The Pump

We were just getting cozy on the couch for the evening when the request came in from my wife.

"Can you take some of our old baby supplies and baby gate over to Kelly's tomorrow? I told her she can have our old stuff."

"Of course" I said. "Just leave out what you want me to take over and I'll swing by on my lunch break tomorrow."

"I think Tom is out of town for work" my wife continues. "So if you feel like being a nice guy, you can offer to put together and install the gate for her."

"No problem." I said. "Tell her I'll be by in the afternoon and I'll set everything up for her."

It seemed like an innocent request at the time.

Kelly is one of my wife's best friends from college and she and her husband Tom live pretty close to my office. They just had a baby 5-6 months back and she was still spending most of her days at home while her husband was back at work and often traveling. Kelly is about 5' 5", brunette, and very cute. Small to medium build with a good body. I've seen her in a bathing suite a few times and she had what seemed to be small, perky, beautiful boobs with a nice butt. I knew her well in college as she lived with my wife for a little bit before we were married and her husband and I were good acquaintances as well.

The following morning I loaded my car with the baby gate, as well as a small bag of baby clothes and some other odds and ends that we were more than happy to pass along. Since our kids are a bit older now, we no longer had any need for our baby accessories... and lord knows we had too much of it.

Lunch time came and off I went to Kelly's house. With gate and bags in hand, I knocked on the door and waited. And waited. I knocked again and began to wonder why she wasn't answering. I'm pretty sure she was expecting me. A few more moments later I heard the lock turn and the door finally opened.

At first, just her head peaked around the door and after noticing it was me she opened it a little bit further, still partially standing behind the door.

"Hi, come in, I'm so sorry to make you wait, thank you for coming." she said as she let me in. "I'm so sorry, I'm a bit of mess right now."

I told her not to worry, and then noticed that she was partially wearing her shirt with a towel wrapped around her torso underneath. The towel added coverage as her shirt looked pretty loose on her since one of her arms was out of her sleeve. The towel wrapped around her chest and torso and reached down to the waistline of her white sweatpants. I was a bit taken back by all of this at first and I could tell she was a bit disheveled.

She continued to apologize and told me that she was in the middle of pumping and was caught off guard when I knocked. I told her I was very sorry for interrupting and offered to come back later, but she insisted it was fine and to just come in. I followed her into the living room and saw the breast pump on the coffee table in front of the couch and next to it was a baby bottle half filled with breast milk.

Interesting.

We made some small talk and spoke briefly about the baby gate which was to be installed at the bottom of the staircase, right next to the living room. I asked again if now was a good time to install the gate and she insisted it was not a problem.

"As long as you don't mind me pumping while you work." she says while chuckling.

To which I replied, "Not at all... Do you your thing. I'll stay out of your way and get this set up for you."

We've been friends for a while and she knew I was a dad and have been through things like this, so I think she just felt okay with me being there. She wasn't fully exposed in front or me or anything like that so... no big deal.

Kelly sat back down in her spot on the couch and grabbed the pump from the coffee table. She kept her shirt around her neck still covering her breasts but removed the towel and slid the pump underneath. From my quick sneaky glances, I could see the side of her torso and part of her back which had no bra on, of course. I tried to act as normal as possible and began putting together the gate. Putting it together and installing it isn't rocket science, but I purposely took my time and went at a much slower pace than I normally would have. I was really starting to enjoy this situation I found myself in.

We made some small talk while she started and just the thought of Kelly's tits barely hidden under her shirt and her pumping milk while I was there was really turning me on. This wasn't some fetish I had, but the intimacy of the situation was turning me on. Just imagining her swollen tits and nipples under that loose shirt was making my mind race. I couldn't stop imagining what they looked like. As we talked for the next 15 minutes I noticed both of us becoming more comfortable with the atmosphere that we were sharing. I was no longer being 'sneaky'... I would look over at her while we talked and she was openly telling me about her breast feeding process and how much time she spent pumping.

"It makes my nipples so raw and hard, it kind of hurts sometimes" she explained to me.

I sat there at the base of the stairs, extremely turned on hearing her talk about her nipples to me. I couldn't believe it. I did my best to act like it was no big deal.

"Yeah, I remember my wife would say the same thing" I said.

"I have to admit," I continued saying, "I actually enjoyed watching my wife pump. I know it sounds weird but it was a little bit of a turn on in a way."

She giggled. "Oh yeah? Is this turning you on?" she said smiling.

"Well, you know...." I said back with a little smile. "Maybe just a little." And as I said this, I turned away from her, insinuating that I was hiding an erection.

"Oh my god, is this giving making you hard?" she asked still smiling.

"Hey, don't blame me." I said. "It's not easy with you pumping next to me and your boobs practically hanging out. What do you expect a guy to do?"

Our playful banter continued back and forth and it was a lot of fun. She then gently lifted her shirt as if to readjust herself and I now got even a better view (Of course she acted like she didn't know what she was doing). I could clearly see most of her full boob now, the white skin and tan line along with her nipple encompassed inside the suction cup of the pump. She looked so hot and she knew I could see more of her now.

And without hesitation, Kelly looking down at the pump says, "Well, if you'd like to watch you can, I don't care. I still have one more boob to do".

What? Did she really just say that? I knew she recognized that I was already watching from a distance, but I assume now she meant I could come closer and really watch up close.

I jokingly replied, "Well if you insist. Do you mind if I sit next to you on the couch?"

"Sure, might as well get a good view." she said, as I got up and started walking over.

I just remember how nervous I was and how exciting it was. I sat there and watched her grab her other exposed boob, glide it into the cup and lean over to turn on the machine. I was staring at her exposed boob and I couldn't believe it. The cup latched onto her breast and the suction started. I sat next to her, partially turned in her direction with my cock now starting to bulge inside my pants. I didn't try to hide it all at that point, in fact I was actually trying to make it as obvious as possible.

"Thanks for letting me watch." I said to her. Trying to say anything in that awkward moment as she sat looking down at her nipple inside the cup.

"You're welcome" she said, "I'm glad you're enjoying my pain." she laughed back.

I then told her has my hand rested on my crouch, that when I get back to my office, I might have to lock my office door for some 'alone time'.

"You're going to think about me when you get back to work?" she asked.

"Well to be honest, it's going to be hard for me to concentrate on anything until I do." I responded.

For the next minute or two she quizzed me on my 'alone time' that I like to have in my office from time to time. She was asking me where I did it and how I did it, things of that nature. I think she was enjoying asking me these types of questions while I sat there watching her pump topless. And I really enjoyed telling her these secretive about me like how I masturbated at work and when I did it, etc... it felt soo naughty sharing this with her.

Finally without skipping a beat she told me, "You can do it here if you like."

I couldn't believe what I just heard her say. I instantly got excited and nervous at the same time. At that moment, I didn't know how to react or what to say.

I kind of chuckled and sarcastically said, "Oh sure, you don't mind if I masturbate right here next to you while you pump?"

Kelly said, "Well, since we have to keep you watching me a secret, you might as well have your fun here instead of at your office. It's safer, right?"

"Yeah, I guess it is better here. You sure?" I asked again.

She just nodded and replied, "Go for it. I don't mind."

Wow. I had no idea how to begin. I felt funny just standing up and undressing but I knew I couldn't let the moment pass me by. I stayed seated and began to slowly massage my bulge on top of my pants while I stared intently at her breasts. It felt amazing to openly massage my cock with her permission. Her stare left the pump and was now focusing on my hand massaging myself.

I slowly undid by belt, then button and zipper (kind of making a little show out of it) and then slid my hand down my pants. I massaged my cock inside my pants for a few moments before moving on to the next step. Kelly's little smile reassured me that she was enjoying the show so far. Once I was pretty much fully hard, I lifted up my butt and scooted my pants down, leaving my underwear on for a moment. I was fully into it and giving her slow tease. My fingers caressed the outline of my shaft through my underwear as she continued to watch me closely. After a few moments, I grabbed my waistband and slowly lowered my underwear down to my knees. I leaned back into the couch a little more and was now fully erect and exposed a few feet from my wife's friend. So exhilarating.

She was staring at my cock which was pointing straight up to the ceiling. I was holding the base of it to fully show off my rock hard cock to her. She turned a little bit to continue watching as I began to slowly stroke my cock.

"Mmm, nice" is all she said.

I made sure to use long and slow strokes up and down my shaft as she sat topless in front of me, her tits swollen and her nipples hard. She smiled and asked me if it felt good.

"Oh god Kelly, this feels so good. You look so sexy" I muttered out.

"You like watching my hard nipples don't you" she said. "Stroke that cock for me."

It was pure bliss. We continued watching each other, my cock pulsating in my hand while she began rubbing her other exposed tit while the other one was being milked. We continued our dirty talk until I asked her, "Is your pussy getting wet?"

"It is." she replied still watching me stroke.

"I would love to see." I bravely said.

She kind of giggled and smiled which left me wondering if she was saying 'Yeah, right'. But a few seconds later her hand dropped down between her legs and and gently rubbed over the crotch of her sweatpants. Her thumb then grabs the waistband of her pants and she lifts her butt slightly off the couch and lowers her pants down over her ass and down to her knees. Her panties were still on but damn, did she look hot. She was sitting sideways now on the couch facing me. One knee up and the other leg hanging off the couch with the crotch of her panties fully exposed for me. Her hand continued to rub herself and it was driving me crazy.

I stared at her crotch and continued to stroke my shaft slowly.

I could see the folds of her pussy lips through the creases of her panties as her fingers slid up and down her pussy. I would stop stroking and play with the pre-cum on the tip of my cock which I knew she liked by the little approving moans she gave me.

I let my moans get a little louder and really started to get into my stroking now. I would go fast and really stroke hard for her, then slow down and tease the tip of my cock. I went back and forth doing this for her. I was getting so horny I eventually said to her, "Show me your pussy. Pull your panties to the side for me."

Kelly, with no hesitation, grabbed the crotch of her panties and for the first time, my friend whom I've known since college, showed me her beautiful pussy. She pulled the crotch of her panties to the side to show me her lovely black bush and her pink lips hidden underneath. She looked down at herself and slid a finger down between her pussy lips and slightly spread them apart for me. I could see the sides of her finger getting a little wet. I was in heaven. I told her what a sexy pussy she had and how hot she looked rubbing it for me.

Kelly quickly leans over to turn off the machine and removes her hard nipple from the suction cup. Her tits and nipples were engorged and looked beautiful... and I loved that she let me see her like this. With her legs still open and panties barely pushed over, she looked so slutty for me and I loved that she didn't care.

For the next few minutes we just sat facing each other, pleasuring ourselves. She got a little more comfortable and leaned back a little more. One of her legs was raised up and extended, so she basically had both legs spread open for me. One leg draped over the back of the couch and the other leg was on the floor. She looked so damn hot like this, showing me as much of her pussy as she could. It felt so naughty to see my married friend in such an exposed position.

I kneeled closer to her and my cock was inches from her pussy, and although the thought crossed my mind about fucking her, I didn't want to push it at that moment. The front of my thighs were almsot touching the back of her thighs as she leaned back with her knees raised to the ceiling.

"Oh fuck, this feels so good." she moaned to me.

"Rub your pussy for me Kelly. Slide your finger inside for me." I kept giving her orders. "That's it, keeping going, keep fucking yourself. I love how wet you are. I want you to cum for me... god you look soo hot!" I loved talking dirty to her.

She moaned a little faster and I could tell she was getting close. Her eyes kept closing as she bit her lower lip... Her finger was circling her clit faster and faster. My eyes really focused on her finger and pussy as I wanted to take in this beautiful site of her completely open for me. I couldn't believe I was getting to see this and I wanted to soak in every second. Kelly was fully masturbating for me and was about to allow me to watch her cum. Her finger would disappear inside of her, then back out. Then back to circling her clit. I could hear her wetness as she did this. I was close as well and could cum at any moment, but I was waiting.. I wanted to cum with her.

She arched her back and her butt cheeks raised off the couch.

"Cum for me." I almost demanded to her.

She kept going and then a few moments later gave out a loud moan and I could see her body start to twitch. Her legs shook back and forth and her hand cupped her pussy as her orgasm swept over her body. Her body twitched... then twitched again.. It was so hot to watch. Her swollen boobs jiggled with every shake. Her legs closed tight.. then opened back up. I could see the orgasm hitting her. I still hadn't cum yet and I was very ready. As she slowed down and opened her up her eyes, they focused back on my hand stroking my hard cock. As her orgasm subsided she then demand back to me, "Cum for me! Cum on me!" She repeated this several times.

With one hand on her knee, holding her open, I stroked and stroked until the first stream of cum shot onto her stomach. Her crotch is open, her pussy lips are red and swollen like her nipples and she's fully exposed... just for me.

I cum again and again, shooting stream after stream of cum on to her body. I made sure to cum her bush and stomach as much as I could. I didn't want it to stop. She reached down with one hand and rubbed her fingers through my cum on her pubic hairs. I rubbed the tip of my cock across her bush. Just amazing. I milked my cock as much as I could until the last drop hit her stomach.

I momentarily leaned on her knee while I caught my breath and composed myself.

"Oh my god." is all either of us could say.

She laid there on the couch another minute, partially covered in my cum while I rested over her, cock still hard, pulsating and dripping on her. She reached over and got a towel from the table and tried to clean herself up a little bit. I loved watching her clean my cum off her bush and stomach.

I really enjoyed standing in her living room when we were done, naked from the waist down, my cock still semi-hard, covered in cum while we just chatted. It was so casual but so hot. We were both wet and naked.

Eventually we began dressing ourselves and giggling at what just transpired. I thanked her for allowing me to join her and I apologized for interrupting her pumping session to which we both laughed. I told her if she ever needed help with anything not to hesitate to reach out and she walked me to the door.

I sat in my car for a minute in disbelief of what just happened. My wife's long time friend just masturbated with me and it was so hot.

Lucky for me, this wasn't' the last time she asked my wife to borrow something.

And of course, I agreed I would take time out of my busy day to drop it off.