Gym Buddies Ch. 07

Saturday morning Tom was wide awake by 5, excited to -- unexpectedly - spend the whole day with his gym buddy. Even though he was going to the gym, he showered. He picked out some tight shorts and a snug tank t-shirt that showed off every muscle underneath, knowing they would likely be the only members at the gym so early on a Saturday.

*****

Kelli, too, was wide awake early, thinking about what to wear for Tom. 'I always dress so frumpy for the gym -- maybe time to change that? Want to feel sexy, want him to imagine what's underneath, what's waiting for him.' She settled on just the right outfit, kissed her distracted husband goodbye as he left and went looking for her scissors.

*****

Tom was sitting on the table in front of the gym at 6:45. He texted his gym buddies that he'd be a no-show again, and received the expected pungent responses. It seemed to him that it took an hour to get to 7:00, then 7:01, 7:02... 'Where is she?' At 7:03 she texted:

-running late -- see you in 10!

Tom felt those were the longest 10 minutes of his life, and he began to pace back and forth, never taking his eyes off the street where she'd be turning into the lot. Finally, her Jeep swerved in and raced up to park right next to his SUV. He started to run towards her -- then stopped, mindful they were in a public place. 'No PDA!'

He watched as first one bare, shapely calf, then the other appeared below the open driver door, then she closed the door and turned towards him, a big smile on her face. Tom's jaw dropped as he watched her walk towards him. Her normally-ponytailed curly blonde hair was down, flowing around her face and shoulders, unconstrained by her white cap. Instead of her usual baggy sweats she wore skin-tight black leggings that ended mid-thigh, leaving her pretty legs bare down to her footie socks and bright white workout shoes. They were high-waisted, showing every inch of the perfect curves of her hips and her almost-flat tummy. She hadn't covered up with shorts, as most women did. The slight mound and outline of her peach was visible as her hips swayed with her sensual walk.

Her top was the Outlaw Accountant t-shirt -- but with two strategic alterations! She'd cut the sleeves off, baring her toned arms, and also cut off the entire bottom, so it hung down only a few inches below the bottom of her breasts, not touching her tummy due the considerable forward projection of her boobs. As she walked, her breasts bobbed and jiggled almost like they weren't constrained by a bra at all. Of course, Tom was mesmerized by the motion -- exactly as Kelli had planned.

She grinned. 'So love putting on the boob show for my Gym Buddy! Look all you want, stud. Damn, he looks good this morning. Maybe I should just take him on the table, or up against the front door?'

'She's not wearing a sports bra -- must be one of the lacy ones! Damn!' Blood began to flow to Tom's organ.

She stopped inches in front of him and they admired each other's bodies. Tom finally managed to close his mouth. "Wow, you look incredible, Kel!"

"You're looking mighty fine yourself, stud!" 'Oops, can't believe I called him stud to his face!' "I decided to go with a different gym look today, since it will probably be just the two of us. Do you approve?" She swayed her chest just a bit, which was enough to jiggle her big breasts which were barely constrained by her sexiest, flimsiest 'recreational' bra - definitely not meant for the gym!

"Oh, god, yes, Kel. I love it."

She teased him. "Do you think this bra makes my boobs look too big, Tom? And I seem to be jiggling -- hope that won't distract you from your workout?"

He grinned. "Well, I'm pretty focused, so I probably won't even notice." 'Two can play this tease.' He nodded down at his crotch, where his hardening member was filling out his shorts. "This won't distract you, will it, Kel?"

She stared has his bulge and giggled. 'Oh, he's bold. I have carnal knowledge of this man, know exactly what he's packing down there. I make him hard without even touching him!' "Naughty, naughty, Tom, showing of like that! What's a girl to think about a man being so forward with his manhood? Better hope that big thing doesn't burst its way out of your shorts!" She could feel her nipples hardening, her pussy moistening. 'He's hard, and I'm wet and aroused -- and we haven't even touched each other -- unreal! Love this!'

They laughed and walked towards the door. She took the lead, knowing he'd want to admire her butt and hips moving, her skin-tight leggings leaving nothing to Tom's imagination. 'Damn, she's perfect - wonder if she's wearing panties?'

'Right now, he's wondering if I'm wearing panties!' She stopped to let him open the door, and their faces were inches from each other, the heat, the electricity flowing between them. They smiled, knowing each was exercising all the restraint they could muster to keep from falling into a torrid kiss!

Tom placed his hand on the upper curve of her bottom as they went through the door and she playfully made to push it away. 'Yea, claim my ass, Tom. It's yours today.' "Masher!"

He smiled, patted her fine bottom and pulled his hand away. He walked behind her, his eyes locked on the sides of her bra-clad breasts as they protruded to each side, poking out a bit from under the shirt, bouncing alluringly. Kelli, enjoying being the object of his attentions, shimmied just a bit to make sure he got a good show.

'I can feel his presence behind me, when he's near me, he arouses me just being close by. Breasts are swollen, nipples putting on a show!'

They sat on the mat to stretch out. Neither made any pretense of not checking out the other, from head to toe, and they smiled, knowing exactly what was happening. She admired his big, hard, muscular body as it moved and flexed -- including the noticeable bulge in his shorts. She smiled and giggled. 'I know exactly what this man looks like naked!' Kelli stopped stretching as she looked at and thought about Tom, how she wanted to take him as her lover -- right there on the mat! -- and at the same time wanted to snuggle with him, sleep with him, and also go shopping with him and go out to dinner with him and maybe just watch a movie with him sometime and...it hit her. 'Wow, haven't felt this way about a guy in....ever? Oh.'

'Wow, the look in her eyes...different...what is it?' His hand on her leg brought her back to reality. "Hey- where were you, Kel?"

She smiled. "Oh, just thinking about my Gym Buddy!"

Tom grinned. "That's nice to hear. I'm thinking about how much I'm looking forward to spending your birthday with you, Kel. I know I wasn't your first choice, but I'm glad we can hang out together. I hope you won't get tired or bored with me!"

She leaned back on her elbows, her legs slightly apart, her top barely covering her breasts, and smiled. "Oh, not much chance of me getting tired or bored of you anytime soon, Mr. Mitchell." She realized right then that Tom was her first choice, over her husband, who chose to be elsewhere.

She looked around, making sure they were alone, and touched his naked thigh. "It was sweet of you to come see me last night, Tom -- and just listen. And you are SUCH a good snuggler!"

"It's what friends do, Kel. And I loved our snuggling too!"

She grinned. "Yea, and somehow I ended up having a wonderful orgasm, thanks to you!" He reached down, squeezed her hand, smiled, and looked at her chest.

"So, how are the girls doing this morning?"

They laughed. "Oh, pretty good -- they really like this particular one of my new bras. It's very comfortable - and special." She grinned and looked around again. "Wanna see?"

He grinned and nodded. She lifted up the cut-off t-shirt to reveal a lacy red bra barely containing her big breasts -- and quickly covered up, giggling. "You like?" 'Oh, that was fun, flashing him!'

Kelli saw Tom's eyes widen at the sight and his manhood surge just slightly. "Oh, looks like part of you does!"

'Want to take her, right now, right here.'

'Oh, that look in his eye -- he wants me. Better cool this down while we're in public!'

She raised her arm up. 'Help me up - we better start working out before we get, um, distracted!"

Tom stood up and pulled her up, effortlessly, their eyes locked on each other, and they walked over to their first station. "So, I told you I called Mom last night before I called you. She called me early this morning and wanted to talk -- that's why I was late."

"Did you have a good talk?"

"We didn't have time, and she's worried about me, so I told her I'd meet her for lunch today."

"That's great, Kel."

She could tell he was wondering what that meant for them spending time together. "So, I was thinking we might go shopping after lunch and before we go to dinner?"

Tom's face lit up. "Yes!"

She leaned close to him, smiled and whispered. "And I'll have a few hours free until lunch -- and ideas on how we might make use of that?"

He grinned. "Well, we could go to the library, or maybe bowling or play cards or.."

She laughed and poked him in the chest. "Really? I was thinking we'll be all sweaty from working out and we'll need a shower."

He laughed. "Hmmm, well, with the water shortage and all, we should think about how we might save water, right?"

They shared big smiles. She whispered. "Monday night you offered to provide um, personal washing service, I believe?"

"And that offer still stands!"

They laughed and started their workouts, both feeling the difference from before, now that they'd been intimate. They took every opportunity to touch each other, and their eyes rarely strayed from the other. She enjoyed the lustful look in his eyes as she flexed her body, especially on the leg machines where she spread her legs, or the fly machine where she arched her back to thrust her breasts out! 'So much fun showing off to him!'

Tom particularly enjoyed the view of her breasts as her held her shoulders as she did lat pulldowns. He couldn't resist the urge to slip his fingers under her bra's shoulder straps and pull up on her cups, jiggling her girls. He noticed the straps were very stretchy. She laughed and pulled his hands away. "Naughty boy!"

Kelli enjoyed watching his muscles flex, imagining what he looked like naked! And there was one special muscle she kept a very close eye on, proud that she kept him just a bit aroused throughout the workout.

She took several opportunities to lay her hands on his muscular ass or his beefy arms and teased him by rubbing her big boobs across his back. Tom managed to press his hard bulge against her hip or bottom several times, teasing her. The gym buddies stayed aroused for the whole forty-minute session, her nipples prominent. The sexual energy flowing between them spurred both to push their workouts hard. Finally, they finished up their last station, and Tom grinned at Kelli. She smiled back. "Whaaaaaat?"

"So, how about a few minutes on the treadmill -- in the back room?"

'Oh, he wants a titty show! And I'm so in the mood to show off to my Gym Buddy.' She touched her finger to her lip. "Oh, I don't know, Tom, I may not have on the right bra for that -- I'd hate to be bouncing all over the place -- gosh, my boobs might even pop out of my bra! Wouldn't that be terrible?" She grinned, loving the tease, and noticed the bulge in his shorts enlarge. 'Love that I make him hard before I even touch him! And I will be touching his big manhood soon!' Seeing his arousal made her nipples engorge further and her pussy tingle in anticipation.

The workout room was still empty except for the front desk staffer, totally immersed in her phone, oblivious to Tom and Kelli. Tom took his gym buddy by the hand and pulled her around the corner into the back room. She giggled. 'What's he doing?' He took her other hand, pushed her up against the wall and kissed her, hard, pressing his body against hers, covering her, grinding his hard bulge against her crotch, his tongue wrestling with hers. She pulled her hands free and seized his head as they passionately made out for a good two minutes. He let his hands trail down towards her breasts.

She broke the kiss and took hold of his paws, stopping him, and grinned. "Um, we're in a public place, Tom!"

He smiled. "Oh, guess I got distracted."

"Me too!"

She giggled, pushed him back, stepped up onto the treadmill and turned it on to walking speed. Tom made no effort to get on the other treadmill, but instead just leaned against the wall right next to her. She knew the answer to her question before she asked, so she smiled. "So, aren't you going to run?"

Tom grinned as he let his eyes wander down to her breasts, jiggling and swaying alluringly under the cutoff shirt as she walked. "Oh, I think I'll just admire my Gym Buddy -- she's beautiful -- and very, very hot!"

'Oh, just keep up the flattery -- it's working!' She gave him a big smile, raised her arms up and laced her fingers behind her head, thrusting her chest out. "Like these, Mr. Meadows?" She giggled. 'God, feels so good to show off the girls to him, feel them bounce around -- making me wetter. Damn - I could be a stripper! Come to think of it....'

Kelli quickly whipped off the half T-shirt and tossed it at Tom, laughing.

'Oh, shit, she's stripping!!' Mesmerized by her bobbing breasts, Tom couldn't answer. The thin, stretchy bra struggled to contain Kelli's big, heavy orbs as they heaved up, then down, then side to side, bounding against each other, then pushing out to the sides. Their size and density kept them from rippling enough to pop out of the cups. Tom noticed the band and straps were very elastic, barely containing any movement. The band under her breasts was pulled up and away from her torso when her boobs heaved upwards.

The sensation of her bouncing breasts and feeling of the power she had over him aroused her even further. Her eyes dropped down to Tom's crotch where she could see his manhood growing, straining his shorts. 'Oh, yea, these big tits, this body, making him hard right here in the gym! He's captured, he wants me.' After a minute Tom decided to up the game by reaching over and upping the treadmill speed a few clicks.

She laughed, waved her index finger at him and mouthed. "You bad boy!"

This increased speed amplified all movement. Up, down, side-to-side, her huge mounds bounced and swayed, straining the bra to its limit. Her erect nipples poked through the thin fabric. Tom's attention was riveted on the incredibly erotic sight in front of him -- a fire alarm or the building exploding would not have broken his concentration. The increased movement stimulated Kelli even further. 'God, loving this -- he can't take his eyes off me, tits bouncing make me so horny!

She kept up the show for another couple minutes, her arousal increasing by the second. 'Damn, feel an orgasm starting!! I'm drenched down there. Going for it!'

With both hands she quickly grabbed the band underneath her breasts and pulled it out, up, and over her breasts, letting it snap across her upper chest, baring her huge, magnificent, bounding mammaries for Tom's benefit. Now unconstrained, the girls flew all over the place, her nipples big, fully engorged. She put her arms up behind her head and laughed at the look on Tom's face -- his eyes were about to pop out! 'Really putting on a show for him!' She looked down at his crotch, where his hard manhood looked about to burst through his shorts. 'Damn, he's big!' Kelli was so aroused she didn't even think about someone coming into the back room to find her half-naked! She started to sway her torso back and forth, making her breasts bounce even more, and clap together. 'We're both loving these big boobs bouncing!' She felt a surge of sexual power course through her body.

Tom's mouth hung open. 'Oh, god, this is the most erotic thing I've ever seen! He stared at the incredible tit-show for another minute. 'Can't hold back -- must have her now.'

Tom stepped up beside her and, with one arm behind her knees and the other across the small of her back, seized her off the moving treadmill, swung her around and pushed her against the wall between the back room and the main room. She called out, surprised at the suddenness and power of his movement, and grabbed his shoulders to keep from falling. Their mouths instantly joined together in a blazing kiss as his hands went to her bottoms to hike her legs around his hips. Her huge, naked breasts pressed against his t-shirt. Tom quickly pushed his hard bulge against her crotch and began thrusting, hard, rubbing himself across her spandex-covered pussy, causing her to moan into his mouth. 'Want her to cum, right here, right now.'

He moved his hands to her bare breasts, squeezing her firmly, lifting them, cupping them. He could tell she was close to orgasm by her rapid breathing, her hands squeezing his head, her legs tight around his hips, so he stroked her erect nipples with his big thumbs.

She purred into his mouth as he kept at it, her climax brewing deep inside her. Tom broke the kiss and hoisted her right breast up, latched onto her nipple with his lips, flicked his tongue across her engorged pink bud and then sucked, hard.

Kelli's heart raced as his stimulation of her nipple went straight to her sex. 'Oh god its coming...'

Forty-five minutes of foreplay and Tom's attentions to her peach and breasts culminated in a powerful climax that left her breathless and speechless. Her head pulled back, eyes scrunched shut, baring her pretty neck, as she shuddered and shook. She could only gasp for air. Tom pushed his big, hard bulge against her clit, adding to the stimulation, and quickly switched to the other nipple, prolonging her orgasm. 'Love making her cum, satisfying her. Wish I was inside her.'

He released her nipple and whispered in her ear. "I wish I was inside you, Kel. If we do it, know that I'll never want to stop."

Thinking of him inside her brought about one last shiver as her orgasm finally released her. 'God, what this man does to me.' She slowly lowered her head as her climax waned until she was looking into his handsome, smiling face, panting, her heart racing. Their eyes locked. Tom kept his hard bulge pressed against her and his hands on her naked breasts. She paused -- then kissed him, hard, holding his head in her strong grip, then pulled back, gasping. "Do you make a habit of molesting innocent women on the treadmill, Mr. Meadows?"

He laughed. "Yes, when they're half naked, showing off their perfect breasts!"

She giggled. "Was that me? Can't believe it!"

Their lips locked in a long, passionate kiss. Tom whispered. "You are the hottest, sexiest woman I've ever seen, Kel. You are so beautiful...."

They kissed more, and finally she relaxed her legs and slid down him, her big, swollen boobs still pressed against him, his hard bulge pressed against her abdomen. She looked him in the eyes and brought both hands to his crotch, caressing, exploring, squeezing his straining rod through his shorts. She whispered. "Oh, did I cause this thing to get all big and hard, Tom? It must be uncomfortable, being all scrunched up like this -- maybe I should take it out, let it free, let it straighten out, let it spray all your man stuff?"

Her teasing kept him hard. She giggled. "Here we are, in a public place, my tits out, I've just had an exquisite orgasm, you're hard as a baseball bat -- and not too much smaller -- and I've soaked through my leggings!"

They laughed, and he whispered. "Tell me about your orgasm, Kel."

She grinned. "Oh, god, it was intense, wonderful -- like all the others you've given me! You made my toes curl!"

Tom smiled, squeezed her bare breasts and they kissed. She ran her hands up under his t-shirt, feeling his muscles. "I love our front massages, Kel!"

She giggled. "Mmmmm, me too!"