow before going to the kitchen and pouring a glass of iced tea. I handed Shelly the iced tea before propping her head with the pillow and covering her with the blanket. She took my hand in hers and pressed it against her cheek, silently conveying gratefulness. I patted her face a couple of times before sitting on the recliner. We talked about things; my newest project, her recent trip to the OB, the redecorating going on when she let out this long moan and grabbed her breast.



"God, I can't wait for these two to arrive." She said, her voice strained. I asked her what was wrong and she said that she had foolishly left her breast pump in the other car, which was now parked at the airport and would be for another week. "The pressure's been killing me Britt. I was thinking of sucking the milk out myself just to get some relief." I nodded in sympathy. I'd never been pregnant before but understood what she was saying.



"Hey, maybe I can help." I said. A strange look crossed Shelly's face when she heard that. "Oh God, I mean that I could drive to the airport and get it." I quickly added. She laughed at that.



"Oh yeah. For a second, I thought that you were volunteering to suck the milk out." She and I laughed for a second or two before she looked at me, again with that expression on her face. "Would you?" I hopped up off the chair to go get my purse but her words stopped me in my tracks. "No. I mean, would you suck the milk out?" I just turned and looked at her. I'd heard the words but didn't know if she was serious or just playing. I took a chance and nodded my head, hoping that this wasn't a test. Instead, Shelly's hand went to the bow on her baby doll and undid it, pulling it open to reveal her swollen teat. I just stared at it, mesmerized, as my tongue flicked out and licked my lips.



I slowly walked over and knelt on the floor in front of her. Shelly put her hand behind my head and gently pulled me in, guiding me to her left breast. I looked at it for a minute, studying the nipple intently before sticking my tongue out and licking the drops of milk that were there. Shelly gasped slightly at the feeling. Then I wrapped my lips around her nipple and began to suckle. It took only a few sucks before the sweetness of her milk filled my mouth. God, it tasted so good! I heard her murmuring and making cooing sounds as I continued to swallow her fluid down my throat. "Come on baby girl. Drink up all of mommy's milk." she said softly while stroking my hair. I whimpered and just kept sucking, drinking all I could.



When the milk ran dry in her left breast, I raised my head. Shelly was lying there, a contented look on her face. I rolled her over to get at the other one and began to drink her dry. I started rubbing her belly, caressing her swollen stomach but she reached up and grabbed my hand. For a second, I thought she wanted me to stop rubbing her but instead, she guided my hand lower. To her pussy. I stopped suckling in surprise and looked at her. Shelly's eyes were closed and she was biting her lower lip. "Please." she said, not opening her eyes. "It's been so long since I've cum. I need your help Britt." Smiling, I lowered my head to her nipple and began suckling again. My fingers then began to fondle her pussy. The crotch of her panties were soaked through and I ran my fingers through her wetness. I started rubbing her engorged clit and Shelly began to breath faster. I pinched her clit gently between my fingers, rubbing them back and forth. Shelly placed her hand on the back of my head again, holding me against her tit. I continued sucking, thoroughly enjoying the flavor of her tit juice. I rubbed my index finger around the entrance of her pussy before easing it into her. Shelly bucked her hips at that and I added my middle finger too. Curling them up, I tickled her g spot, causing her to let out a long moan.



I drained her tits dry before moving down to her vagina. It was spread open before my gaze, her hair matted with her juices. Bending down, I inhaled the sweet scent of her cum before placing my lips against her pussy and eating her out. I pursed my lips and kissed her little clitty, which caused Shelly to scream out. I looked up but all I could see was her belly, swollen with the two babies growing inside her. I concentrated on her clitoris, licking and sucking as I'd just done to her tits as I jabbed my fingers back inside, moving them all around her, scraping my nails against her inner wall, pumping them in and out like her husband did, tickling her inside. I could feel her clench down and heard her suck in a lungful of air before letting out a scream and cumming all over my hand and face. I withdrew my fingers so that I could lap up all of the juices pouring out of her. She screamed again as another orgasm passed through her body.



Finally, she reached down and pushed my head away. I relented and raised up, looking at her face. Shelly's eyes were half lidded, a smile on her lips as her chest rose and fell with her labored breathing. I smiled at her, rose up and went to sit back down on the recliner. "God, it's been so long." she finally said. "Thank you."



"Um...my pleasure." I replied, not really knowing what to say to that. She laughed at my reply as she pulled the blanket back up, covering her belly but leaving her tits on display. "What do you mean 'it's been so long'?" I asked, a little curious by her words.



"It's been so long since I've cum." Shelly said. A look of consternation crossed her face. "Tom hasn't fucked me in months saying that he's afraid to hurt the babies. But I don't think that's it. I just don't think he likes to look at me anymore." Shelly started to cry at that and I hurried back over, taking her into my arms. I knew that this was hormones playing tricks with her but I didn't say anything, just letting her cry it out.



After a few minutes, Shelly let go of me and rolled back over so that she was laying on her back. "Come on Shell," I said, taking her hand. "You know he loves you and still wants you." She squeezed my hand for a brief second.



"I don't know Britt. I mean, he's come home from one of his "business trips" more than once and I've smelled the perfume off of his clothes. I think he's fucking other women." I sat in silence at this revelation. I didn't think Tom would ever cheat on Shelly. I'd seen the way he looked at her and knew that he loved her deeply. I took a minute to gather my thoughts before replying.



"That could mean anything Shelly. I mean, he works closely with a lot of people. I'm sure you've smelled other men's cologne on him as well." Shelly laughed at that and I realized what I'd just said. "Okay, you know what I mean."



"Yeah, you're probably right. It's just...I miss him and wish he'd be intimate with me again."



"He will. I know it." I patted her belly. "After he sees his daughters and how beautiful they are, he'll instantly want to make more."



"Oh God, woman!" Shelly said, a shocked look on her face. "Let me push these two out first before I get knocked up again." We both laughed at that and I sat on the floor next to her. There was a long silence as we just sat there. Finally, Shelly turned to me and said "Britt, thank you for what you just did. I was hoping I'd read you right."



"Believe me. It was my pleasure." I reached up and brushed her hair. "Hey, wait a minute!" I said, stopping my petting. "Was I that obvious?"



She let out a laugh. "Oh, come on Britt. I've seen the way you looked at me more than once. I'm surprised you didn't jump my bones in the mall the last time we went."



"Well, I was afraid to. I didn't want to scare you away." I started patting her again while reflecting on the fact that she'd known about my desires for a while. "What changed your mind?" I asked.



"I guess it was the fact that you found me desirable. I mean, I never thought of another woman sexually before until I met you. I was just always afraid to act upon it because...I don't know." I leaned over and planted a kiss on her cheek. Shelly turned to face me. We looked each other in the eyes and then, simultaneously, leaned in and kissed each other on the lips. "I was afraid I'd lose you, Britt." she said, placing her hand on my cheek. I closed my eyes and pressed my face against her hand. Then I felt her lips upon mine again. We kissed, this time deeper. Our tongues met and entwined. Each of us explored the others mouth in a soulful kiss. I felt Shelly's hand reach down to the hem of my shirt. She then went beneath it, pushing my shirt up my body, exposing my bra. I broke the kiss, pulled back and removed my shirt and bra. Instantly, Shelly pulled me close and her mouth went to my nipple, sucking on it like I'd just done to hers. She sucked my tip to aching hardness before switching to the other one. I moaned and pressed my body in, mashing my small breast against her face. I reached out and began toying with her breasts, running my hands over them and lightly pinching the nipples. She whimpered at that and I stopped, fearing that I had hurt her.



"No, don't stop!" Shelly said, letting go of my teat. "That feels so good." I stood up, though, and pushed my shorts and panties off of my body before reaching out and handling her breasts again. She reached around me with her right hand and cupped my ass cheek before reaching over her body and touching the fur covering my vagina with her left hand. I spread my legs, allowing her more access to my most intimate region. She ran her fingers through the folds of my pussy, gathering up the juices that had leaked out of me before bringing her hand to her face. I watched her as she slowly stuck her tongue out and gave her fingers a lick, tasting another woman for the first time. "Mmmmmm..." she moaned, taking another lick. "Britt, you taste amazing." I giggled at that.



"Well, why not a taste right from the source?" Shelly looked up at me and, after a second, nodded. I propped my left leg on the side of her head, bracing myself with my right one. Squatting down just so I barely touched her mouth with my cunt, I almost came when I felt her tongue touch my outer lips, licking them clean. She brought her hands up between my legs, spreading me open so that she could feast on my pussy. I sighed as she did this and reached down to start toying with her nipples. She said that she didn't mind me being a little rough so I took it to heart. I pinched them, not too hard, twisting them between my fingers and pulling them up so that her large breasts formed cones. I didn't realize how much this turned her on until she moaned loudly into my pussy and began to eat me out in earnest. The closer I came to climaxing, the rougher I was, digging my nails into her nipples, twisting and pulling them hard. I heard a muffled scream from between my legs and that set me off. I coated my best friends face with my cum. I threw my head back and screamed out as I pulled her breasts up hard. Her tonguing never stopped, lapping up my juices as fast as my cunny spewed them. I rode her face to several gut wrenching orgasms before collapsing on the floor. I laid there, catching my breath, looking up at the ceiling.



After a while, I stirred and was able to sit up. Shelly was just lying there, a smile on her face. Our eyes met and she reached out. Hugging her, I leaned in and we shared a passionate kiss. "How was your first taste?" I asked when I pulled back.



"Mmmm...I'm sorry that I waited this long."



"Well, maybe tonight, I can show you some other things that two women can do together."



"I would like that Britt." Shelly said, caressing my face. "I'd like that a lot."