Alice Needs a Friend

Alice had been my last college girlfriend before the woman who would become my wife. Alice and I had only dated for a couple of months. I say 'dated', but it was mostly sex. Alice thought she loved me and I loved fucking her. She was a 'dream girl' for me then. Short and shapely, long-ish hair, Earth-mother-type. And let me be honest, she had the biggest tits I had ever been that close to.

But even I didn't feel right just using her, at least after a month or two. In the end I was just calling her up after a night of drinking, going to her dorm, fucking her, and leaving. She cried and tried everything you can imagine to get me come back to her, but I moved on and, eventually, so did Alice.

Cut to twenty years later, when I discovered that Alice lived one town over from where we had just moved to. I met her once and we just talked. I was glad she had gotten over me. She was married and had a young daughter.

Cut to twenty years after that, which is, yesterday, when a got an email in an old account I only check once a month or so. It was from Alice, sent yesterday, and she said she needed my help. She included her phone number and out of reflex I started to dial, then I remembered that there would be a record of this and, even if it is innocent, it wouldn't look good. In a chance meeting on the street a few years before I learned that Alice's husband had left her and that her daughter had moved out too. So, I drove over to Alice's house, not knowing what to expect.

She met me at the door in tears. I tried to calm her down. I sat her on a sofa and got her a glass of water. Eventually, she calmed down enough to talk.

"I have been having hormone treatments. I'm all out of whack. One minute I am hot, burning up, and the next I am back to normal, but restless, like I can't sit still. The doctor has been trying to balance me back to normal, but each new drug acts differently. And the last one has made my...made me...my breasts...I'm...it's like I just had a baby. My emotions, mood swings, and I'm lactating," Alice blurted out as she pulled off the bulky, oversized sweater she had been wearing.

I looked at Alice, now in a white long-sleeved t-shirt and jeans. At 60, she had held up pretty well. Her hair was still baby-fine and shoulder-length, although silver had mostly replaced the light brown. She didn't appear to have changed much physically, but as she turned to put the sweater aside, I could see how full and large her breasts were. And my cock twitched and began to swell. She continued.

"I didn't know where to turn. I'm all alone. My breasts have been aching and all the changes I went through over nine months when I had Amy, I'm going through now in the last two days. I had to start pumping and now I can't get the pump to work and I'm in pain."

I offered to buy a new pump, to take her to the clinic, but she said no. She said she had stopped taking the pill that brought this on, but that it would take two days for the effect to begin to wear off. She was broke, but didn't want charity.

"Well, what do you want?" I asked, knowing how loaded was the question.

"Please..." she said quietly in a 'little girl lost' kind of pout.

And with that, she lifted the long-sleeved t-shirt up over her head and tossed it aside. My eyes were locked on her. She was wearing a big, nursing bra. She pulled down the flap over her right breast. There was a soaking wet cotton pad over her nipple. Alice pulled the pad away and revealed a dark purplish-pink aureole topped with a huge nipple of the same hue. And that nipple was spraying out needle-fine jets of mother's milk and dripping that nectar down her partially exposed breast.

When I dated Alice in college, she had big breasts. At 21, they were big, but soft and they hung almost to her navel, with very pale aureole tipped by barely-there nipples that were pointed down. As I watched Alice remove the formidable bra, leaving the milk-soaked cotton pad on her left nipple, I saw that her breasts had transformed. They were very full and round. Her aureole and much larger nipples were pointed forward.

I don't remember moving from the chair to laying across Alice's lap, her left hand under my head and her right lifting her huge milk-laden breast and its still-spurting nipple toward my mouth. The warm, sweet, thin liquid filled my mouth. I suckled hungrily, not thinking. Milk leaked from the corners of my mouth. I inhaled her essence. I was conscious of it. I looked up at her looking down at me with a Mona Lisa smile.

There was so much milk. At first, I barely had to suck. Her big nipple between my lips felt so good. I just held it there and tasted the sweetness. Then I felt Alice squeeze her breast and shake it a little. I sucked on her nipple hard, pulsing my sucking with licking my tongue over and around her big teat. I heard Alice moan in a way that told me she was cumming. Her purr got a little louder and then she sighed a series of sighs and I felt her legs move beneath me. She was rubbing her thighs together, trying to stimulate her clit.

I turned slightly toward Alice and took her big right breast in my two hands and began to gently massage its mass as I suckled harder. Alice began to moan loudly into my ear. I began to knead her big breast forcefully, milk dripping and squirting into my mouth and all over my face. I sucked her nipple hard and moved my lips up and down it. Alice was cumming continuously.

I moved so I was further up on Alice's lap and could get at her neglected left breast before she knew what was happening. I peeled the soaking wet cotton pad from her left breast and was treated to an even more spectacular display of Alice's mother's milk fountaining from her big, hard nipple. I engulfed it in my mouth and was much more aggressive and rough than I had been on the right breast.

I had turned toward Alice and had one hand on each of her huge jugs as I worked at emptying the left one. I was so far in another world that I barely felt Alice undo my pants and reach in to stroke my fully erect cock. My cock had oozed so much precum, my pants had soaked through, leaving a nice dark spot. Alice's hand pumped up and down my shaft, lubed by it. It felt so good.

I began to roughly squeeze Alice's huge left tit and bite on the over-sized nipple. I was alternating sucking hard on it and biting it. She had an endless supply of milk. I felt Alice's breathing getting deeper and ragged and felt her hand's grip on my cock tighten. Alice convulsed in her biggest orgasm yet. She basically threw me off her to the floor.

I moved between her legs and peeled off her jeans and panties. The smell of her aroused cunt wafted into my face as I removed the garments and focused my attention on Alice's pussy. I buried my face in the thick brown hair on her mound, inhaled her aroma and then moved down to her completely shaved pussy. Alice's pussylips had swollen and gaped apart revealing everything from her pussyhole up to her clit. And that clit! It had grown too! Maybe one of the hormones Alice had taken had caused it, but her clit was nearly the size of her nipples and poked out from its hood.

I devoured Alice's cunt. I always loved to eat pussy and she loved what I was doing. I could tell as I shoved my tongue as deeply into her pussy as I could, Alice arched her back and offered her pussy to me. I sucked on her fat pussylips, pulled on them, and bit them. Alice was moaning and babbling. Her whole crotch was soaked. She must have squirted or just dripped so much, I just licked it up.

I looked up to see Alice rolling her head, eyes closed as another orgasm shook her. She had one huge tit cradled in each hand. Milk was still leaking from her big nipples and dripping down her tits to join the puddle in her crotch.

Alice was nude, but I still had on my shirt and undone pants and underwear. I stood and shed those. Alice leaned forward and took my cock into her hand to suck it.

"No hands," I said.

She moved her hands behind her back and opened her mouth moving her head to capture my cockhead in her mouth. I let her play a bit and then I took her head in my hands and began to pump my cock in and out of her mouth, deeper and deeper. I would have loved to cum like that, but I had more I wanted to do.

"You know what I want want now, Alice?" I asked, lifting a heavy tit in each hand.

"Do you want to fuck my big tits? Or do you want me to titfuck your cock?" Alice said with a smile.

"Titfuck me," I said, sitting down as Alice got up and knelt before me.

She took her big tits in her hands and leaned forward to engulf my rampant cock. Then she pushed those huge flesh mounds together around my aching shaft and began pumping them up and back, completely engulfing my member. It felt like heaven. It looked even better.

"Stop. I don't want to cum yet. I want to fuck," I told her.

"Oh, you want to fuck? Good, 'cause I need to fuck," she said reaching under the sofa for a brown box and standing up.

"Turn around," she snapped at me.

I reflexively obeyed and as I turned around the last thing I saw was Alice, bent over a little, those huge, milk-dripping udders hanging from her chest, stepping into the harness of a red strap-on dildo. In an instant I felt something pushing at my anus. All the sweat, pre-cum, milk, and saliva had lubed the outside a little, but Alice leaned on me and whole six inches slid painfully up my ass.

Alice knew me too well. She reached around and jacked my cock as she assfucked me hard. I grunted and cried out. Alice leaned forward and rested her huge boobs on my back. She swayed them back and forth as she pumped that rubber cock deep up my shitter.

"Can you feel my nipples on your back? Can you feel Mommy's milk dripping on you? Can you feel Mommy's big dick ass-raping her naughty boy?"

"Yes," I gasped.

"Yes, what?" she asked slamming the dildo home all the way.

I grit my teeth to hold back a scream and whispered, "Yes, Mommy."

Alice pumped my ass hard and fast. She cried out as she came. I guess that dildo rubbed against her big, swollen clit. Alice ripped the dildo out of my ass, hurting as much as when she had forced it in. She slipped it off, tossed it aside, and lay down on the rug.

"Now fuck me any way you want. You've earned it, stud."

She didn't have to ask twice. I pounced on Alice and pumped my cock into her twat and fucked her like a whore. It was so wet and warm. I grabbed her asscheeks and pumped her up and back against me.

Alice began cumming again. I don't know how many years she had been without a man, but she came more times than I could count. She was never like this in college! As her pussy exploded around my cock, I felt my balls slapping against her asshole as I furiously slammed into her cunt again and again. I felt Alice pushing against me and we rolled over. Straddling me, she pushed her huge tits into my face and pumped her sloppy wet pussy up and down my ready-to-explode cock.

"Bite Mommy's big nipples and suck all my sweet milk, Big Baby. And bite my nipples hard when you blow your cumwad in my cunt, Baby."

I don't know which part of that set me off, but my mind exploded and I felt my load pump out in a series of pulses like I never felt it before. I spasmed and jerked and couldn't quite focus for a moment. I felt Alice move up, pulling off my cock, and all the wetness in her pussy poured onto me. She moved around and began licking up my cum and making a show of swallowing it and her juices.

How many more days of this did she say she might have, I wondered?