Hi. My name is Mick. Vicki and I first met about 7 years ago when we were both 23. She was hired at the company where I worked, but we had very little initial contact. She was plain, not too pretty; a typical female engineer. I was not drawn to her, she was definitely not my type. Her short hair was dirty blond, her breasts were 36a, and her hips were slightly hefty. My girlfriend, Amy, had long brunette hair, a 38d-28-36 figure, and loved sex. There just wasn’t much reason for me to be interested in Vicki.

Our company has about 10,000 employees, and our department of over 200 people were amassed in a large office area, so we didn’t have any opportunity to get to know one another that first year. The only times that we spoke; we started a fake/hostile relationship, always giving each other a hard time. But that was just her nature. During that year I ask Amy to marry me, and we planned to get married in the fall of 1985.

During the summer of 1985, Vicki and I were assigned as engineers in the same division and when a desk next to me became vacant, she ended up sitting there. We quickly became friends, always giving each other a hard time. I felt no great attraction for her, in a sexual manner, (besides the natural male curiosity), and our relationship soon began to turn into one like a brother and sister. Each of us were only children, so the experience was kind of unique for us.

Vicki clearly let me know that she also found me in no way attractive, in a sexual manner, and while I felt the same, the more that she pointed this out to me, the more attractive she became. Amy was never jealous. First, Amy is not the jealous type, but second, Amy knows my taste in women, and clearly Vicki did not meet the mold.

Amy and I married in October of 1985, right on schedule. Vicki came to the wedding, bringing one of her first dates in months. She rarely dated and was a self admitted virgin.

Meeting her, you would understand. She really looked like the kind of girl who would become a lesbian, controlled by some butch partner. However, she was straight, and I could tell she really longed for a boyfriend. I even tried to set her up with a few friends of mine, but I think she felt uncomfortable dating my friends (as though they might tell me something behind her back). Because of this, and the fact that she was not even a first-date kisser, none of her dates ever got serious.

Since she did not go out much, Vicki would always end up doing things with my wife and me. I know that she felt like a third wheel, so we always tried to invite her to group activities where there were other single people. A bunch of us even went to Disney World together in the spring of 1986. We took over three rooms in the Contemporary Resort and had a blast.

Around Christmas of 1986, she started to go out with Rick (we quickly dubbed them Rick & Vick). Rick was a little older than her, and had just broken up from a serious relationship, so he was not in any hurry to rush into a relationship again. This casual approach to their relationship put her at ease, and by the fall of 1987 she was truly in love.

She never revealed the exact date, but I think she gave her virginity to Rick around October of 1987. Rick was very good for her. Her self-confidence really began to build. She started working out at a health club, she bought better clothes (even purchasing a few miniskirts which were just coming back into style), and she started to wear better make-up as well. A new hairstyle complemented her change, and she really began to attract some attention at the office.

The time spent working out really helped her figure. Her slightly pear-shaped behind became the talk of our department as it morphed into a tight, shapely butt.

Her clothes were not so plain anymore. While not sexy by any means, they did fit her better, and were of brighter colors. Jeans and slacks definitely fit her better, and she knew it. More than once I gasped aloud when she bent over in front of me, showing off her firm rump. Of course, she would pretend to get mad and angry with me, but I knew that she enjoyed the attention.

And then came the breasts. She started on “THE PILL” in the summer of 1988. Her hormones began to react, and by Christmas of 1988 she had gone from a 36a to a 36c. We’re talking the difference between bumps and breasts. It was as though she had gone through puberty at 26. Once again, she became the talk of the department, and I actually became quite proud of the fact that she spent all of her free time at work with me. Guys would actually ask me what my secret was.

She and I still remained just best friends. Our relationship had not changed much, except that she did not need my company outside of work. Rick (who became her husband in July of 1989), had his own set of friends, and they usually did things with them. Rick and I were not necessarily comfortable together, and I usually avoided the situation. I’m an engineer and kind of a computer geek, were Rick is an office manager and a Raiders’ fan, and little else really matters. But I like him; he is definitely good to her and very good for her.

Vicki, being a virgin up until Rick, was clearly faithful to him, and while I joked at sex with her a few times, she still quickly let me know that it would be impossible. I know that she didn’t really take me seriously anyway and our brother/sister friendship continued.

In 1990, Amy and I had a daughter. One year later, almost to the day, Vicki had a daughter as well. This gave us even more to talk about as we compared notes, handed down baby clothes, and talked about such wonderful things as diapers and rashes, and the one thing that both Amy and Vicki had in common, breast feeding.

During her pregnancy over the summer of 1990, Amy’s breasts had grown to 38E. It was really amazing, but they were always so sore and tender that Amy would not let me play with them. She had to use an electric pump to extract her milk and fed our baby with a bottle. I lusted after these two marvelous mountains of flesh, but they were as untouchable as sacred holy ground. One of my favorite sex acts before her pregnancy, was the good old titty-fuck ending in a pearl necklace, but Amy definitely could not stand to have my cock between her tits. Oh well, the breast feeding only went on until Thanksgiving. Quickly her breasts returned to their original 38D and their original sensitivity.

But with Vicki, those breasts which had been 36a’s in 1983 were now well over 36DD. The change was incredible. 36DD’s are just as large as 38DD’s, the only difference is 2 inches in the diameter of the rib cage. So, her tits were now as large as my wife’s had been.

When Vicki came back to work after her maternity leave, it was quite a pleasure to see her try and fit into her pre-pregnancy tops. Her tits were just enormous, and I just couldn’t help but stare at times. She seemed to take this rather well. Although she constantly complained about their size and weight, she only seemed to be flattered by my attention.

On one particular day, she arched her back and stretched, and a poor button gave up its life, popping off, and flying across our cubicle. It immediately drew my attention and we both completely cracked-up laughing.

“My God. They’re incredible! If I was as close as that button I think I would have died too.”

She just laughed some more and shook a threatening finger at me.

She would always disappear right after lunch as she went to our company’s medical department to pump the milk from her breasts. I always volunteered to go and guard the door for her, or to hold the pump, but she would just shake her head and call me a pervert. After pumping, the milk would be stored in her purse-sized ice chest.

This went on all summer until September of 1991 (I write this less than a month after IT happened) Vicki and I were assigned to go out of town together on a business trip. Both of us are trainers for our department’s CAD-CAM system, so we were sent to a CAD class in Alabama. The class was on a Monday and Tuesday, so we planned to fly out on the Monday morning before the crack of dawn and return on Tuesday night. This way she would only have to be gone from her daughter about 30 hours.

She had gotten ahead in pumping milk, so her husband and the babysitter had a good supply to take care of their daughter until she returned. Since a woman cannot turn off the milk supply, Vicki planned to bring the pump with her and pump on the trip. This milk would then be discarded since it would be too difficult to carry back on the plane.

She and I really started to look forward to our trip together. It would be really nice to get away from our spouses and children (mine was a holy terror by this time). We would also get to spend some non-work time together. We took the usual ribbing from our co-workers and our spouses, but no one was serious, because we had been friends for so long; certainly, if anything was going to happen, it would have happened by now. Right?

We arrived in Alabama right on time. Since I had been here before (and since it is kinda the male thing to do), I rented the car and we made it to the class with time to spare. The class lasted until 3:00pm, and we skipped out of the afternoon lab, so we could check in to our hotel. She also needed to pump, after which we would explore the town.

It was incredibly hot for September, so we really wanted to get out of our good clothes.

Our rooms were in the same wing of the hotel, opening out into a common hall. They were typical rooms with double beds, a dresser, a nightstand w/bible, a table, and two chairs.

The T.V. was at least 15 years old, and being in the Bible belt, there was no adult channel. Oh well, I’d live. It would only be one night. At 5:30 I knocked on her door. After the usual “just a minute” she opened it.

“WOW!” I exclaimed.

She was wearing a jean miniskirt and hot pink tee-shirt which was filled with those two gigantic melons. Her maternity bra was clearly visible under the thin material. I could only imagine what this outfit would look like braless.

“Watch it” she responded sternly. “It’s just too hot to wear anything else.”

“I’m watching it!”

She shot me a dirty look and started down the hall towards the parking lot. Her legs looked great, and because of the heat, she wasn’t wearing pantyhose. With her left-over summer tan and fit-and-trim legs, she didn’t need them. I only wished that I could see more of her ass. Transfixed I followed her.

We spent our per-diem at a Chinese restaurant in a small mall and afterwards we walked around in the air-conditioning. There just wasn’t much else to do in this mid-sized town.

We found two theaters in the mall, so we ended up seeing Terminator 2 (I for the third time). Her husband just wasn’t into those types of movies, so it was her first time. When the movie got out, it was 10:30 so we headed back to the hotel, pausing briefly to get ice-cream at a very packed Dairy Queen which had been trying to close since 10:00.

We said goodnight and parted in the hall. I turned on the T.V., hit the john, and sat back to watch the news. At least they had CNN. I quickly called my wife, told her I was still alive, and she assured me that she and my daughter were fine as well. Nothing exciting had happened since 4:00 that morning, so we quickly said goodbye.

After this full day, I failed to realize how tired that I was, and quickly dozed off while watching David Goodnow on CNN Headline News. About 15 minutes later the phone in my room rang.

“Hello?”

My heart was racing after being abruptly awaken.

“We need to go out.”

She was speaking in her distressed voice.

“What?”

“I need to get something.”

“What?”

I repeated, slightly annoyed. She was always pulling crap like this.

“I dropped my breast pump on the bathroom floor and it broke.”

“I’ll be over in a second.”

I was still dressed and merely walked the few steps down the hall to her door and knocked.

“Just a minute.”

God she was so predictable! I could hear her putting clothes back on. She opened the door and was dressed as before, but I was just too tired to care. The broken pump was on the sink in the bathroom. There was a plastic funnel that covered the breast, and it had broken into about 20 different pieces. Without it, the pump could not build up suction and was therefore useless. The pump itself, as well as the collection bottle, were undamaged. She had moved to the desk/dresser and was looking through the Yellow Pages section of the phone book.

“I called several places already, but none of them are open this late.”

“Where would you buy one anyway?”

“Well, K-mart or Ventura normally or a drugstore. But this town completely closes by 10:00.”

I picked the bed that she was not using and stretched out with her suitcase. Meanwhile, she tried every single drugstore in the book. Nearly a quarter of them were open late, but only the pharmacies. No one had a breast pump.

“Dang!” she exclaimed (hard language for her).

“Who else would sell them?” She asked rhetorically.

“Oh, like I would know,” I replied. “Can’t you hold off until morning?”

“No way. It hurts like crazy now. It was murder just getting through the ice-cream.”

I knew she’d do anything, suffer any pain, for ice cream.

“This isn’t something that a 7-11 would sell.”

I thought back to my own experiences with breast pumps. I had only seen them at one place besides a store.

“You could call a hospital. They could probably use your milk.”

She smiled and snapped her fingers.

“Good idea.”

The next barrage of phone calls lasted until midnight. Basically, they went as follows: Hospital one had no maternity ward, hospital number two accepted donations, but only during the day shift, and only from women who had been checked out by their lab.

She stressed that this was an emergency, so they connected her to the emergency room clerk. The clerk told her that pumping was not considered an emergency, but since she was from out of town they would do it. She would have to pay $417.00 (cash) or get authorization from our company’s insurance.

Hospital three was a trauma center. Hospital four repeated hospital two, except it was over $500.00. Call five went out to our insurance company (whose 24-hour number our travel itinerary thoughtfully had printed on it). Basically, to them, breast pumping was not an emergency. Authorization refused.

She insisted that she speak with a supervisor, who happened to be a doctor. He also refused explaining that a mistake on her part (such as breaking her pump) was not going to be insured, especially for $417.00.

Between us we had $100.00, the hospitals wouldn’t take a check, and neither of our bank cards would work anywhere in this town. The hotel wouldn’t cash anything larger than $50.00, and there were no Easy-Ed’s 24-hour check cashing centers. Even the Western Union was closed until 6:00 am. Already I could see that the breast pads in her maternity bra were soaked. Dark circles were appearing on her shirt at the tips of her huge tits.

“Can you use your fingers to force the milk out?”

“No, that just doesn’t work. It gets the milk started, but it won’t do well enough.”

She was still scanning through the phone book, I think nearly on the verge of tears.

“Maybe I should call my doctor. He could talk to the insurance company.”

“Well, all you really need is a baby.”

Great, she glared at me.

“Where am I going to find one of those?”

“I’ll volunteer”, I replied half jokingly. The joke suddenly sent signals to my groin and I stared openly at her breasts.

“Right.”

“Well, you could wait until your tits exploded.” She turned back to the phone book.

“Listen, I’m serious. I’d do it for you.”

“Yeah, I’m sure you would.”

“Well, problem solved then.”

She actually looked as though she considered it for a moment, and then replied.

“No way, you’d enjoy it too much.”

‘So, might you’, I thought.

“You’re running out of choices. Besides, I’d promise not to enjoy it.”

She laughed at that.

“Right. Look, no one would ever have to know, and tomorrow morning we’ll buy you another pump.”

She paused for a moment.

“Just what are you proposing that you do to help me?” As if she didn’t know. “Nurse?”

“Babies aren’t the only ones with suction. It’s not like a sex act or anything.”

She was quiet again and went back to the phone book for several minutes. A hand went up to rub the side of one throbbing breast.

“If I agreed to this, how would we do it?”

“I take it Rick has never tried this before?”

I myself had only once. Amy’s breasts were just too sensitive to allow it.

“No, don’t be gross!”

“Why is it gross? Your baby does it every day.”

“That’s different.”

“How?”

She paused again. I could see the engineer’s mind looking for alternatives, but I had given her an easy way out of the problem and it was getting critical.

“You wouldn’t tell anyone?” she asked.

“Who would believe me?”

“If Rick were to find out...”

“There’s no way he could find out. This isn’t something to feel guilty about. We’re friends; I think maybe our friendship could survive this.”

“I don’t want you to touch me,” she said.

“How would we do this?”

“You would sit on the bed and I’d put my head in your lap.”

“I can’t sit like that; I’ve tried it while feeding before. I have to have my back against something.”

The headboards on these beds were made up of shelves, and clearly could not support someone’s back and the pillows were too small to be of any use.

“Then I’ll sit on a chair, and you sit facing me on my lap.”

I couldn’t fight the erection growing in my jeans; I only hoped that she wouldn’t see it. At this, I got up and told her to stand up. Between the frustration, the pain, and her exhaustion, she seemed to give in. The chair for the desk had no arms, so it would work perfectly. I moved it into the center of the room, between the two beds’ footboards.

She looked at me sternly.

“I’m only doing this because I’m in incredible pain.”

“So am I. I’m only thinking of you.”

I couldn’t hold back an ear-to-ear grin. Right. She moved over to the desk lamp and shut it off.

“You don’t need to turn the lights off,” I said taking my seat.

“Wrong.”

Hotels have about a million different lights in the rooms (none of which are bright enough to do any good). She moved to the entryway to turn off that light, then the two headboards, then the nightstand, and then the hanging light over the table. She also made certain that the drapes were together. She did, however, leave the bathroom light on.

Next, she took her shirt off, but all I could see was her silhouette against the drapes. I realized that she was opening the nursing flaps on the bra and removed the nursing pads (these round funky pads that soak up milk when a woman starts to “leak”).

She moved to me, hesitated a moment, then straddled my lap placing her hands on the back of the chair to either side of my head. I could make out the outline of her breast protruding from the bra, but it was too dark to see the nipple. She started to move her breast towards my mouth.

“Let me do this,” she commanded.

I was only happy to be there. I felt her right nipple press against my lip. As I opened my mouth, I felt a high-pressure stream of warm liquid hit the back of my throat. I moved forward and drew the nub into my mouth and then sucked on it like it was an all-day sucker. She let out a gasp escaped her lips as the pressure was released.

The milk was very warm, but being body temperature, I almost couldn’t feel it in my mouth, but I could definitely taste it. Breast milk is very sweet, and really not too bad. As I sucked on her breast I could feel the nipple harden between my tongue and the roof of my mouth. I couldn’t help but tongue it a few times. Each time she gasped but didn’t pull back.

The breast was also getting very warm, a side-effect of producing milk. By this time, I had a full erection, but she sat back near my knees and couldn’t feel it; and in the dark she couldn’t see it. I didn’t let it worry me. I just went with the feeling. As I continued to nurse and lick her nipple she started to slightly squirm until at one point she pulled her breast completely away.

“What’s wrong?” I asked.

“Sensitive.” She replied.

“Am I hurting you?”

Her voice turned to a whisper.

“No, it’s just sensitive.”

Even in the dark I could tell that she was blushing. Well, she can’t run away and with that I slipped my hands around her waist and pulled her towards me. My mouth made contact with the top of the bra, and I followed her curves back down to naked flesh. I then extended my tongue, licking my way back to the nipple; she actually moaned aloud. I pulled her even closer and I felt her come in contact with the bulge in my jeans. Due to the fact that she had on a miniskirt, only the thin material of her panties separated her from my jeans. My cock pressed hard against her as I continued to nurse.

Obviously feeling my erection, she tried to pull away, but I had her firmly about the waist. The movement only accented her squirming, and I intensified my sucking and tongue action. Her left breast kept hitting my right cheek, soaking it with leaking milk. Within only a few moments her attempts at escape became gentle rubbing against my bulge. The milk became thicker, and I knew this breast was about done.

As the right breast went dry, my hands went up to the front, center of her bra. I quickly unhooked it. She didn’t say a word. As I took my lips away from her nipple, I pulled the bra forward, and down her arms. Running my hands up her stomach to her chest, I cupped both enormous breasts. I guided her left breast to my mouth and began to nurse again.

My left hand toyed a moment with her spent right breast, and with her nipple which was nearly 1/2 an inch long. She started to rub her crotch against my cock again and I could only imagine that her panties must be soaked. I couldn’t smell her however due to the aroma of the milk.

As I started to quickly tongue the left breast and tug gently on the nipple of the right one, she began to intensify her movements. Within a few moments her hands left the back of the chair and wrapped around my neck forcing my face hard against her breast. Suddenly the movements became a bucking, and she started to moan loudly, an orgasm coming upon her. I continued to suck but her jerking became frantic and I lost her breast which then sprayed my face with milk. She continued to moan and rub her pussy against my cock.

The next thing I knew two breasts were hitting me in the face as she stood (while still straddling me) and leaned forward. A hand touched my crotch and traced its way up to my zipper. In seconds her hand was fishing through my open fly, and soon pulled my throbbing cock out.

“Please!” is all she said.

Why she was asking me, I don’t know, for I really didn’t have a say in the matter. Using her right hand, she moved the crotch of her panties aside. Using her left, she grasped my cock and guided it against her hot, moist pussy.

I felt the lips of her pussy spread open, and then she sat down, engulfing me it a very warm, velvety vice.

“Oh God”, I exclaimed.

“Please,” she repeated. “Suck me.”

I quickly found her full breast again and continued to suck. Now her movements were up and down on my cock, and she continued to moan loudly. I could clearly feel the lips of her pussy around my shaft as she fucked me. Within seconds she had another orgasm and I followed immediately. It hadn’t even taken 30 seconds from the time I entered her. I came in her for at least a minute while she thrashed about and while I continued to nurse.

Despite the incredible sensitivity in my cock, I stayed in her and continued to suck. She merely sat still and breathed hard. I could feel her heart beating through her breasts and against my lips. As this breast started to go dry, she began moving up and down on my cock again, which had never lost more than half of its erection. Soon I was hard again, and she was moaning. Since the breast was now dry, I moved back to the other one and began to lick the nipple.

“Yes!” She moaned. “Lick me.”

I continued to lick her, alternating from breast to breast.

“Fuck me, come on, fuck me,” I said to her.

She increased her pace and moaned louder.

“Yes ... fuck...”

Noting that this talk seemed to turn her on, I tried some more:

“Come on, fuck me.”

“Ride my cock.”

“You’re fucking ME.”

“Do you like fucking my cock with your cunt?”

“Yes...” is all she could say.

Her head was back and she was using all of her energy to move up and down.

“I want IT again.”

“You want to come on me again? You want to come on my cock?”

“Yes...”

“Then grind your pussy against me. Feel my cock in your cunt.”

This took her over the edge and her hips moved in a blur as she came on my cock again. She was just too wet, so I really couldn’t feel her that well and the speed was wrong for me, so I didn’t come with her. Instead, I lifted her up (still attached to my cock) and moved to the bed.

She went down back first, with me on top, her legs straddling my waist. I pulled out and took off my clothes, then quickly removed her panties, leaving her in only the mini skirt. I grabbed her ankles and spread her legs wide apart, then remounted her. My cock sank down to the hilt and I could clearly feel my balls against her ass. She moaned again. I couldn’t believe I was finally fucking her and that she was so turned on.

In only a few more strokes I could tell that she was fairly numb, so I changed my attack. I pulled out of her and moved up to straddle her chest. Clearly perplexed she looked at me with questioning eyes. I reached down to her gigantic tits and wrapped them around my hard, wet cock.

After I began to fuck her cleavage, she got the idea and replaced my hands with hers. My only regret is that I couldn’t see too well in the darkness.

Her tits were very firm. I could feel every inch of my cock sliding in and out between them. She actually moaned slightly as she gave in to the illicit and unknown feelings that she was having, and I could see that she was rubbing her nipples with her index fingers while cupping her breasts, pushing them together. She also was grinding her hips at the air, so I reached back and inserted a finger into her cunt and found her clit with my thumb.

After only a few more minutes of watching this, I came again, soaking her neck. While she didn’t come again, she was too tired to care. She got up to go to the bathroom dropping her skirt on the floor. I was asleep before she returned.

The next morning I awoke to find her beside me, still asleep. Dried milk covered part of my face and chest. I could hear a vacuum cleaner down the hall, and its sound had slowly awoken me. I turned to stare at her. The blanket only covered her from the waist down, so for the first time I looked upon her magnificent breasts in the light of the morning sun. She lay slightly on her side, facing me, so that her right breast lay on the sheet, and her left breast lay on the right one. A man cupping both hands together might be able to encompass one of them. The skin was very tight, almost artificially smooth, with purple veins barely exposed thought the flesh. The nipples were light brown, almost pink, and now lay flat against the breast.

Her beautiful blond hair was sprawled upon the pillow, and her lips slightly parted in a smile as she slept. I watched her for about a minute. Her breathing did incredible things to her breasts and I began to feel an erection once again. I checked my watch and found it to be 10:15 am.

Neither of us had set an alarm. We were already over two hours late for the class - oh what the hell! The sounds of the vacuum seemed to be coming closer, so I quietly slipped out of bed and placed the DO NOT DISTURB sign on the door, ignoring the complimentary Wall Street Journal. Opening the door made the vacuum sound even louder, and the latch made a horrible click, but she only rolled onto her back and sighed. Her tits gave in to gravity and spread slightly too either side.

I crept back into bed and carefully covered her right nipple with my mouth, barely touching her flesh. Slowly I worked my tongue across the nipple and began to build up suction. Just as milk began to flow, she awoke in a haze and moaned aloud. I pulled my lips away for a second (getting sprayed with milk from the built-up pressure).

“Good morning.”

She didn’t even try to resist, she just began to moan again. As I continued to nurse, she started to squirm. I slowly used my right hand to brush her left breast, and then followed the curve of her body down into the sheets. I moved my hand over her stomach, past her bush (lightly touching the hair), and began to rub her inner thighs. By the time I had emptied the right breast, she was violently moving her hips, trying to bring her clit in contact with my hand.