It was about a half hour after my husband left for work that my best friend, Karen arrived. I was expecting her to show up, Jack and I'd just had our new pool filled for the first time, and Karen had been almost more excited about us getting it than we had been. You see she was 7 months pregnant, and had been told that being in a pool is very relaxing, because of the buoyant nature of the water. However she was a bit shy about her new appearance, so she didn't want to go to a public pool. We kept joking with her about it, but she was determined to wait until our pool was finished.

When I opened the door there she was, wearing the same type of loose dress she had been wearing since she started to show, if you didn't know she was pregnant you would find it hard to tell. Karen almost knocked me down in her rush to get inside. "Come on, times wasting, let's get in the pool!" she said. I just laughed and said, "Good morning to you too."

Karen blushed, "Sorry Cindy, I've just been so excited about using the pool, I couldn't wait."

"That's alright, I've been sitting here in my bikini for the last hour waiting for you, we can go swimming as soon as you change."

"What do you mean change, I'm wearing my suit under my dress."

Laughing, we made our way out back to the pool area. When we there I just dived in. "Hey," Karen said, "the pool looks great, I can't wait to get in."

I swam to the far end and turned to return, as I did I saw that Karen had removed her dress and was walking to the ladder. I couldn't believe my eyes. We had been friends since grade school, I had seen her in a bikini hundreds of times, and I'd never felt anything. Now, seeing her pregnant, for the first time I was definitely turned on. Karen is a green eyed redhead, with that perfect creamy white skin that redheads so often have. Now she also had that pregnant woman glow. She has, or should I say had, smallish breasts, now they had grown and looked wonderful, they were barely restrained by her bikini top. But it was her stomach that drew my attention. It looked so beautiful and rounded, I just wanted to run my hands over it, to caress it, to caress her, to... I didn't know what, I'd never felt this way before. By now she was entering the water and I resumed my swim, trying too calm down.

After about half an hour I got out and lay in the sun, soaking up some rays, watching Karen. Finally even she'd had enough and got out. From where I was sitting I had a perfect view of her as she climbed out. As she did the water flowed down over her breasts and stomach, to me she looked like Venus rising from the sea, a pregnant Venus. I wanted her. For the first time in my life I wanted another woman.

"That felt wonderful," Karen said gently stroking her stomach. " I love my son, but I'll love him more when he's out of here." She put her hands in the small of her back and arched her body. I was spellbound by the sight of her pregnant body, with her stomach even more prominent than before and almost missed what she said next. "At least after the swim my back feels a bit better." When I heard this I immediately saw my chance to get my hands on her body, at least partially, and offered to give her a massage. "Would you?" Karen asked smiling, "It could be just what I need."

I said sure and led her upstairs to my bedroom. "Go and have a nice hot shower to help you loosen up. When you're ready come out and lie on the bed and I'll massage your back." Karen just laughed gently patting her stomach, "I haven't been able to lie on my stomach for several months, maybe we can't do this."

I didn't want to miss my chance so I suggested that she kneel on the bed instead. She thought about it and agreed that it would probably work. Once that was settled I told her to go take her shower and we'd get started when she was done.

After the shower started I got some fresh towels and laid them on the bed ready. Then, not being able to resist the impulse, I quietly opened the bathroom door and peeked in. Because the shower door wasn't totally transparent I couldn't see any details, but I could see her shape moving under the water. I found myself staring at her bulging belly, all of a sudden my lips felt dry, and I reached down and lightly rubbed my pussy through my bikini bottoms. God I wanted her. I didn't know why, I didn't know how, all I knew was that I wanted her, and if I got a chance I'd go for it. I quietly closed the door and went to get the massage oil from the bedside cabinet. When I reached for it I suddenly thought of the flavoured love oil my husband and I use occasionally. That would be a much better idea - just in case.

By the time Karen finished her shower I was really on edge, I'd been thinking about her naked in the next room, the water from the shower running over her body. I was about to play with my pussy again when I heard the water stop and Karen get out of the shower. She came out of the bathroom smiling with a towel wrapped around her, secured just above her breasts. Got up on the bed, moved a pillow to help support her stomach, and looked over at me saying, "I'm ready, Cindy."

I moved beside her, put some of the love oil on my hands and gently started to massage her shoulders, she almost purred as I worked at the knots I found there, her back really needed a massage. After a few minutes I started moving my hands further down her back, until I reached her towel. "If you want me to keep going you're going to have to undo this." I said, tugging lightly on the towel. Karen didn't say anything, she just unfastened the front of the towel so I could move it down.

Now as I moved my hands over her back I pushed her towel lower and lower, until it was just above her butt. Then I really got into the massage, revelling in the touch of her skin, a couple of times, when I was running my hands down her sides, I let the tips of my fingers touch her breasts, and belly. I don't know if it and any effect on her, but it sure did on me. Each of those touches sent a shiver of excitement through me. All this time she never said a word, the only sounds from her were moans of pleasure, I found myself wishing they were being caused by another activity.

All of a sudden Karen sat up and turned around, exposing the front of her body to me. She quickly grabbed my hand and put it on her stomach, "The baby kicked, here feel."

It was torture, here I was looking at her naked breasts, and with my hand on her stomach, and she just wanted me to feel the baby kick. Then I felt it, and she said, "There, did you feel it?" I just nodded, and, not being able to resist the temptation, gently began to rub her stomach. When I realised what I was doing I stopped, but Karen told me to keep on doing it. So I oiled up my hands and started running them over her stomach. It was such a turn on, touching her like this. I would have loved to lick off the oil but didn't dare. Karen lay back with a smile on her face and shut her eyes. With her eyes shut I was able to feast my eyes on her beautiful body, I immediately noticed that her nipples were hard, she was turned on! At least subconsciously. I reached down and quickly rubbed my pussy, which now was at boiling point.